ESCAMBIA COUNTY BOARD OF COMMISSIONERS DEPARTMENT OF PUBLIC SAFETY INTERNAL AFFAIRS REPORT OF INVESTIGATION CASE NUMBER: lA19?002 DEPARTMENT OF PUBLIC SAFETY DATE OF REPORT: JUNE 24, 2019 INVESTIGATION 1 Khan W. Morris-Ru APPROVED BY: Acting COM Matthew THIS REPORT MA CONTAIN INFORMATION THATIS PROTECTED UNDER FEDERAL OR STA TE CONFIDENTIALITY REQUIREMENTS. THIS REPORT SHOULD NOT BE PROVIDED TO THE PUBLIC WITHOUT COORDINATING THE REQUEST WITH THE DEPARTMENT OF PUBLIC SAFETY, INTERNAL AFFAIRS TO ENSURE APPROPRIATE HANDLING OF INVESTIGATIVE INFORMATION. Board of County Commissioners a Escambia County, Florida Matthew Coughlin Assistant Coun ty Administrator Public Safety Department To: Keith w. Morris, Internal Affairs, Escambia County Public Safety From: Matthew F. Coughiin, Assistant County AdministratorfActing Public Safety Director??l. Date: April 12, 2019 Re: Escambia County Public Safetyf?mereencv Services Procorement Please proceed with gathering evidence and requisite interviews in support of a targeted investigation into the acquisition of the ESO software system. I anticipate severai employees wilt be interviewed. All protections will be provided by their class of employment. Please coordinate with the County Attorney?s Of?ce should the need arise. Speci?cally, I wouid like to have an understanding as to the factors involved in the search for a new software system. An overview of the software integration into both our patient care and hitting systems would be helpful. Additionatiy, I would also like to have an understanding as to whether all procurement procedures were adhered to in the acquisition of this system. Cc: Amy Lovoy, Interim County Administrator Alison Rogers, County Attorney Telephone {850) 471-6400 Fax (850} did?6:155 GETS North Street Pensacola, Florida 32505?1714 my escomblo Department of Public Safety Office of Internal Affairs AUTHORITY Authority to conduct this investigation resides in Department of Public Safety lntemal Affairs Policy Number 1.00 IA, wherein the Director of Public Safety establishes Internal Affairs (IA) that has the authority to carry out investigative duties and responsibilities to initiate. conduct. and coordinate investigations to detect. deter. prevent. and eradicate fraud. waste, mismanagement. misconduct, and other abuses within the Department. INVESTIGATIVE PREDICATEISI - COMPLAINTISI On April 12. 2019, Escambia Board of County Commissioners, Department of Public Safety (DPS), IA Investigator Keith W. Morris received a memorandum of assignment from Assistant County Administrator (ACA)IActing Public Safety Director Matthew F. Coughlin (ACA Coughlin). ACA Coughlin directed IA to conduct a review of the actions involved with the procurement of the ESO software system to determine if, during the acquisition/procurement process, there were violations of administrative policies. On April 12. 2019, IA initiated a review to determine if there are any witnesses. evidence or leads to support a formal investigation. (Exhibit 1) On May 1. 2019. IA briefed Acting County Administrator Amy Lovey and ACA Coughlin regarding the ongoing investigation. IA presented an investigative ?nding that the procurement inquiry had resulted in allegations that the ESO Solutions software may be related to the ?computer glitch? Former Director Michael Weaver (Mr. Weaver) represented in a Board of County Commissioners (BCC) meeting on April 4, 2019, requiring the write-off of $5,972,901.34 in bad debt. IA was directed by ACA Coughlin to include and inquire regarding that matter, ensuring both matters were addressed within this report. INVESTIGATIVE METHOD IA employed standard investigative practices for this investigation, which included a review of files maintained or in the control of personnel within the Department of Public Safety (DPS), and email archives. Additionally. IA reviewed applicable Escambia County and DPS policies and procedures. The ?ndings of the IA are addressed in the Investigative Findings section of this report. In addition to reviewing documentary information, IA contacted and/or conducted sworn recorded interviews? with the following persons: Andrew Hamilton, Emergency Communications Chief Leon Salter. Interim Emergency Medical Services Manager Tamika Williams. Public Safety Business Operations Manager Katherine Kenney, EMS Section Chief Kenney Lindsay Ritter. EMS Analyst BJ Terrell. Former Contractor Shandra Jenkins, Emergency Medical Services Billing Manager Chris Karp. Escambia County Information Technologies Copies of all recorded interviews are maintained in the electronic case tile. DPSIA Case Number IA19-002 2 Department of Public Safety Of?ce of Internal Affairs 0 Robert Munden, General Counsel, ESO Solutions, Inc. 0 Daniel Quam, General Counsel, Image Trend . Joseph Scialdone, Former Emergency Medical Services Billing Manager The evidentiary standard used by Internal Affairs in determining whether the facts and claims asserted in the complaint were proven or disproven is based upon the preponderance of the evidence. Preponderance of the evidence is contrasted with ?beyond a reasonable doubt," which is the strictest test of evidence required to convict in a criminal trial and "clear and convincing evidence," which is a standard describing proof of a matter established to be substantially more likely than not to be true. IA investigative ?ndings classi?ed as ?substantiated? indicate the condition that existed for the investigator(s) disclosed suf?cient relevant evidence and material evidence to conclusively prove the allegations, based upon the preponderance of the evidence. Investigative ?ndings classi?ed as "unsubstantiated," indicate the condition that existed for the investigator(s) disclosed there was a lack of relevant and material evidence to conclusively prove or disprove the allegations. ?Unfounded? allegations are those allegations that are demonstrably false, and involve no reliable evidence or proper bases, which supports the allegations being made. Investigative ?ndings classi?ed as ?exonerated" are allegations that are de?ned as a conclusion of fact, indicating that evidence has been established that alleged actions by the agency or employee were consistent with governing policies. BACKGROUND On September 15, 2017, DPS, Emergency Medical Services (EMS) Section purchased software from ESO Solutions Inc (ESO). According to Bloomberg2 Health Care Technology, ESO Solutions, Inc. develops and provides software solutions to emergency medical services, ?re departments, hospitals, and healthcare professionals. The company markets electronic health records software. healthcare analytics software. EMS billing software. EMS dispatch software, health data exchange, emergency personal management software, NFIRS ?re incident reporting software, and TrackEMS. It also sells secure data hosting, system architecture/redundancy, data and HIPAA compliance. The company was founded in 2004 and is based in Austin, Texas. RULES Pertaining to procurement of the ESO software system to determine if, during the acquisitioniprocurement process, there were violations of administrative policies. IA reviewed the governing policy regarding procurement of persons under the authority of the BCC. Escambia County Procurement Ordinance, Sec. 46-41. ARTICLE II. - entitled PURCHASES AND CONTRACTS.3 In review of the procurement ordinance, the following provisions were noted within Sec. 46-64. entitled Award approval and threshold authority: The Board of County Commissioners hereby approves every agreement, contract or other purchase entered into and every award in an amount not to exceed the mandatory bid amount of $50,000.00. Pursuant to this approval, the board of county commissioners hereby delegates to 2 3 A copy of this ordinance is inctuded in the electronic case ?le. DPSIA Case Number IA19-002 3 Department of Public Safety Office of Internal Affairs the county administrator or designee, threshold approval authority to execute contracts for such purchases or awards of up to $50,000.00. For any purchase or award made in accordance with this article exceeding the mandatory bid amount of $50,000.00, the contract for such purchase or award shall be specifically approved by the Board of County Commissioners and thereafter shall be executed by the county administrator or designee. Escambia County Procurement Ordinance, Sec. 46-81. - Source selection. The procurement of all goods, material, equipment, services and combinations of goods and/or services by or on behalf of the board of county commissioners, including those transactions through which the board of county commissioners shall receive revenue, in an amount equal to or in excess of the mandatory bid amount of $50,000.00 shall be awarded by a competitive bid or proposal process or as speci?cally provided in sections 46-91 and 46-100, unless othenlvise provided by state or federal law. Escambia County Procurement Ordinance, Sec. 46-91. - Alternative source selection? Small purchases. Any purchase for an amount less than the mandatory bid amount may be made in accordance with those procedures promulgated in the policies and procedures of purchasing; provided, however, no purchase shall be arti?cially divided so as to constitute a small purchase under this division. Escambia County Code of Ethics, Section 0.26, Effective Date November 20, 2008, Excerpt of Policy, Section C. Standards of Conduct Paragraph 3. Withholding of Information (Required Disclosure) No public appointed otiicers or employees shall withhold any information when the of?cer of employee knows, or reasonably should know, that a failure to disclose may impair the proper decision making an any County boards, authorities, agencies, or committees. INVESTIGATIVE FINDINGS As part of this investigation the following documents were reviewed by IA: Purchase Order No. 171512, Order Date September 15, 2017 in the amount of $49,915 this document shows for the purchase of New Electronic Health Records (PCR) and Analytics Solution that will Interface with 20" Software. (Exhibit it 2) NOTE: In review of the ESO Quote Line Items, Full price for is shown as $58,385 with $8,450 in discounts for a Grand Total of $49,915. CAD Integration Software for EnRoute I is not included. This document shows in writing beside the Grand Total ?Approved Steve White 8124/1 Image Trend Quote Number KF-66599, August 16, 2017, in the amount of $213.1 65 - Quote includes CAD Integration Annual Support and Hosting EMS EnRoute, itemized cost of $3,500. (Exhibit it 3) DPSIA Case Number 1A19-002 4- Department of Public Safety Office of Internal Affairs EMS Charts Quote date August 14, 2017, In the amount of $57,036 - Quote includes Dispatch Import from Enroute CAD, itemized cost of $3,948. (Exhibit 4) Purchase Order No. 171512-1, Order Date September 15, 2017, Administrative Change to Capitalize the Purchase in Intangible Assets per the Clerk?s Office. (Exhibit 5) 360 Regular Meeting for November 2, 2017, Issue: ESO Solutions, Inc. Master Subscription and License Agreement (MSLA). The document is a Recommendation from Former DPS Director Mike Weaver, concerning the Master Subscription and License Agreement with ESO Solutions, Inc. for the Electronic Health Records. The recommendation calls for the Board to approve and authorize the Chairman to sign the Master Subscription and License Agreement with ESO Solutions Inc., for the system for maintaining electronic healthcare records at a cost of $49,915, to include the purchase of the system, billing standard Interface, and 3 days of onsite training. (Exhibit ti 6) The recommendation background shows ESO will replace Zoll as [the] electronic healthcare record. ESO, provides a (sic) Electronic Healthcare Record that will streamline billing and hospital information sharing. It will also provide an enhanced quality assuranceimanagement platform and analytical package. This program will increase EMS ability to report timely information on patient care, bill for services and allow for better analysis of patient care. Minutes of the Public Forum Work Session and the Regular Meeting of the Board of County Commissioners Held November 2, 2017. (Exhibit 7) Review of this document shows under the County Administrator's Report, Section II. Budget/Finance Consent Agenda. item number 11. "Approving, and authorizing the Chairman to sign, the Master Subscription and License Agreement with ESO Solutions. Inc., for the system for maintaining electronic healthcare records, at a cost of $49,915, to include the purchase of the system, billing standard interface, and three days of on-site training (Funding: Fund 408, Emergency Medical Services, Cost Center 330302, CEMS Operations, Object Code 54601, Repair Maintenance). Master Subscription and License Agreement (Agreement) between Escambia County and E80 Solutions, Inc., transmittal message with the software agreement attached, dated December 29, 2017, addressed to Tamika Williams Operations Manager] from Judy Witterstaeter, Program Coordinator, County Administration, with the initials for dated December 29, 2017. The Agreement was representative of the purchase of the software In the amount of $49,915.00. The Agreement was signed by ESO Solutions, Inc. CEO and President Chris Dillie and Commissioner D. B. Underhill, representative of the Board of County Commissioners, as Chairman, executed on November 2, 2017. (Exhibit 8) Electronic Mail Message from Tamika Williams to Keith Morris, dated 5I2312019, Subject: ESO AgreementiApproval. (Exhibit 9) Email states Steve White was under the impression that he could sign the agreement since the purchase was under $50,000 (which is not the case). It took a while for both our and E80 to come to an agreement on the terms and conditions DPSIA Case Number 11119-002 5 Department of Public Safety Office of Internal Affairs of the agreement. Once legal sufficiency was approved, the next available meeting was the November 17'" 300 meeting. Voucher Number 18-098 dated December 13, 2017, Vendor ESO Solutions, Inc. for CAD Integration, Invoice INV00004240. (Exhibit 10) Electronic Mail Message (email) from Scot Metcalf, Sales Representative of ESO Solutions Inc., to Steve P. White, with attachment Escambia Co. CAD Add-on.pdf. (Exhibit it 11) Email states in part: Chief, CAD Add-on quote is attached here. Please sign bottom of the quote and return to me. Purchase Order No. 190679, Order Date October 31 2018, Enhancement to the EMS Billing4 Software by the Original Manufacturer. User Licenses, Support, Software updates. (Exhibit 12) Invoice Number INV00011429 from ESO Solutions, dated October 25, 2018 in the amount of $49,868.17. (Exhibit it 13) In review of the Invoice, paid under Purchase Order 190679, the following components were noted: . Cardiac Monitor, Unlimited cardiac monitors, allows for import of cardiac monitor data via local or cloud integration, Ongoing maintenance, itemized $1,951.85 Cardiac Monitor Discount, itemized EHR Billing Standard Interface, Allows for the integration of discrete data into third party billing software. On-going maintenance included. Itemized $1,024.85 . EHR Suite leM Mobile Includes Quality Management, AD Hoc Reports, Analytics, Patient Tracker, Allows for unlimited users, unlimited mobile applications, live support, state and federal data reporting, ongoing weekly web training, software updates and upgrades. Itemized $52,519.70 . EHR Suite leM Mobile Discount. Itemized Interviews were conducted and are summarized as follows: Tamika Williams - A sworn, and recorded interview was conducted with Mrs. Williams on April 25, 2019 at the Department of Public Safety Building. Mrs. Williams stated that Former EMS Chief White5 was responsible for the procurement and implementation of the Electronic Health Records and Analytics Solution that will Interface with Zoll Software. (Exhibit Ms. Williams stated the primary contacts regarding the ?nancial side of the procurement would have been Former EMS Chief White and [Section Chief] Kate Kenney. She told (EMS Managers) that the requirement was if the cost for the software was under $50,000, she must have three (3) In an email from Tamika Williams to Investigator Keith W. Morris. Mrs. Williams consoled the Purchase Order description identifying it as follows: The reoccurring maintenance fee for EMS is $49, 900 (PO. 190679) is the renewal. Unfortunately, the description on PO states Billing {inaccurate} but it is actually for the EMS Operations renewal. l've attached a copy of the PO plus a copy of the invoice to show it is for the sottware. 5 Steve White resigned his position as the EMS Chief on October 1. 2018 DPSIA Case Number IA19-002 6 Department of Public Safety Office of Internal Affairs quotes in order to proceed. If all three quotes were over the amount of $50,000. she advised that procurement of the software would then require a sealed bid.? Individual managers are responsible for obtaining the quotes to keep her out of the solicitation process. She had no knowledge that the purchase of the software was made (separately) to split costs to keep it (the original ESO Solutions software purchase) below the required bid amount. She never heard the selection team negotiate a price that was below $50,000 to avoid a bid process. However, she was not involved in those communications. Mrs. Williams identi?ed Scot Metcalf, Regional Account Manager as one of the ESO Solutions representatives she contacted when she had issues toward billing.? Mrs. Williams stated Former EMS Chief White wanted EMS Analyst Lindsay Ritter (Mrs. Ritter) to not be involved in the hands on of the EMS operations. Going to ESO would remove Ritter from involvement. She did not know why Former EMS Chief White wanted Mrs. Ritter out of the hands- on with the EMS software. Mrs. Williams stated she never heard of a change in price for the software. to her knowledge, it was always 49,915.00.8 She was not aware of any negotiated price to cause the price to be spread across budget years to avoid the bid process.9 Mrs. Williams believed that the implementation of the ESO system was not vetted suf?ciently to ensure it met the overall need of the Department.10 She was unsure if EMS Operations tested the system out. but it wasn?t vetted enough to know that once it went live it would shut 911 down and billing. Mrs. Williams stated she has never heard that anyone had received ?nancial gain from the purchase of the ESO software. Mrs. Williams stated, in her Opinion, she thought Chief White was too close to the ESO group. No one in EMS had ever heard of ESO until he went to EMS World (training) and then he came back to talk of how great it (ESO software) was. She described White as arrogant and he got his way and you stayed out of his way. because if you did not. you would have ?hell to pay.? She recognized White as seeking notoriety. She does not believe that Former EMS Chief White did anything unethical, or illegal, nor did he receive ?kickback." She said it was a poor management decision (to go to ESO) but White had too much power. Mr. Weaver gave managers the ability and full authority to run their divisions. Lindsay Ritter - A sworn and recorded interview was conducted with Mrs. Ritter on April 30. 2019 at the Escambia County Central Of?ce Complex. Mrs. Ritter stated she did not participate in the acquisition of the ESO.11 Former EMS Chief White excluded her from that process she attributed this to the fact that she documents everything? and he was trying to adjust the prices (on the 5 Williams. 5:17 7 Williams. 15:16 3 Williams. 36:50 ?3 lMIliams, 37:13 1? Williams. 58:40 1? Ritter. 6:48 ?2 Ritter. 7:09 DPSIA Case Number IA19-002 7 Department of Public Safety Office of Internal Affairs purchase of the ESO, software) and go against county policy (referring to County Purchasing Policy). Her involvement with any of the process was during the demonstration of the software in June or July 2017. Former EMS Chief White set up the demonstration and E80 made a remote presentation to show features of the software. Mrs. Ritter noted that the software was non-customizable which in her opinion is not appropriate for the agency. During the ESO presentation she noted potential operational issues with the software and was told by Former EMS Chief White to "hush" and stop asking questions. When asked if she knew why Former EMS Chief White wanted her to stop asking questions, she said it was proving that the product that he wanted (that is ESO) was not satisfactory13 and did not meet the needs of the agency. Mrs. Ritter said that Former EMS Chief White was pushing for E80 as soon as he started at Escambia EMS. Mrs. Ritter stated the CAD interface (Exhibit 11) should have been included in the original purchase of the ESO software. This interface takes the information from dispatch to import into the charts.? She said the interface was necessary and she made it known during the ESO demonstration. It was her understanding that the CAD interface was to be made part of the original purchase.15 When asked why the CAD interface was not made part of the original purchase of the ESO software; she said she heard Former EMS Chief White talking to an unidenti?ed representative of ESO on the phone, and discussing with Chief Leon] Salter and Section Chief Kenney, a way to keep the software purchase under $50,000.16 By keeping the purchase under $50,000, there would be no required bid. She heard Former EMS Chief White say that he was working with them (ESO) to move the money around so we can keep it under $50,000 so we don't put it out for bid.17 She asked Chief White what do you mean? Chief White said the way to work it is to "pad" the extra cost into the annual maintenance, so that ESO still gets their money but it is not part of original purchase. Mrs. Ritter recalled the conversation occurring sometime in September (2017). She heard Former EMS Chief White say why don?t you try this why don?t you try that? He also said I?m going to get ESO one way or the other.18 She told Former EMS Chief White his actions were in violation of the County purchasing policy; Former EMS Chief White would not include her in any further meetings. She inquired if he (Former EMS Chief White) had the CAD interface in the quote, and he told her everything was included to get started. She inquired if there was an interface to get the information from the life packs into the charts and he said he didn't know. She told him he needed to include that in the quote. She said she told Former EMS Chief White it was best to get a line item on everything they were providing, and Former EMS Chief White said he knew what he was doing he knew how to get a quote. Mrs. Ritter said Former EMS Chief White did not consider how to get the data into the billing software at the time of the purchase of ESO for EMS.19 EMS Billing was forced to go to the ESO '3 Ritter. 9:10 1? Ritter. 11:57 '5 Ritter. 13:33 '8 Ritter. 13:57 '7 Ritter. 14:15 '3 Ritter, 18:56 ?9 Ritter, 15:56 DPSIA Case Number IA19-002 8 Department of Public Safety Office of Internal Affairs billing process because EMS (Operations) went with ESO Solutions for the The only end users considered in the implementation of the ESO Software solutions was the EMS side of DPS. According to Ms. Ritter, the former Billing Manager (Joe Scialdone) said they (EMS Billing) were dead in the water because they have no way to bill because they cannot get the data into the system. She would be the person who normally seeks the quotes from the vendors.20 She did receive a quote from Image Trend, and she speci?ed the requirements in the quote. The speci?ed requirements she prepared was to go to all the vendors. Regarding Image Trend, she asked for additional modules to be shown separately if EMS was interested. She submitted her speci?ed requirements to Former EMS Chief White and "he was very shady because the way the demos were set up, they were able to see the software but ESO was permitted to come on site for two full days." Former EMS Chief White invited all the EMTs and Paramedics to come in and test the software to see if they like it. Mrs. Ritter said Image Trend and EMS Charts were not given like opportunity. Mrs. Ritter reviewed the Image Trend quote which included CAD interface, EMS Enroute for $3,500, the date of the quote was August 16, 2017. In review of EMS Charts quote dated August 14, 2017, Mrs. Ritter stated she was involved with this quote but Kevin Stanhope who is the representative for EMS Charts discussed the quote with Former EMS Chief White not her. As she reviewed the quote, she noted Enroute (CAD interface) was included. Mrs. Ritter concluded Enroute CAD interface is included in Image Trend and EMS Charts Quotes but not in the ESO purchase.21 Mrs. Ritter said all components to have the system up and running should have been included in the original Mrs. Ritter said he did receive an email from Former EMS Chief White after the original ESO purchase where he told her ?we need to purchase the CAD interface." It is her belief that the CAD interface was not made part of the purchase because it would cause the purchase to exceed $50,000. It would have had to go out for bid. As they were included in both other quotes, they exceeded $50,000. And she told Former EMS Chief White that the CAD interface needed to be included in the ESO quote. When IA inquired as to the vetting of the software, Mrs. Ritter23 said they really didn?t vet all the software because the only one they were allowed to actually test was the ESO sofhtvaref?" When she asked about testing the other software solutions, EMS Charts and Image Trend, she said Former EMS Chief White said no, we are not going to set that up right now. When she emailed Former EMS Chief White, most of the time he would not respond because he did not want anything in writing so she would have to see him personally and ask him face to face. When she did Former EMS Chief White said don?t set anything up right now we are not going to do that (test the other software solutions). She informed Former EMS Chief White the County purchasing policy states that all vendors must to be afforded the same opportunity (for testing). 2? Ritter. 21:10 2' Ritter. 33:43 ?2 Ritter. 30:42 ?3 Ritter. 35:10 2" Ritter. 35:10 DPSIA Case Number IA19-002 9 Department of Public Safety Office of Internal Affairs When asked if she believed there were violations of the County Procurement policy, Ritter said absolutely.25 As well as the ethics violations, she explained that the ethics policy states how all county policy and procedures must be upheld. Former EMS Chief White did not abide by these policies. When asked how Former EMS Chief White did not abide by policy, Mrs. Ritter said Former EMS Chief White "pushed the numbers around" by increasing the annual fee and purchasing the interface separately, when he knew he needed to purchase the interface because she told him. Mrs. Ritter said Former EMS Chief White stated he receives up to 12 calls a day telling everyone how great the software is??5 Mrs. Ritter said during the process she observed a quote greater than $50,000? in the possession of Former EMS Chief White. Former EMS Chief White made the statement we are trying to get this price down. Mrs. Ritter said, she did not believe EMS Section Chief Kenney or Interim EMS Manager Salter bene?ted ?nancially from the purchase of the ESO Software. She did not bene?t ?nancially from the purchase of ESO software. TOR NOTE - Mrs. Ritter identi?ed numerous issues with the ESO Solutions software of which are outside the directed scope of this investigation. 28 These concerns may be reviewed in the Memorandum of interview with Mrs. Ritter maintained in the eiectronic case ?le] Katherine Kenney A sworn, and recorded interview was conducted with EMS Section Chief Kenney on May 3, 2019. EMS Section Chief Kenney said she did not have a direct role in the procurement of the ESO Solutions software.29 She first became aware of ESO Solutions software through the West Florida Data exchange program. This program provided patient outcomes and feedback after the medical crews transported a patient to the hospital. It is through this program that the West Florida Hospital EMS Liaison Margie Hobbs, coordinated a meeting between Escambia EMS and E80 Solutions to demo their software. EMS Section Chief Kenney said, when it was determined to move from Zoll software to ESO Solutions software for EMS personnel, she facilitated a ?sandbox"3? where ?eld personnel could test the software system using laptops.? She said she did not know who did the procurement of ESO software, but she assumed it was Former EMS Chief White.32 EMS Section Chief Kenney said Mrs. Ritter did not voice any concerns with the ESO software prior to moving to that platform but she did seem negative after the move.? She was not aware ?5 Ritter, 1:23:22 2? Ritter, 1:25:00 ?7 Ritter, 1:31:21 2? Ritter, 1:32:44 - The software requires the crews to falsify documentation because the software does not provide the options the crews need to correctly close the charts and cause the software to move to billing. A lot of crews put a disclaimer in their narrative that states anything in this narrative (within the chart) supersedes anything in this chart. 2? Kenney, 4:25 3? A sandbox provides a highly controiled environment, sandboxes may be seen as a speci?c example of visualization. 3' Kenney. 11:30 32 Kenney. 14:52 33 Kenney, 21:20 DPSIA Case Number lA19-002 10 Department of Public Safety Office of Internal Affairs of Former EMS Chief White or anyone wanting to have Mrs. Ritter excluded from the ESO implementation. ?It wouldn?t make sense because she was the system administrator."34 She said Mrs. Ritter even gathered feedback from crews (evaluating the software). When asked if she believed Former EMS Chief White was pushing the transition from Zoll to ESO, EMS Section Chief Kenney said she did not feel like he was. She said in hindsight she feels like he (Former EMS Chief White) rushed into the transition to E80 and ?probably? should have evaluated other systems. but at the same time they (EMS) were having issues with Zoll. EMS Section Chief Kenney said she does not have any direct knowledge as to components included in the PD. (Exhibit for E80 Solutions software. When purchased (and implemented) she was not aware of any operational problems. She said she was not familiar with the interface purchase for CAD (Exhibit She never observed the quote (for E80 software) and was not aware of a cost exceeding $50,000. EMS Section Chief Kenney said she does not know anything about how the procurement tranSpired and could not respond to violations of the (procurement) policy. When asked about the $55,000 for EHCR. budgeted for 2018119 ?scal year, she said it was done so. she believes, by Former EMS Chief White in anticipation of maintenance fees for whatever platform would be in place at the time.35 When asked again concerning violations of policies in the procurement process. EMS Section Chief Kenney said she was not aware of any?6 When asked if she was aware of anyone personally ?nancially bene?ting from the purchase of the ESO software. she said she was not37 and that she did not personally bene?t.38 Leon Salter A sworn, and recorded interview was conducted with Interim EMS Manager Salter on May 16, 2019 at the Department of Public Safety, Director's Office. Interim EMS Manager Salter reviewed the ESO software purchase order (Exhibit and Attachment A-1 of the Master Agreement (Exhibit stating it appears to be former EMS Chief White?s signature was af?xed to Attachment A-1 next to the purchase price of $49,915. [These documents were introduced to establish the context of the interview] in review of the components comprising the purchase of ESO software, identi?ed as the main Operations] (Health Record) software39 as well as supporting costs associated with the software. Interim EMS Manager Salter identi?ed in the component list a standard interface he believed from billing software to ESO software. [It should be noted that the CAD interface was not identi?ed during the component review with Interim EMS Manager Salter as having been purchased with the original software] 3? Kenney. 21:39 ?5 Kenney, 33:56 3? Kenney. 45:15 3? Kenney. 45:29 3? Kenney, 45:34 3" Salter, 3:15 DPSIA Case Number lA19-002 11 Department of Public Safety Office of internal Affairs When asked if he was involved in the procurement process, Interim EMS Manager Salter said ?our" administrative team was more involved than him, he was involved in some of the conversations, ?absolutely.? Interim EMS Manager Salter identi?ed the administrative team as being Chief Kenney, Chief White, and an organizational committee. When Chief White came in, they (EMS Operations) could not get stats on calls for service. Interim EMS Manager Salter said. they couldn't get the Zoll (the system in place prior to ESO) analytics package ?xed where they could run the stats and that is one of the reasons why they went to ESO software.? Interim EMS Manager Salter identi?ed Mrs. Ritter as being responsible for obtaining stats for EMS Operations every month. She would gather this from Zoll. Interim EMS Manager Salter said Mrs. Ritter could identify why the ability to obtain these stats were no longer possible in Zoll- Subsequently, Chief White pursued another solution. When asked if Chief White wanted Mrs. Ritter not to be involved in the ESO implementation, Interim EMS Manager Salter said "Not being involved in it? Ms. Ritter is one of the most intelligent women I have ever met, but she can complicate things more than my mind can ever understand He said without someone understanding the data that she extracts from the software you wouldn?t know if the information was "way off in left ?eld.? Interim EMS Manager Salter said that Former Chief White thought that Ms. Ritter had the ability to manipulate data, they were unsure if they were getting clean data, if she was the problem or they could not get data at all. Ms. Ritter would blame Zoll and Zoll would blame Ms. Ritter for the failure of the system to produce the data. EMS Operations looked at ESO, Image Trend and EMS Charts and possibly another [software solution]. Former Chief White liked the fact that ESO was not as customizable, so he did not think Ms. Ritter would have the ability to change the data. Zoll and Enroute was part of this (connectivity) that allows dispatch to talk to the entire system. It was believed that limiting the customization would solve the problem (of not getting data) in the future, it was not that ?they wanted her out of the [process].43 Interim EMS Manager Salter stated the limited customization resulted in charts not being completed accurately.? Interim EMS Manager Salter was unsure of the ?rst contact with He was pretty sure ESO came to DPS and they did a webinar [to present the software]. He could not say whether Image Trend or EMS Charts made a live presentation or if it was done through a webinar.46 Standard practice would be an initial webinar and then if interested in the software there would be a live presentation onsite. Interim EMS Manager Salter could not say for sure if this is what occurred with ESO. The only difference may have been EMS Charts because the sales representative was local, and he may have come to DPS and made a presentation. When asked about the speci?cs of what components would comprise the quotes, and if he had anything to do with this part of the process, Interim EMS Manager Salter said he wouldn?t know Salter. 5:19 Salter, 6:34 ?3 Salter. 8:59 ?3 Salter. 11:39 Salter, 12:07 ?5 Salter, 14:16 ?3 Salter, 14:35 DPSIA Case Number lA19-002 12 Department of Public Safety Office of Internal Affairs what to quote.47 When does a bid process normally there is a quote sheet that someone would sign and usually there would be a signature on who obtained the quote. Interim EMS Manager Salter said, all vendors would provide a quote based on the same speci?cations. When asked to review. in part. the Image Trend quote in comparison to the ESO purchase, Interim EMS Manager Salter recognized Image Trend was a bigger up-front cost and no maintenance fees. or smaller.?8 When asked if all components listed on the ESO purchase were listed in the Image Trend quote. Interim EMS Manager Salter said he had no idea.49 Interim EMS Manager Salter said that his assumption was that emails were sent by whomever did the quotes. he assumed it was [former EMS Chief] Steve White who sent them to the three companies and stating this is what we are looking for can you provide me a [quote]?0 Interim EMS Manager Salter said their ?rst involvement with ESO may have occurred as ESO was the provider for a patient data exchange between West Florida Hospital and EMS Billing.51 This also allowed the Medical Director to get outcomes of what ?eld crews did in the treatment area to determine if the ?eld diagnosis was correct. When asked about the implementation of the ESO software, it was operational and provided another platform that allowed chartingsz for crews in the ?eld. The software was operational with "small hiccups" but it was operational. He was aware of an issue that reporting to the state and national reporting agencies could not be updated. Mr. Slater said Ms. Ritter can provide the information on these reporting programs. The CAD interface allowed call data to be sent to the chart(s) in the ?eld.53 He does not know if this was one of those components that should have been included or once the system is operational it was found not to work.? Interim EMS Manager Salter did not have knowledge as to Former EMS Chief White knowing there was a need for this and if it may have been intentionally left out of the original purchase to keep the price below $50,000. Interim EMS Manager Salter said Andrew Hamilton. EMS Communications Chief may have knowledge regarding the necessity for this component. The recurring cost for E30. was for $49,000 (Exhibit 13) identi?ed by Interim EMS Manager Salter as recurring costs associated with maintenance of the software. Interim EMS Manager Salter stated unless it was delegated to someone else Chief White was responsible for the procurement of the ESO software.55 He does not remember obtaining a quote for this software.56 ?7 Salter. 15:59 ?3 Salter. 19:06 ?9 Salter. 19:20 5? Salter. 20:00 5' Salter. 24:20 5?2 Salter. 35:41 53 Salter.42:50 5? Salter.43:28 5? Salter. 49:61 5" Salter. 47:20 DPSIA Case Number lA19-002 13 Department of Public Safety Office of Internal Affairs Interim EMS Manager Salter stated he is not aware of any violations of the Escambia County procurement ordinance in the acquisition of the ESO software.57 He was not aware of any differing price in the purchase of the ESO software. He never heard of any amount over the $50,000. He was not aware of any discussions with representatives of ESO software concerning the cost for the software purchased.? In speaking for the operational side of the implementation of ESO software he believes it was properly vetted.? He does not know if Image Trend and EMS Charts was part of the testing process, but it may have been after the decision was made to procure ESO software.60 He is not aware of it occurring and never had any conversation with Former Chief White regarding efforts to circumvent the purchasing process by obtaining a product under $50,000}51 The ultimate decision or authority to buy ESO was Former Chief White's. Interim EMS Manager Salter said he never felt bullied into purchasing ESO, saying he had a better working relationship with Former Chief White than that.62 He is not aware of anyone personally bene?ting ?nancially from the purchase of ESO software, and he has not personally ?nancially bene?ted.63 He spoke of Former Chief White's integrity as being one his strong suits. He is aware Former Chief White resigned but he is not aware of it being related to the ESO procurement. Andrew Hamilton A sworn, and recorded interview was conducted with Mr. Hamilton in the Of?ce of IA. on May 29, 2019. Mr. Hamilton is the Communications Division Manager for DPS. Mr. Hamilton had no direct knowledge as to the procurement of ESO Software. When asked if he was familiar with the CAD interface for E30, he stated he was and that in his opinion he viewed the CAD interface as a critical part of the software solution. When IA inquired as to the necessity for the CAD interface. Mr. Hamilton stated the interface allows crews in the ?eld to obtain data from the server and complete their charts. Without the interface. although he could not be speci?c in number, up to 100 data ?elds are completed with the use of the CAD interface. On May 12, 2019, IA sent an email to Scot Metcalf. E80 Solutions Inc., requesting an interview regarding quote number (#00010236) to Escambia County for the In an email from Robert Munden,64 General Counsel for E30 Solutions Inc., IA was advised ESO would cooperate and to forward requested inquiry to him. In a separate email from Investigator Morris to Mr. Munden on May 20. 2019, Investigator Morris requested materials to include formal and informal quotes presented to Former EMS Chief White or others involved in the purchase of the Electronic Health Record and Analytics Solution software purchase by Escambia County EMS in September 2017 from ESO. Additionally, what materials detailing the components of the software purchase were presented by Escambia County EMS representatives so that a formal quote could be 5' Salter. 48.06 5" Salter. 49:42 59 Salter, 50:06 5" Salter, 50:30 5? Salter. 52:39 ?2 Salter. 53:15 ?3 Salter, 54:31 5? Attachment 1 m? DPSIA Case Number lA19-002 14 Department of Public Safety Office of Internal Affairs presented by ESO. If there were multiple quotes prepared and what components were determined to not be required so that the ?nal quote and subsequent purchase could be made. Chris Karp On June 4, 2019. IA spoke with Mr. Karp by telephone. IA inquired of Mr. Karp, regarding Purchase Order 190679, if the on the PO were consistent with year 2. or a maintenance agreement. Mr. Karp stated the original purchase was a software subscription therefore, the on the PO 190679 are consistent with this type of subscription, representative as a year 2 maintenance agreement. In further inquiry of ESO Solutions, through the 60 Of?ce. IA sent an email to Robert Munden. SC for E80 Solutions, presenting speci?c questions regarding the acquisition of the software under Purchase Order No. 171512 (Exhibit On June 12, 2019, Mr. Munden responded in an email answering some of the inquiries presented by IA. Regarding a statement of work (SOW) for the ESO Solutions, acquisition, Mr. Munden responded that ESO contracts using a Master Services and License Agreement with various attachments depending on what is being ordered. Mr. Munden further responded the closest ESO has to a SOW would typically be the Software Schedule (referencing Attachment A-1 of the MSLA), which would list the details of what products were ordered at what price (the details of which are taken from the Quote. with whatever revisions as may be negotiated). Mr. Munden con?rmed there were discussions with Escambia EMS (persons not identi?ed) to keep the original purchase price below $50,000, Mr. Munden stated he will provide details after his review of the related correspondence [In possession of IA inquired as to the multiple discounts totaling $8.450 provided on Quote 00010236, from Scot Metcalf to Steve White dated Mr. Munden's response to this inquiry was that these discounts were provided consistent with the request [by Escambia EMS to keep the price below $50,000]. He stated further, the (ESO) sales team has discretion to grant limited pricing concessions. and this type/level of price concession was within usual limits for a transaction of this size and nature. Mr. Munden advised he would forward additional responses to the inquires by IA concerning this acquisition on a future date. As of date of this report, IA has not received additional information from ESO. On June 13, 2019, IA contacted Mr- Daniel K. Quam, GC for Image Trend. Mr. Quam had contacted IA regarding an inquiry?56 made by IA to Kevin Fink of Image Trend, regarding a quote number KF-66599 (Exhibit provided to a representative of Escambia EMS on August 16. 2017. for EMS Web-based products The inquiry with Mr. Fink was intended to obtain information as to the scope of work or software that Image Trend was requested to bid or quote. to formulate the quote provided. Additional inquiry concerned Image Trend's presentation to the Escambia County Department of Public Safety on their software solution. if any; and to identify the primary contact regarding submission of this quote. In contact with Mr. Quam, IA was advised he would provide as much information as was available regarding this request. As of the date of this report, IA has not received any information regarding this inquiry. ?5 Attachment 2 Attachment 3 DPSIA Case Number IA19-002 15 Department of Public Safety Office of internal Affairs IA attempted to coordinate an interview with Former EMS Chief White, sending a letter to his last known address and an email to his current employer email address. As of date of this report, Former EMS Chief White has not responded to a request for interview. INVESTIGATIVE FINDINGS PERTAINING TO EMS BILLING: This section of the report pertains to allegations that the procurement of ESO Solutions software may be related to the "computer glitch? Former Director Michael Weaver represented in a BCC meeting on April 4, 2019, requiring the write-off of $5,972,901 .34 of bad debt. IA reviewed the governing policy regarding EMS Billing/Collecting: 0 EMS Billing/Collecting Procedures, Section Part D.1, Effective Date November 18, 2011, as amended. IA reviewed the following documents as part of this investigation: Minutes of the Regular Meeting of the Escambia County Board of County Commissioners for April 4, 2019. (Exhibit #14) Review of this document showed in the CONSENT AGENDA, Section 8 The following Recommendation: That the Board adopt the Resolution authorizing the write-off of $5,972,901.34, in Accounts Receivable that have been recorded in the Emergency Medical Service Fund of Escambia County and have been determined to be uncollectible bad debts. This Resolution allows an accounting transaction to be recorded and in no way should be construed to be a forgiveness of debt. This Resolution includes write- offs from Emergency Medical Services (EMS) Ambulance Billings for the ?rst quarter of Calendar Year 2019 for 13,668 accounts that have been through all phases of the billing and collection cycles, to include all primary and secondary insurance ?ling, private pay processing pro-collection letter(s), and/or referral to the secondary collection agency. This write-off of bad-debt is signi?cantly larger due to the fact in Fiscal Year 2017/2018 only $2,208,338.06 was written-off as uncollectible bad-debt. Most of the accounts (12,760) were within the date of service ranging from July 2, 2005 through December 31, 2017, with a total dollar amount of $5,972,901.34. This ?gure coincides with the dollar amount listed on the audit report?57 as uncollectible bad debt. ?7 Exhibit 16 DPSIA Case Number IA19-002 16 Department of Public Safety Office of internal Affairs Letter from Former Assistant County Administrator Amy Lovoy to the Florida Auditor General dated April 9, 2019. (Exhibit #15) The letter shows in response to Escambia County's Audit Report for the ?scal year 2017-2018, (1) a written statement of explanation regarding the Management Letter comment ?Unbilled EMS Services at Year end." Response by Former Assistant County Administrator Lovey, the Statement is correct; the Public Safety Department changed software during ?scal year 2018. The new software did not adequately support and integrate with the billing system. The process of converting back to the prior software caused a signi?cant use of resources, thus delaying the billing process. The County?s corrective action taken was to evaluate the software and migrate back to the prior software. This billing delay was corrected in time to re?ect accurate ?gures within the CAFR for the ?scal year ended September 30, 2018. The migration back to the prior software will be fully resolved during ?scal year 2019. Escambia County. Florida - Comprehensive Annual Financial Report, Fiscal Year Ended September 30, 2018 (Exhibit #16) Review of this document shows within the Management Letter a ?nding of ?Unbilled EMS services at Year-End.? In excerpt from this Letter, The Public Safety Department changed software during the year, and the new software did not adequately support and integrate with the billing function. As a result of the issues with the software transition, the billings for services performed in June through September 2018 were signi?cantly delayed until February 2019. Based on the issues with billing through the new software, data from the new software was imported into the old software in order to complete the billing process. As of September 2018, there were approximately $4 million in unbilled services new of contractual allowances. For future software transitions, we recommend the County evaluate all potential processes impacted by the software to ensure an appropriate transition. Memorandum to Escambia County Board of County Commissioners from Pam Childers, Clerk of Circuit Court Comptroller Sharon Harrell, Finance Director, Subject EMS Unbilled Services, dated May 28,2019 (Exhibit #17) Review of this document shows a ?nancial status requiring the potential for temporary funding of EMS due to a decline in revenue caused by a delay in billing progress. The memorandum shows ?[t]he processes of billing in ESO, then transitioning back to the prior billing software caused a signi?cant use of personnel, thus delaying the billing progress.? The memorandum shows EMS billing to have gone from 4 months behind to 6 months behind since September 2018. The memorandum states ?Delayed billing has a negative impact on cash and collections, creating cash ?ow issues, loss of interest revenue, creating a material de?ciency in operations and will delay the required ?nancial audit. The am DPSIA Case Number IA19-002 17 Department of Public Safety Office of Internal Affairs memorandum concludes with an inferred recommendation of professional trained/certi?ed assistance to assist in the catch up of the unbilled services. In continuing the investigation, IA conducted sworn and recorded interviews or contacted the following persons: . Tamika Williams, Business Operations, Division Manager 0 Shandra Jenkins, EMS Billing Manager . Leon Salter, Acting EMS Manager . BJ Terrell, Zoll Contractor Interviews were conducted and summarized as follows: Tamika Williams A sworn, and recorded interview was conducted with Mrs. Williams on April 25, 2019 at the Department of Public Safety Building. This portion of the recorded interview discussed the Board authorization of the write-off of $5,972,901.34, in Accounts Receivable that have been recorded in the Emergency Medical Service Fund of Escambia County and determined to be uncollectible bad debts. In regard to the 800 Regular Meeting of April 4, 2019, Mrs. Williams stated there was ?minimal write offs of bad debt" that was in ESO software.68 Williams attributed the large amount in this recommendation, to the fact that normally there are bad debt write offs occurring 4 times a year.?59 Mrs. Williams stated that bad debt write~offs had not been consistently done because EMS Billing was transitioning from Zoll billing software to ESO billing software, and EMS Billing was four months behind in billing. This was attributed to EMS Billing not having all the information in the new system (ESO) that was entered in Zoll; so, EMS Billing was operating out of two systems, therefore the bad debt write offs were not conducted. Mrs. Williams stated it is (DPS) policy to write off any debt that is uncollectable after 120 days. During this time frame EMS Billing switched collection agencies, and all collection accounts had to transfer from the old collection company to the new collection company. This required billing personnel to re-enter data into the system to be sent to the new collection agency. IA inquired about the statement made by former Department of Public Safety Director [Mike] Weaver - ?that the new manager back there discovered overlooked accounts caused from a software glitch.? Williams stated that EMS Billing had transitioned out of the Zoll system and were operating in the ESO system at 100%. In December she hired a Zoll representative Terrill] to train her new Billing Manager [Shandra Jenkins], because billing was now trying to transition from ESO back to Zoll. As Terrill reviewed the ?les entered under the former software system (Zoll), she noted accounts that had not been processed or that the workflow was not in staff?s normal workload. The review of these accounts noted unworked accounts (that is accounts that were not processed through billing) from 2003 through 2017 that were not assigned to billing personnel. Mrs. Williams acknowledged that for 14 years the information was in the system but not reviewed. 3? In an email to IA dated May 15. 2019, Ms. Williams provided an Excel Spreadsheet entitled Bad Debt Write Off Summary. detailing the Date of Service. Bad Debt Write Off Amount and Amount Sent to Collections for E80 and Zoll systems. This spreadsheet is maintained in the electronic case ?le. 5? Williams. 24:02 DPSIA Case Number lA19-002 18 Department of Public Safety Office of internal Affairs Once she learned of this. she immediately noti?ed Former Director Weaver and inquired as to how he wanted to address the matter. Former Director Weaver told her ?we need to write it off in one lump sum, we don't need to hide anything. we need transparency, it is what is it, it needs to be written off, it should have been written off a long time ago.? Mrs. Williams said she could not say if her former Billing Manager (Joe Scialdone) had knowledge of the accounts. When asked if the billing manager should have caught these accounts not being handled, Mrs. Williams stated it should have been in somebody's work?ow. it could have been in the former manager?s work?ow. she didn't know. Mrs. Williams stated the auditors discovered that there was $5,972,901.34 in uncollectable bad debt and it was noted in the audit report70 for Fiscal Year Ended September 30, 2018. Mrs. Williams stated she did not know why over the years it was not assigned to a work?ow. She attributed one of the problems with the past incident as the work?ow being ?Name speci?c" that is a billing employee would have accounts assigned under their name. If the employee left employment with DPS, the work?ow under the employee's name would remain and may not be reassigned. When asked, whose name was on the work?ow that was not handled resulting in the matter. she could not say.71 Mrs. Williams referred IA to Mrs. Jenkins to identify whose workflow these accounts were assigned. When asked if there are assurances this would not happen again, Mrs. Williams stated Jenkins was trained to review the work?ows and there is a system set up to notify her so this would not happen in the future. When asked if this would have occurred regardless of the implementation of ESO software, Mrs. Williams stated it would have occurred anyway. 72 Williams agreed that the problem resulting in the write the $5,972,901.34 was not a software glitch but a management issue.73 Williams stated once the information was transferred out of a system (Zoll), they were no longer using Zoll. The accounts not assigned were in the Zoll system. Mrs. Williams attributed the full amount written off to several things including the transition to ESO. terminated billing manager, hired a billing manager, and transitioned to a new secondary collection agency. in the same year. When asked if the Billing Manager that was terminated was done so based on this matter Mrs. Williams stated it was not, that his termination was based on a harassment complaint. She had no billing manager in place from March 2018 until July 2018. Mrs. Williams stated it was necessary to hire an outside agency to identify the bad debt because there was no one internally who had knowledge on obtaining the bad debt within the system. Leon Salter~ A sworn, and recorded interview was conducted with Interim EMS Manager Salter, on May 16. 2019, in the office of the Director of Public Safety. 7? Williams. 29:44 Williams. 32:46 ?2 Williams. 33:15 ?3 Williams. 33:53 DPSIA Case Number 19 Department of Public Safety Office of Internal Affairs Interim EMS Manager Salter described billing (for EMS services) as a "lifeline.? You cannot function without billing. It was Interim EMS Manager Salter's opinion that once ESO billing was "up and running? they could make up the 30 days (that they were behind in billing) because ESO billing software was supposed to be better and quicker. It did not turn out to be better and required more levels of entry to complete the billing task. Interim EMS Manager Salter described the billing function as the most vital part [of the system] in referring to the and billing systems. Shandra Jenkins A sworn. and recorded interview was conducted with Ms. Jenkins, on May 15, 2019, in the of?ce of the Director of Public Safety. The purpose of this interview was to determine if the procurement and implementation of the ESO software had effect on EMS Billing resulting in the write off $5,972,901.34 in bad debt and determine if in fact there was a computer ?glitch? also attributing to this incident. IA inquired as to the processes for EMS Billing.) Ms. Jenkins stated when Operations has 150 calls [for service] once these calls are complete [in the system] they are [transmitted into the billing system] and a pre-biller would identify available insurance. primary secondary and self-pay. then transmitted to a coder, who would code what action(s) were done by the EMS crews in ?eld. Twice a day EMS Billing processes an electronic data ?ling where the claims are submitted to the insurance companies. Once these payments are processed the patient is in then billed (the remaining or patient responsibility not covered by insurance or is a co-pay) or the patient?s supplemental insurance. Ms. Jenkins states she has been in the EMS Billing Manager position since the end of August or early September 2018. She was not involved in the initial procurement of the ESO Solutions software. She ?rst became aware of ESO when she was told they (EMS Billing) were going to be using it. She attended a meeting at the direction of former EMS Billing Manager Scialdone for training on the ESO software as it pertained to the billing process. There was an ESO representative on the telephone but not present in the room. The training was intended to show personnel how to enter the charges into the system, although she was not responsible for that task because she was an accountant at the time, her task was to post payments. Ms. Jenkins inquired if there was a testing database so she could become comfortable with [posting in the system].75 The ESO representative advised her that they could put her in contact with other vendors that are using the ESO software but there was no testing database. EMS Billing went live with ESO the last week of February 2018. They stopped billing in the Zoll software system in November 2017. She was not aware of any issues with Zoll from an EMS Billing standpoint. When asked why there was a transition from Zoll to ESO. she said she was only told they were moving to ESO. When asked about her knowledge of the software "glitch? that Former Director Weaver discussed before the BCC, Ms. Jenkins clari?ed the answer responding if IA was referring to the 5.5 million? IA con?rmed that was the reference being discussed. When asked if the use of Zoll billing software, contributed to the bad debt write-off, Ms. Jenkins stated the bulk of the write off was [in] Salter, 29:48 ?5 Jenkins. 4:56 DPSIA Case Number lA19-002 20 Department of Public Safety Office of Internal Affairs Zoll system, and she said accounts ranging from 2003 2017, were overlooked.76 She stated EMS Billing is supposed to complete a write-off every quarter of certain dates and that was not done. Ms. Jenkins stated when EMS Billing decided to return to Zoll from ESO, BJ Terrill a Zoll contractor was hired to train her in the EMS Billing process. She said there were so many claims in Zoll that were not turned over [to collections] that should have been off the books and were not worked. When asked why these accounts in Zoll were not worked, Ms. Jenkins said she thinks it was because the prior manager (Scialdone) did not continue review these accounts to ensure they were processed for payment.77 Regarding the unbilled amounts identi?ed by Ms. Terrill, Ms. Jenkins surmised that there was not enough follow-up by Former EMS Billing Manager Scialdone to ensure the billing processes were completed. When asked if the $5,972,901.34 did not go into somebody?s work?ow, Ms. Jenkins stated everything goes into workflow.78 Ms. Jenkins stated the bad debt write-off was approved by the 300;? however, that amount is turned over to collections and if a payment is received by the collections agency it is returned to EMS Billing, and a reversal of the bad debt would be made in the ?nancial statements. Ms. Jenkins stated not all the $5,972,901.34 was turned over to the collection agency because after 3 years, this debt would not be collectable. For example. accounts from 2003 through 2016, no collection effort would be initiated.30 When asked if determination could be made on what biller(s) may be responsible for not completing the work?ow resulting in the $5,972,901.34 write-off. Ms. Jenkins said those persons assigned to the task of billing have since changed positions or have left the Department. she would have to research to determine what biller was assigned to a certain task, involving Medicare, Blue CrossIBlue Shield and it would have to be done for each year, from 2003 to 2017.81 When EMS Billing moved from the Zoll billing system to the ESO billing system, the billers were still required to work the claims remaining in Zoll as well as learn the ESO software. EMS Billing transitioned live to Zoll on January 11, 2019 as the primary billing system. However, EMS Billing is being conducted in the E80 and Zoll systems as there are active accounts in both. When asked what is in place that ensures work?ows are not overlooked as the transition continues. Ms. Jenkins stated she is making herself available to staff. she can work claims, so the claims are not backing up if a biller is not at work.82 Currently, EMS Operations has encountered issues with the?ESO system because some of the data is not imported into the billing system allowing the processes to be carried out effectively. 7? Jenkins. 10:31 7' Jenkins.12:57 ?3 Jenkins. 15:35 79 Exhibit 14 3? Jenkins. 19:14 3? Jenkins. 22:00 3? Jenkins. 28:02 DPSIA Case Number [1419-002 21 Department of Public Safety Office of Internal Affairs What has resulted is coders are now required to enter manually what was not imported correctly from ESO into Zoll. She has no personal knowledge of the procurement process involving ESO. nor any knowledge of violations of the procurement ordinance. BJ Terrill On May 29. 2019, a non-recorded interview was conducted with Ms. Terrill by telephone at 303-842-4301. Ms. Terrill worked for Zoll software and was responsible for consulting and software implementation. She was contracted by Escambia County while she was working with Zoll Software. in 2018. Ms. Terrill has retired from Zoll having worked with Zoll for 15 years. She stated when contracted by Escambia County, DPS, her primary duty was to train Ms. Jenkins who had taken over as the billing manager. During the training process. which lasted for three days. she also transitioned records from a former billing system (ESO) to the Zoll system. While conducting these transitions she discovered numerous accounts that had not been billed. When asked. if the failed billing was the result of a computer software glitch. she stated it was not: furthermore. she stated if it had been a glitch it would have occurred across the country and not just in Escambia County. Ms. Terrill attributed poor management for the accounts not being billed. Ms. Terrill said a supervisor would be expected to review and ensure the workflow for billing would be conducted and that did not happen resulting in these accounts not being billed. Ms. Terrill said she had notes regarding her assignment at DPS and would contact Zoll and have them forwarded to IA. [As of date of this report, Zoll has not forwarded these notes to On June 3, 2019. IA spoke with Former EMS Billing Manager Scialdone by telephone83 to obtain a statement about his knowledge regarding the EMS Billing inquiry. Mr. Scialdone declined to provide a statement citing "he doesn't want to incriminate himself." He further stated he would speak with an attorney and recontact IA the ?rst of the week of June 10. 2019. with his decision to participate in an investigatory interview. As of the date of this report. Mr. Scialdone has not contacted IA to provide a formal statement. INVESTIGATIVE ANALYSIS This investigation considered two primary issues. (1) identi?cation of any violations of the Escambia County Procurement ordinance in the acquisition of the from ESO Solutions and. (2) contributing factors to the alleged "computer glitch? caused by the acquisition and implementation of the ESO Solutions software resulting in $5,972,901.34 of bad debt write-off. As pertains to Procurement of ESO: IA reviewed Purchase Order Number 171512. Order Date September 15, 2017 in the amount of $49,915 for the purchase of New Electronic Health Records (PCR) and Analytics Solution that will Interface with Zoll Software. The review of the ESO Quote (supporting this purchase order) line items. Full price for is shown as $58,365 with $8,450 in discounts for a Grand Total of $49,915. Further review showed in writing beside the Grand Total ?Approved Steve White 8/24l17." IA conducted multiple interviews with DPS and EMS Operations staff. Interim EMS Manager Salter testified the EMS administrative team comprised of Former EMS Chief White, Section Chief ?3 Contact was made through telephone number 850-530-8094. DPSIA Case Number IA19-002 22 Department of Public Safety Office of Internal Affairs Kenney, and an organizational committee were more involved in the procurement process than he was, although he was involved in some of the conversations. Section Chief Kenney testi?ed her involvement was limited to setting up a sandbox to facilitate testing of the ESO software. She further testi?ed that she did not know who did the procurement of ESO software, but she assumed it was Former EMS Chief White. Section Chief Kenney testi?ed she does not know anything about how the procurement transpired. Mrs. Ritter stated she did not participate in the acquisition of the ESO software system. Former EMS Chief White excluded her from that process she attributed this to him trying to adjust the prices (on the purchase of the ESO, software) and go against county policy. Her involvement with any of the process was during the demonstration of the software in June or July 2017. Former EMS Chief White set up the demonstration and E80 made a remote presentation to show features of the software. Mrs. Williams testi?ed the primary contacts regarding the ?nancial side of the procurement process would have been Former EMS Chief White and Section Chief Kenney. According to the testimony of Salter, Kenney, Williams and Ritter, Former EMS Chief White was responsible for the procurement and implementation of the Electronic Health Records and Analytics Solution software (Exhibit Williams testi?ed that she advised EMS Operations staff that if the software to be purchased cost less than $50,000, she would require three quotes from three different vendors. If the software purchase exceeded $50,000, the acquisition would require a sealed bid process. At least three quotes were obtained from ESO Solutions, Image Trend, and EMS Charts. Two of the quotes, Image Trend and EMS Charts exceeded $50,000; however, the ESO Solutions quote on ?le was less than $50,000, therefore a bid was not required. Section Chief Kenney's testi?ed that she never obsenred the quote and was not aware of any cost exceeding $50,000. Interim EMS Manager Salter's testi?ed he was not aware of any discussions with representatives of ESO concerning the cost of software purchased. Additionally, Interim EMS Manager Salter's testimony was that he never heard of any amount over the $50,000. Mrs. Ritter?s testimony was that she heard a conversation with an unidenti?ed ESO representative, discussing with Former EMS Chief White, Interim EMS Manager Salter, and Section Chief Kenney a way to keep the software purchase under $50,000 to avoid a bid process. Ms. Ritter further stated she observed a quote from ESO Solutions in possession of Former EMS Chief White that exceeded $50,000.34 In review of the quotes from ESO Solutions, Image Trend and EMS Charts, IA noted Image Trend and EMS Charts included a CAD interface component. The ESO Solutions quote and subsequent purchase did not include this CAD interface. Mrs. Ritter testi?ed that she told Former EMS Chief White, prior to the purchase of the ESO Solutions software that the CAD interface was required. Mrs. Ritter said he did receive an email from Former EMS Chief White after the original ESO purchase where he told her "we need to purchase the CAD interface." It is her belief that the CAD interface was not made part of the purchase because it would cause the purchase to exceed $50,000, thus requiring a bid. The CAD was included in the Image Trend and EMS Charts quotes, resulting in these quotes exceeding $50,000. IA reviewed an email from Metcalf, of ESO Solutions Inc., to [Former EMS Chief] Steve P. White, with attachment of CAD Add-on quote (Exhibit 11) dated December 7, 2017. The email 9" IA attempted to obtain all quoteis) provided by ESO Solutions; however, to this date, ESO has not provided the quote(s). DPSIA Case Number IA19-002 23 Department of Public Safety Office of Internal Affairs transmitted the CAD quote and advising [Former Chief White] to sign bottom of the quote and return to Metcalf. IA further noted the CAD quote was provided to Former EMS Chief White one month after the 800 had approved the Master Agreement for purchase of the ESO software. IA inquired as to the operational status of the ESO Solutions software. Interim EMS Manager Salter stated that the software was operational with ?small hiccups? but it was operational. IA inquired about the CAD interface, Interim EMS Manager Salter said he does not know if this was one of those components that should have been included or once the system is operational it was found not to work [or be required]. Interim EMS Manager Salter did not have knowledge as to Former EMS Chief White knowing there was a need for this or if it may have been intentionally left out of the original purchase to keep the price below $50,000. Interim EMS Manager Salter said EMS Communications Chief Hamilton may have knowledge regarding the necessity for this component. IA interviewed EMS Communications Chief Hamilton who stated he viewed the CAD interface as a critical part of the software solution. When IA inquired as to the necessity for the CAD interface, Mr. Hamilton stated the interface allows crews in the ?eld to obtain data from the server and complete their charts. Without the interface, although he could not be speci?c in number, up to 100 data ?elds would have to be manually entered by crews in the ?eld. IA reviewed Purchase Order No. 190679, Order Date October 31, 2018, Enhancement to the EMS Billing Software by the Original Manufacturer. User Licenses, Support, Software updates (Exhibit 12) and Invoice Number INV00011429 from ESO Solutions, dated October 25, 2018 in the amount of $49,868.17 (Exhibit 13). The Invoice, paid under Purchase Order 190679, included the following components: 0 Cardiac Monitor, Unlimited cardiac monitors, allows for import of cardiac monitor data via local or cloud integration, Ongoing maintenance, itemized $1,951.85 Cardiac Monitor Discount, itemized EHR Billing Standard Interface, Allows for the integration of discrete data into third party billing software. On-going maintenance included. Itemized $1,024.85 . EHR Suite Mobile Includes Quality Management, AD Hoc Reports, Analytics, Patient Tracker, Allows for unlimited users, unlimited mobile applications, live support, state and federal data reporting, ongoing weekly web training, software updates and upgrades. Itemized $52,519.70 EHR Suite Mobile Discount. Itemized IA inquired of Mrs. Williams as the purchase order shows a description for EMS Billing, in an email from Tamika Williams to IA, Mrs. Williams corrected the Purchase Order description identifying it as follows: The reoccurring maintenance fee for EMS is $49,900 (PO. 1906 79) is the renewal. Unfortunately, the description on PO states Billing (inaccurate) but it is actually for the EMS Operations renewal. i?ve attached a capy of the PO plus a copy of the invoice to show it is for the software. Interim EMS Manager Salter also identi?ed items listed in the Invoice in the amount of $49,000 as recurring costs or the maintenance agreement for the ESO Solutions software. DPSIA Case Number tAl9-002 24 Department of Public Safety Office of internal Affairs IA inquired of Chris Karp. Escambia County Information Technologies, regarding Purchase Order 190679. if the products/solutions on the PO were consistent with year 2. or a maintenance agreement. Mr. Karp stated the original purchase was a software subscription therefore. the products/solutions on the PO 190679 are consistent with this type of subscription. Additional review of the procurement documents, IA noted the PO 171512, dated September 15. 2017, for the Electronic Health Record (PCR) and Analytics Solution. preceded the required Board approval of the Master Subscription and License Agreement dated November 2, 2017. On further inquiry with Mrs. Williams, IA was advised in an email: [Former Emergency Medical Services Chie? Steve White was under the impression that he could sign the agreement since the purchase was under $50, 000 (which is not the case). it took a while for both our (sic) and E80 to come to an agreement on the terms and conditions of the agreement. Once legal suf?ciency was approved, the next available meeting was the November 17?? 300 meeting. IA con?rmed that although PO 171512 was issued prior to the approval of the Agreement with the 300, Check Number 10152738"5 was issued to ESO Solutions in the amount of $49,915 on January 10, 2018. This date would be after the approval by the 300 of the MSLA (Exhibit 8). On further inquiry with Mrs. Williams, IA attempted to determine when the software was received by DPS, EMS to further ensure the ESO software was not obtained prior to 300 approval. In an email from Mrs. Williams to IA Mrs. Williams states the following: do not know the actual date of possession due to it being software, only Steve White would know that information. i only handle the payment part of the process, sorry cannot be of more help. Normally, we have someone sign a receiving document to show when we actually received that item but that is much more di?icult to obtain for software. According to documentary evidence provided to the "go live? date for implementation of the ESO Solutions, software was November 30, 2017, 5:00 PM. IA reviewed an email dated November 16. 2017. (14 days after approval of the MSLA by the BCC) Former EMS Chief White sent to Monica Simpson. ESO Solutions requesting an invoice for the CAD feature (interface), that had been omitted in the purchase of the ESO Solutions software." It should be noted that the implementation ?go-live" date was November 30. 2017, therefore a determination as to the need for this interface based on testing would not have been made. This further corroborates the fact that the CAD interface was a critical component as testi?ed by Communications Chief Hamilton and EMS Analyst Ritter and necessary to the operation; however, inclusion into the purchase at the time would have resulted in the overall purchase price exceeding $50,000, thus requiring a formal bid process. 35 Attachment it 5 ?3 See Attachment 4 ?7 CAD interface component was included in the Image Trend and EMS Charts quotes. DPSIA Case Number lA19?002 25 Department of Public Safety Office of In ternal Affairs CONCLUSIONS lA reviewed the following regarding this investigation: Escambla County Procurement Ordinance. Sec. 46-81. - Source selection. The procurement ofall goods, material, equipment, services and combinations of goods and/or services by or on behalf of the board of county commissioners, including those transactions through which the board of county commissioners shall receive revenue, in an amount equal to or in excess of the mandatory bid amount of $50, 000.00 shail be awarded by a competitive bid or proposal process or as specifically provided in sections 46-91 and 46-100, unless otherwise provided by state or federal law. Escambia County Procurement Ordinance, Sec. 46-91. - Alternative source selection? Small purchases. Any purchase for an amount less than the mandatory bid amount may be made in accordance with those procedures promulgated in the policies and procedures of purchasing: provided, however, no purchase shall be arti?cially divided so as to constitute a small purchase under this division. The allegation that Former EMS Chief White violated provisions of the Escambia County Procurement Ordinance is SUBSTANTIATED and supported by acts as follows: Based on the documentary material and testimonial evidence obtained and reviewed by 1A during the investigation; IA determined that there was sufficient evidence to support the fact that Former EMS Chief Steve White violated the Escambia County procurement policy by intentionally excluding the CAD interface from the initial ESO Solutions software purchase, therefore arti?cially dividing a purchase to constitute a small purchase. . Testimony provided by witnesses supported the fact that Former Chief Steve White made the decision to make purchase of the ESO Software solutions. . As Former Chief White led in the procurement of ESO Solutions software. it seems unlikely that this critical component (CAD interface) would be omitted. . It was noted that Former Chief White received the CAD interface quote on November 16, 2017, which would have been 14 days after the BCC authorizing the MSLA between Escambia County and E80 Solutions, lnc. acknowledging his awareness of the need of this interface. 0 Further review of the documentary evidence determined that quotes for were obtained from two other vendors, in addition to E80 these vendors were identi?ed as Image Trend Inc.. 20855 Kensington Blvd.. Lakeviile, MN 55044 and EMS Charts. 420 Commonwealth Drive, Ste 200. Warrendale, PA 15086. it was noted that Image Trend and EMS Charts quotes contained a CAD interface for dispatch (Enroute software); however, the prevailing vendor. ESO, the CAD interface was not included in the purchase. Image Trend cost for this interface was $3,500 and EMS Charts for this interface was $3,948. DPSIA Case Number 1A19-002 . 26 Department of Public Safety Office of internal Affairs - According to witness testimony, this interface was a requirement in the implementation88 of the system and Former Chief White was told that it was required priOr to the purchase of the from ESO. . Additional witness testimony further indicated that the CAD interface is a critical component to the system, without the interface, crews in the ?eld would be required to manually enter every data ?eld, these ?elds could be up to 100 separate entries. . Witness testimony supported the fact that the CAD interface was not included in the ESO quote and purchase as detailed in Exhibit AM of the MSLA. . Witness and documentary evidence support the fact that Escambia EMS, under the direction of Former EMS Chief White communicated with ESO Solutions to obtain a quote for under $50,000.89 . Witness testimony included an observation of a quote greater than $50,00090 in the possession of Former EMS Chief White. Former EMS Chief White made the statement we are trying to get this price down. . Had the CAD interface been made part of the original quote submitted by E80, the overall cost for E80, software would have been $53,910, thus requiring a closed bid process. . The ?nal quote and purchase from ESO show a purchase price of $58,365 with $8,450 in discounts for a Grand Total of $49,915. . In an email dated November 18, 2017, (14 days after approval of the MSLA by the BCC) Former EMS Chief White communicated with Monica Simpson, ESO Solutions requesting an invoice for the CAD feature, omitted in the purchase of the ESO Solutions software.?31 It should be noted that the implementation ?go-live" date was November 30, 2017. This further corroborates the fact that the CAD interface was a critical component as testi?ed by Communications Chief Hamilton and EMS Analyst Ritter and necessary to the operation; however, inclusion into the purchase at the time would have resulted in the overall purchase price exceeding $50,000, thus requiring a formal bid process. Escambia County Code of Ethics, Section 0.26, Effective Date November 20, 2008, Excerpt of Policy, Section C. Standards of Conduct Paragraph 3. Withholding of Information (Required Disclosure) No pubiic appointed of?cers or employees shall withhold any information when the officer of employee knows, or reasonably should know, that a failure to disclose may impair the prOper decision making an any County boards, authorities, agencies, or committees. IA alleges that Former EMS Chief White violated the provisions of this ordinance by: . Failure to disclose to the BCC the actual costs of a fully operational system, by excluding the CAD interface. The 800 should have approved the MSLA based upon what they believed was objective vetting by Escambia EMS under the direction of Former Chief White: however, the facts of the investigation indicated a partiality toward ESO Solutions and predestined ESO would be awarded 8? See testimony of Lindsay Ritter, EMS Analyst, System Administrator 5? Attachment 2 9" Ritter, 1:31:21 9' CAD interface was included in the Image Trend and EMS Charts quotes. DPSIA Case Number IA19-002 27 Department of Public Safety Office of Internal Affairs the contract not based upon the advantages of their deliverables. but by establishing and earning the favor of Former EMS Chief White. This is further demonstrated in an email from ESO Implementation Administrator Monica Simpson to Former EMS Director White on August 25. 2017. or 70 days prior to the 300 having reviewed and approved the MSLA. wherein Simpson is welcoming Escambia EMS to ESO Solutions and scheduling a "kick-off" (implementation) call. Additionally. Former EMS Director White inquires of other DPS and County staff as to availability for the "kick-off" call on this same date. Additionally. the investigation revealed that although lmage Trend and EMS Charts were permitted to make a demonstration of their products. Former EMS Chief White did not afford Image Trend and EMS Charts the opportunity to have their products ?sandboxed? or tested by potential end users. The acquisition of the from ESO Solutions was one in which the recurring annual cost exceeded the initial contract execution and deliberately excluded vital components to the initial purchase of the system. Had all components been included the quote and subsequent purchase it would have exceeded the minimum allowable purchase amount under policy thus requiring a bid process. It would be expected that this bid process would have resulted in an end user product. that considered the entire Department needs, based on proper vetting. Currently, EMS Operations and EMS Billing are transitioning to the former Zoll system92 of which has required additional ?nancial expenditures and other resources that would not have been expected had proper vetting of the system been conducted. Former EMS Chief White did not show diligence in the expenditure of public funds, falling short of ethical standards expected from a public employee. The investigation did not ?nd ESO Solutions to be complicit in the acts by Former EMS Chief White. As gertalns to EMS Billing: Regarding EMS Billing. testimony and documentary evidence support the ?nding that EMS Billing was not initially considered part of the ESO Solutions software implementation although [the billing function] was described as the most vital part" of the system and billing (for EMS services) as a "lifeline."93. The proper vetting of the system implementation should have 9? IA has been made aware of concerns regarding this transition. however outside the scope of this investigation. In an email from EMS Analyst Ritter dated June 5. 2019, Ritter states: Thursday's (June 6. 2019) Board meeting to approve going back to Zoll's software. which is what we used prior to moving to ESO. If that contract is approved. I will have set dates available to provide to you for the implementation and training. Administration's goal is to go live with Zoll by September That brings up a huge issue i have as well. For some reason. EMS administration has been pushing to go back to Zoll and will not even allow me to fully vet the new version of software against other software options. Another vendor. ImageTrend. actually put together a pilot program specifically for our agency. that they've never done for anyone before. to FULLY test their entire system. INCLUDING all interfaces! They would literally implement the entire system. I would work with them to con?gure the software to the exact needs of our agency. just as if we were actually going live with it, program all of the interfaces. then we would be able to have crews test the software and provide feedback. If crews found any issue or would like to see things a certain way. we would work to try to make that happen. This would provide complete testing of all of the functions. verify all of the interfaces work exactly as we need them to. verify all of the data was being imported into Zoll's billing software (the billing department has now gone back to Zoll's billing software and will remain on it. If we did not use Zoll's software. it would simply be a matter of programming an interface. such as the one I just programmed to move the data from ESO into Zoll's billing software). verify the data was being extracted properly to the state grasporting agency. EMSTARS. etc. The best part about all of it is. they put all of this together for us for free. Salter. 29:48 DPSIA Case Number lA19-002 28 Department of Public Safety Of?ce of Internal Affairs considered the continued use of Zoll interface at the time of the implementation of ESO however, this would have required an interface at the cost of approximately 15K. The result of non-vetting of the implementation is the loss of revenue, inter alia. to the County. Additionally, the EMS Billing inquiry. including the write off bad debt, based on the documentary material and testimonial evidence obtained and reviewed by IA during the inquiry ?nds the following: While there was a failure of the Department to evaluate all end-users that could be affected by the EMS Operations ESO Solutions software implementation.? the required write-off of bad debt was attributed to a failure of management to continue to review and ensure the work?ow for billing would be conducted in all billing systems. Additionally, the reported "overlooked accounts? or unbilled accounts caused by a "computer glitch" represented to the 300 during the April 4, 2019 meeting, could not be supported by testimony or documentary evidence. 9? Also supported in the Management Letter of the Comprehensive Annual Financial Report. Fiscal Year Ended September 30. 2018 (Exhibit 16). Case Number IA19-002 29 Department of Public Safety Office of Internal Affairs V. EXHIBITS Notice of Assignment (Exhibit 1) Purchase Order No. 171512, Order Date September 15, 2017 in the amount of $49,915 this document shows for the purchase of New Electronic Health Records (PCR) and Analytics Solution that will Interface with Zoll Software. (Exhibit 2) Image Trend Quote Number KF-66599, August 16, 2017, in the amount of $213,165 Quote includes CAD Integration Annual Support and Hosting EMS EnRoute, itemized cost of $3,500. (Exhibit 3) EMS Charts Quote date August 14, 2017, in the amount of $57,036 Quote includes Dispatch Import from Enroute CAD, itemized cost of $3,948. (Exhibit 4) Purchase Order No. 171512-1, Order Date September 15, 2017, Administrative Change to Capitalize the Purchase in Intangible Assets per the Clerk's Of?ce. (Exhibit 5) 300 Regular Meeting for November 2, 2017, Issue: ESO Solutions, Inc. Master Subscription and License Agreement. The document is a Recommendation from Former DPS Director Mike Weaver, concerning the Master Subscription and License Agreement with ESO Solutions, Inc. for the Electronic Health Records. The recommendation calls for the Board to approve and authorize the Chairman to sign the Master Subscription and License Agreement with ESO Solutions Inc., for the system for maintaining electronic healthcare records at a cost of $49,915. to include the purchase of the system, billing standard interface, and 3 days of onsite training. (Exhibit 6) Minutes of the Public Forum Work Session and the Regular Meeting of the Board of County Commissioners Held November 2, 2017. (Exhibit 7) Master Subscription and License Agreement (Agreement) between Escambia County and E80 Solutions, Inc., transmittal message with the software agreement attached, dated December 29, 2017, addressed to Tamika Williams Operations Manager] from Judy Witterstaeter, Program Coordinator, County Administration, with the initials for dated December 29, 2017. The Agreement was representative of the purchase of the software in the amount of $49,915.00. The Agreement was signed by ESO Solutions, Inc. CEO and President Chris Dillie and Commissioner D. B. Underhill, representative of the Board of County Commissioners, as Chairman, executed on November 2, 2017. (Exhibit 8) Electronic Mail Message from Tamika Williams to Keith Morris, dated 5l2312019, Subject: ESO Agreement/Approval. (Exhibit 9) Voucher Number 18-098, dated 12/13/2017, Vendor ESO Solutions, Inc. for CAD Integration, Invoice INV00004240. (Exhibit 10) Electronic Mail Message (email) from Scot Metcalf, Sales Representative of ESO Solutions Inc., to Steve P. White, with attachment Escambia Co. CAD Add-on.pdf. (Exhibit 11) DPSIA Case Number IA19-002 30 Department of Public Safety Office of Internal Affairs Purchase Order No. 190679, Order Date October 31. 2018, Enhancement to the EMS Billing"5 Software by the Original Manufacturer. User Licenses. Support, Software updates. (Exhibit 12) Invoice Number INV00011429 from ESO Solutions, dated October 25, 2018 in the amount of $49,868.17. (Exhibit 13) County Administrator's Report, Budget and Finance Consent. BCC Regular Meeting Date April 4, 2019, Recommendation Concerning the Write-off of Accounts Receivable Recorded in the Emergency Medical Service Fund as Uncollectible Bad Debts by [Former] Public Safety Director Michael Weaver. (Exhibit 14) Letter from Former Assistant County Administrator Amy Lovoy to the Florida Auditor General dated April 9, 2019. (Exhibit 15) Escambia County. Florida Comprehensive Annual Financial Report, ?scal Year Ended September 30, 2018 (Exhibit 16) Memorandum to Escambia County Board of County Commissioners from Pam Childers, Clerk of Circuit Court Comptroller Sharon Harrell, Finance Director, Subject EMS Unbilled Services, dated May 28,2019 (Exhibit 17) ?5 In an email from Tamika Williams to Investigator Keith W. Morris. Mrs. Williams corrected the Purchase Order description identifying it as follows: The reoccurring maintenance fee for EMS is $49,900 PD. 190679) is the renewal. Unfortunately. the description on PO states Billing ?naccurate} but it is actually for the EMS Operations renewal. l've attached a copy of the PO plus a copy of the invoice to show it is for the soti?were. DPSIA Case Number lA19-002 31 Department of Public Safety Office of Internal Affairs VII. DISTRIBUTION LIST Action Of?cial Distribution: This report is distributed with all exhibits and attachments for action to: [Acting County Administrator]. Files: The original of the complete report has been placed in the Electronic Investigation File. DPSIA Case Number IA19-002 32 a, team. plult. . .2 ., rv Br. of County Commissiumrs Lscamhia County; Florida Matthew Coughlin l'ui'lic To: Keith W. Morris, Internal Affairs, Escambia County Public Safety . - From: Matthew F. Coughlin, Assistant County AdministratorfActing Public Safety Date: April 12, 2019 Re: Escambia County Public Safetijmergencv Services Procurement Please proceed with gathering evidence and requisite interviews in support of a targeted investigation into the acquisition ofthe ESD software system. I anticipate several employees will be interviewed. All protections will be provided by their class of employment. Please coordinate with the County Attorney?s Office should the need arise. Specifically, I would like to have an understanding as to the factors involved in the search for a new software system. An overview of the software integration into both our patient care and billing systems would be helpful. Additionally, I would also like to have an understanding as to whether all procurement procedures were adhered to in the acquisition of this system. Cc: Amy Lovoy, Interim County Administrator Alison Rogers, County Attorney 'l'olcphone lh??lil 47143-155 -- 6575 North Street Pensacola, l'lm'itla .. so. GSCQI i A mew: ?w PAGE NO . 1 PURCHASE ORDER NO. 171512 BOARD OF COUNTY COMMISSIONERS ESCAMEIA COUNTY FLORIDA 213 PALAFOX PLACE SECOND FLOOR SUITE 114101 PO BOX 1591 PENSACOLA.FL 32591-1591 I850) 595-41980 [?421253 L. I PLEASE EMAIL INVOICES To: 0 CLERK OF THE COURT :1 COMPTROLLER HON. PAM CHILOERS . 221 PALAFOX PLACE. SUITE 140 FL 325025843 a PUBLIC SAFETY FACILITY ESO SOLUTIONS INC I PO BOX 670324 DALLAS TX 75267-0324 6575 NORTH STREET PENSACOLA, FL 32505-1714 IAI-IS 471-6429 i ELECTRONIC HEALTH RECORD (PCR) AND PNALYTICS SOLUTION THAT INTERFACE OUR ZOLL SOFTWARE. ORDER BUYER: EMILY WEDDINGTON 3350- ?0417001669 REG-DATE: 09/13/171 TERMS: NET 30 DAYS TKO-8.: AND ADD 10556.: ELECTRONIC HEALTH RECORD new] QUANTITY uom] DESCRIPTION 1 UNIT PRICE EXTENSION THIS PURCHASE ORDER Is FOR THE PURCHASE OF NEW 01 1 . 00 LOT SOFTWARE UPGRADES AND TRAINING COSTS 49915 . 0000 imam: PROJECT coca PAGE TOTAL 5 4 9 93-5 - 00 TOTAL 5 49,915.00 01 330302 54601 49,915.APPROVED BY 7.1x I: ?53 ,3 5-3 6333-9918 Original Purchase Order 1.35:" ..ua ?v.03 ?339.59 .93 ?than." Euro .8. 2.8 Pa ".595 ..Van. 9935 6st 1.23m 339 .8302 51.53 E. sun." ?u an 9.333.5le 8 "Ea. 3 .5233. ar??i??c .3 $694" ?Bi?at a an Bevan Fahrn?n?u 2n a: an 30:53.3 .. can?. rand nu.? nan?huf?ng. 3 2. 3 ?ats?" .o in.? 3333.. ?u 3" a .1. .5. ?urn.- touched up? an ?#90 .u ?395?: 30.15 .56 .u .5 Hui-ox. .rh .93 on3.52 .0 .3 a. 3 3 Fauna .un .n?un?n want 2.. gubg 4.13 Pruning. 93.1.3.? are: r9. .. 5.. r? .2: fian? an .nna .5 .u I. 5.3+ 9.33.9.4 .. o. ?33.25 a 3. .53 .14.. rim" r23: .1 r. 9.992. ?nger. .n or. .180 ?can. Human"? an 523 ..?suuv . . .33.. .9 ?out "rd $6 Suzanna u. $9.2.qu 5.3.28 3" .. Eta?? rec 3 94.20.." ?.511 nun 9.. .1 u. 513.?. n. ?on .8: v: handgun?? h. and. 93.6? . on .4 8 2.833." 5.93 N. ..un?nnmu Frown .. than. 2.31. 3 Von $363.9 on .3 hunky?u. 396.5% .9393. 3. .q .5 nuns." ?3.992. mu whn?v?a ?u . Lanes 3.7.6 .u hi"? Finale he u. "to $13.5 ?xu?az ?s?wn?u 5.. nu Jouaahv a Bygouardwu 5 .1 .. n. a 3.5.51. a?bu?uneuu ?can3.9. .3: 3 nchn?. un?t. =9.qu. .2. run ?Earn? ?a ?gawk? n. 5395.31 a .3 Hurt. u? .u an v.33 .5 nah-?5 ?n .u .uhnnc? 1.3.3.. Eu 259 p?uru 3.6.34 3.3.2. .5 than. ?fun Mur??u 05 Pugh" 0?05 :2 3 an r?tu Earn-i.? nib!" manure; mun?u? n. . neg-G v.52R??u :53 . ?5.3.30 .55 a. .53 no.3. ?n E. n. tonedam? uw 3.3.8 3 n. 350 . ?330 3 235333. .3 .Ihu tuned or. "93 ?33.3 E. 3.1.35 Kai: a Sign." "human ?u 3 .. "un?na? .. SEH: a. .1 He?d an ?n 3. Batu. 2.. u. u" 3.5.3 . .5 9.3.5 3.3.guisr? c. uuvu?u anFarr. .?nnwvuuv?. ES .5 cu?anu $92.1. 5.3.52.3 1.. on a. $335 aka? 9.. r; "nu ".3433?. 2. .. 82:: h. ?Mahayana u. .. .33" 83: 3.1.5.3.. a. ?an. an .35 5.3.30 3.. Li. . .n n. awash-u on": .3 L. Sun. ??29.93 . gaun? 3. 522.53.. .3 .85 .9 an. .u 52.3.. a Sun?. 5 0a 3368.? arid In ..I. .109 nigh Mn! 3C. may in?ll-?kw nu u?b k. F3128 in. ONE .. .1. ?1923.5. ?any?? F160 .Sauna ?a 3.92:: ?it u, .n ugh? an. +1.8 9.. tr?: 3 Eng .5 ?4 . ?5.6 .5 38 9. .. ?Ema. 9.9.. ??brin ?Bu a?n??o ?u when? can: can .m 953 .3365 ?nag-?n. .0 ggn?? n. 38$. .?hqhu?$ Fa a 2:13. a 3.. wen"? u. unur? a an? a 3.38 2. .0 8.5.0.5 Fun" .5. a. .3 no 58 ?wand 7439.6 E3. rd Snack 5.. .u 9.2% can a .395? n. an?w?u ?a .3323: 3.9. :25no.1. auprru no? 3 0.530 on? ?.0039: gnu?urn n3. ?Eu a. . 5.1. 2. Ed p.35. v.35? .0 gum-"v .33 s68? 5 ?ana?uogeou FmWa?h a. Shenyroa?? .523 .3 arm 20.. 0333932. .99.. nan-a REG 1.4.9.3 u. 9.3 .233 ch waf?e. ?5 .0 3 .4551.? 3.4.1.5.. . meant." ?33.58 n3 a v.59 rawuh??whu Saar-?uh ?"535. ?1.31. ?.059? nu. 3 3.9 v6.3.5 u. 3.2 9. 3.. a 5.39.3 . an: 2.32.8 .3 =3..an ma. .2 "awry ?a Scan?? ?w?ga 8 ?3.9 inuuiu a .nahyd ?Shank. 5 . .33 35.00 4.. 33? 33.5. Erdarw?uu 3.1.3 ??rm In no ?9.4.0 an. . a r. .5 51.8. a ya a gnawed n4. .6 gingham as. . 9.3. ..ue .353: 8 83. .u #53. Eu: "ms 9cm ?Sour?. 5nd . 85.3.30 .2 EEK. .2 3:58 3.33 9% . 3.23.3 .5 San? ?ns. vana??hnt tuna 5.. v2.45" c. ..unE 3 ?mu?damn 3.23.. 34d?. 2 .53.. F. a ?ag 5. manna. ?g . .u anti p?u?uhu a: gay?gonna? ?angina ?gonna ?un?hld??hauu nu :8 a $20.5. .85. $3233. . sang?3&3. canna?nuauan?? .58.. .2 . 3 33.2. ?8.5 59? yuan?. tin.? . .n as hun?nu :53 En u? 3 a Mari Egan a 595.3 2 bauxn? 53 .5 95.2.. .533 ?an as?. ?noun 2 an: a? rev-Bu 3.82% Berg .up?iuu a? ?3.353 ..6 .9. 3 n3. su?hho .288 5.: manna.? ?35? t? ma 3.0.5995; 5? H.933. v.3 8 ?an a .333 5.3 .. .o .39. 3.. Pa rat?t. ..?1500 .1. 3. f. a. .4. 9 3.1.5.. {avatar 8 6 13.9.6 no ?an. "at; .guehi 3.3 a "1 . auras". .3 ("Rh-i Sn guuwd? ES 52.33 Rn .1.ka ..F. . 9333. a: =35. . ?59.3313. guano 52 wanna n5 v. 8.1.3 5 .96 .4. Faun. .35 "Aka. 9.. a. 3229.. .5. 3.9.3.5 .33 Sax. a 2 .35. a: ..uua?nu ?ne a . guano??maes- .2 5.91.3.5. a 15.. ?$3.35 .32: 2 3.3.30 a. .65 #980 ?a ma?a an ..uuhu Ear ?vein-sr?wnnr?g??d .3 33.8. neg-.3 ?0ng . .u gi? o. "32 "en 5 Eum ?.3122.? Eu 90..qu 2. 13.. .2 2.3.3.3 F3. $295 33.. has Ea ?9.3 a. 2.69. 2.3.03 an En?kg! {anus 2. a. 3 3.5.. .n enter?? 2. 3.. o. 3 .13.. tings: a. rain?. . 5.3 ..5 5. "5.2.23 8 $.33 .823 an .. . ?#598 5 0.2.3.2.. a. 2. 302996. .15 ?aunt? umi 53 a ..?rduc?h?n. an. be 98539 25 an ..9.2.- .33 gakuvwa?g . .2 #53 133. u. tau?: ?2.93 ?1.939. 4.22:. c. a. 8 uh?n? ?a ?mom/E. um .333 ego .9.qu u. Pi 0.. 5.3.. .53. ?ash?. as: .n 3.. 9.2.35.2 Ron 3 $5.9 32:5? a. 3.. .u Fa 59.502. .3 3.0.5" .5250 n2. 522 ?29.3 5.3922.9Ram ?3.33. ?u-?xh?an?haau?t Elihu ?Dunn an. #91 19.. 1 ?33 .5 van 89.3.6 5 S3 an ran-sun. . 3.8.. .u u. 3 and. an.? .3. .9 ta .33.. En a. 3.9.8 3. Evan." h. angriou. .u $29.62 at.? ?323 a. . ?5339.. 23.2850 A ?ring 35.8 .5 33.. an nah." .u in. 3 $.9un 3.3.13 on. n. (?Eva upward. inn wum?hut cunt. m. 1.. at?! .339: Head 9.. 8. ?un?t ?esh". 9..53? .. 5.5.. H. Fig.3. damn?u an when?. dun?nah Jaw-P?! Beaming; 5 8.2.9.9.: in . Thu? 3 .3. .130 1.. ma?a "Emu 2.3 #3252 .4 .u mum ?neck.? canard-ht? an ab.- u?u?uu 3.. .23. ?in .u 5.83 a. 3.9.3. 3.5 .3 50 use?? Ga 2 E3. .33! .23 "en E. rm; 9. .53 .33 an?! ace an. ragga 3 brain h. stage "?evd 3253:5930? 93 .332..- u?ou? ?an. gow?v?u 3.523594% ?an $1.945 a Ewan." .. 3.3: 33gong?? r. 8.3 n. 5.0..va nun-.953 ?a ?union-hut #5 1.. . nus?um. is .m 2.3 mu .999. ?933. ?a .n .. whvuvw? ?agge?nonuv?aqo 8 #33 ?avg 95 a 3.3.3.. V. as.? . 312.23 on" ?a .5qu .5 nan v3 .HuEwao mu? .33.. a ?5 ?Sanguhuu it. 53? Fr nuns-Eu 9.29 v5 .3 34.3.1? 2 2 . ?has: 9.3 .5. .30.. 3.3 tuna?. 3 ..Lv . ?than. nae 5R3 .5336 Juuahun .u go nun?aont. Running . 2.5 .0 no.? t. ?um?.230 an .n .. .22 2.4.32 can Parana-6E .9. ?Nun-run. in .322 3.: 95:33.8 6.3.80 03 $23.32. a. that. ?may? Ba manna.? 2.. Eu 0556233. 22 ?.15 g?uu an. 5930 Tab. .1.. 3.95.2.3. . .u .hnmorl 5938 ?saunas 5333.. Fa an". .2 ?grant 9.3323. r" r. $9 .u Ea puma uh. "a 3 nuh?u?a?nn us H.516 . ugh.? nun .53qu 524.5 .u .129?. 5.9 5.28.. ??535 a ?n .n .qu an ulna .nsuis 32?: an .u 3 .u uuhquuSE on .38 2. .83 ..B n32. 95%. 39.5 ?3.2 3. ?230 "rung: "rd 9.2.0.3 a. . .555 ?3.5 .. mzoEozoo 02?. Rab 00 I 09 Board of County Commissioners I 7 Escambia County Budget Amendment Request Request Number Approval Authorities Date Rec. Date Forward Appm Disapproved Department Director 8f24f2017 812412017 Assistant County Administrator County Administrator Action by the Eearcl Transfer From: 408 -Public Safety -En15 FundlDepartment Account Title Amount Project Number Cost Center Account Code Reseves 330302 5980! 49.915 Total Transfer To: 001 -Mach nery a Equipmenthubllc Safety - Water Safety Fundfnepartmont Account Title Amount Project Number Cost Center Account Code Mair Maint 330302 54601 49.?15 Total A Detailed Justi?cation: . Funds needed to Eurchase new Electronic Health Record and analytics solution that will interface watt: our Zetl software OMB Analyst Budget Manager DWI-E Department Dlrector 5 50302 90 gum -3 0? -, .Iakfs'l'. .1 amnesia: . .. . - h? uni--.-. Edi T: 2mmEd!? Ef??ilcrm?x?. Ema: 2-: .91 f' 1:5: DUCT: 2U: was 3:373:91; L'Elytf?? him"- . Pic [.1123 rim 3-:1 1151': state :rfF. Sad-.- ?at: 1e I 51579.63 EAL-QJIIS lr-L- "a animausa'pzr; :nelus-g' 30.02;! - 5.01.! Celia do, . - - .2..- Grits ac :2 - Cars. Lift-rs ail: . .ulxn33'1:f 1615155525 50.02 had 735 card-Ezntr?t: 3 Eur"; Sun. at! 3.111.352: -.1 rs! - r11 sac-311:" asset-u?? 1W: SEE-3.1.3 . 33.: - :5 :23 i2"- .rzt'tis ?rm-?rs; Tm:- - .331"; 52.95533 an act 37w"! - . Ina-1.13m: I Thu-:5 =1 ii 1.23-: . -, I 7E: 'i The :rwc'nat; .. 1-33-; .1. .m In in: nhr: an; :cr 3:21. 2:5. . I . - ESO 5425:?; 'mr. u-u-mm Mm: and chargers futTam-m You FOR cousmenms r350 sowmns Ship To: an In: . 552:. T: IMAGETREND :1 Cr. 539:." .5555 55.5-. Quote "cm. aim I'mn 3.35.25 9.53.9.7 5-321 3:43:33: Arm-"3 3 I. -I - U?w-vv-?i . . I Guam Nu $332! 4 . Kb. .5. 1-3?5353 5:13.11 awn-3?anterm/.Deatripiiun - .v 5 . .. ca;- 1" Unltl?ticcf-i Minn So?a-ran: 3 3 . .5335 Web-1335; I-ucamc 5 Iru3= ?s'rcm: 52.:3" 5'35 311.3! 3' 3 535:9 0: . -. 5 535.412.: 2:1 Nam.- - 3 52-3 (3-3 1 .- i 3 53.15:.1oh33e {3:533:15 5T Ficlcl i 5 .. .. . i 3.15 {uni-On Home 3 ,l Fax-v1: -555.5- 53.7.13 :3 I Emmi: I Integrucns 51:15:13. Elf. no! me: SKIS 5i and? cm is Ilfnut-:3 53413r-zh?taming . . . - . . . . . Imam-3 3:351:35 - OMJMFI. IDay .5 i 5 i 7:23: 1r:- 3'39 7 i 5 5 5 Iinar' mi Seamus I: scar .EIF -. Eus?uwsu ?rm-5Year TOpbonal ItemCliclrl march." 1's! Eur ,tnIc-m; scar-smirc?tcr. Fin mm: :0 3223?031:3: Infanmamu Hub 5 1.11333? . 1.5m {133:11Peg-3: at. :2 ?2135] f-ru r3! 5 I '1 Carri-raw - ?draft-.- 2- - 2 5 and Her. m. 5 ?i 535::- . I 553:: v? I I new uam'" 5 1 7-23-3723: 3 - 5 :?wuum' 5 5-3 5: *5 ..5 .-.. v.21: - I 3 i 0:133:33?" - Chen: Master: :3 :3 Sauna: I 3 {.333' - Cic. ..- 1 i'cc I1 324:; 533-:- --3 3 3 525 :35- if Um - Clan: 31:3: .: Arr-.33.. I: (1 3.13..3 in: 10:35 mm. .. "3:55.44 1c! 2 Tenn: daemon-lent -The upnn Om: mm mm 30 days. pm 'lmeTm'?mm. mm: mm and M56119 are based on 51 .oco man-Idem: as {?sz "his anyonlista?dlue?m mus an a DISCLAIM This quote mains m3 Iowa?s-Madam ?Mm the W'm milk awksalouigm mm a smarmuwmmn memo mum ma?oManys-Jm mks-m use?. me cam??ared harem an mused. Animal As: lmge?l?rend, Inn. Emm?a County Puhll: Saint] (lawman: M533 Dated Kevin Fi?: 319524555173 umgmgemum hm Tamas! 552469-6112 a MEMszm Wm 11ml: you Inn-nu! business! ?Trunk: Tel: 552-869-1539 Fm: 952-535-5511 We. Page 2 of! ?humanism! - Charis 420 Commonwealth Drive. STE 200 Warrendate. PA 15086 P: race) 647-8283 oontracts@emscharts.com Escambla County EMS Quote Date: er14rzc17 Quote Expiration: 10i131201 7 DESCRIPTION. . . . em??Charlscom AnnuaIFee: 26.53? -Estimated calls 1 year - Next tier in 5.000 increments Unlimited Includes a separate accounts for dilierent service lines BLS. CCT. Fly Cars. Special Event. Training Sandbox 24171365 access to emsCharts Compliance with HIPAA. and Datacenter is 8002 compliant Quality Assurance and Total Quality Management of data Data Validation by the customer for increased first pass acceptance Certification tracking functionality for each service Special reporting functionality with auto-noti?cation Custom Reporting Ad Hoc Report Writer with email noti?cation Reporting annuatf?ee: Inaride'u' Auto export to EMSTARS and Alabama Can NEMSIS 2 or 3 data to surrounding states degending on state reguirements Reporting Annual Fee: 3 8.000 Analytics Discount 5 {8.000) Access to emsCharts library of reports Able to create own Analytic reports Benchmarking reports Able to create own Benchmark dashboards Dispatch import from EnRou?_te cno Annuali-?: 5 3.943 import Dispatch data into emsCharts and emsCharts mobile One-Time Fee for Setup: 5 - Available for all service lines listed above Dispatch audit report for reconciliation Mobile Annual-Fee: 10.512 Of?ine documentation on an Windows Device to the cloud for online access Signature capture is performed here it Online: Frequent liyer lockup Trickle data to the cloud for data EKG import to Web or Mobile Annual Fee: 8 6.576 Import EKG data from Philips. ZOLL. or Physio Control Unlimited Vital Signs, Events, ImagesI and EKG data file into Page 8 _r Geocoding' Annual Fee: 5 5.256 Assign Latitude and Longitude to incident location Unlimited Auto-calculate tenth of mileages based on Google for Medicare compliance Create bio-surveillance alerts based on triggers documented on the _t I Remote Downloader for Billing Annual Fee: -- - 4.464 Windows Service installed at client side to auto-download data Unlimited ZOLL ASCII tile. XML. PDF. Images. signatures. or any combination includes PDF of chart. signature forms. and attachments Auto-download of all service line in one instance Billing Lo?gin'to view aggregate data Annual Fee: Included Login for billets to use to view aggregate data Unlimited View I download multiple service lines from single instance emsCharts Con?dential Page 1 of 3 Hospital Access Annual Fee: Included Free online access to your receiving facilities to access data Unlimited Non-Disclosure and con?dentiality software access agreement required Abili to lace follow it information on atient outcome for EMS rovider follow-u Implementation I Project Management One rme Fee: 5 2.628 Discount ($2.628) NEMSIS 3 dalaset Compliance NEMSIS 3.3 and NEMSIS 3.3.4 in the same application OUT OF THE BOX . NEMSIS Validation tool to ensure 100% compliance with state datasets for data submission . Customizable datasets (Code Tables) with NEMSIS compliant mapping for one- the-fly customization while maintaining clean slate reporting Import of service demographics Workbook provided to Customer to tilt out and return 1 Basesites. Units. Crew. Payers. and Common Addresses Unigue usemames created for crew roster Historical Patient Import Included Enroute CAD Remote installation of Client Customer will map CAD values to emsCharts Iccot'l'n'T ?enagement included Assigned Senior Account Manager for point of contact Biweekly Project Management Calls to monitor and track status of implementation Datesf?mes TBD Will taper meetings down to weeklyirnonth as needed Webinar Training Included :EDays of onsite training One-Time: 5 6.000 ?Tvro three day sessions for administrators Discount ($6.000) Travel Expenses One-Time: As incurred . Agency will provide training venue I Support Emergency Support: 24m365 Included Normal Support Hours: MP 0800 - 1800 Eastern Included Electronic Ticketing System Included Free on in trainin Included ems arts erColt rice" 20 Cites?me: 1.000 I Two passes to the emsCharts User Conference in 2018 Discount: 5 (1.000 PRICING l8 Payments are due 30 days upon invoice Call volume will be auto-reconciled quarterly for bracket compliance Printed Name _?i?ned Name Erato 420 Commonwealth Drive. STE 200 Warrendale. PA 15086 P: {366) 647-8283 yearntacls?emsr: transcorn Export data to Hospital Trauma registry,software One-Time Varrabte by Import trauma outcome data to emsCharts from trauma registry software One-?lime hospital Hospltal Status anrd Application installed at receiving faci?ties to view prior to arrival Onanme? Visiting? Allows Emergency Departments time to prepare for patient(s) One-Time' Vagig?lealby Facilitate transfer of care process Hospital Interface . . . . Variable by Br-Drrectronal exchange of data between EMS and Hospital One-Time: hospital . MDM - Import EMR data to emsCharts One-Time: 2322;? ADT - Export emsCharts data back to Health System v?ggzi?r Og?tlonal medurasror Purchase A F33 Faxing Per Page: 8 0.09 Fax chart upon completion Custom tax rules can be created ardParty 1 Custom SoftwareEnglneerlng Per Hour: 8 125 Custom interface to 3rd party applications can be created Web Services to send receive a mutually scoped file format for synergy of applications Examgles Are: HIEI BillingI lnventog Management. Trauma Registry, etc. I 1 emsCharts Fire Reports Annual Fee: 8 5.000 NFIRS incident reporting Length of Service Award Program Duty Roster! Journal Analytics Sin to database for setu and conrr oration Interface to Fire Programs or Emergency Reporting Fire RMS Software Annual Fee: 3 5.000 Data exchange direcgy to Fire RMS software systems Operative to interface Annual Fee: 5 2.628 Interface directly to Operative lQ inventog tracking software oneite or tre n-the-tralner sessions Two day session for onsite training (2 day minimum) One-Time: 5 2.000 Travel Expenses One-"lime: As lncurred Training venue will be grovided by the reguestcr emsCharts Con?dential Page 3 of 3 a Hun. . qur 2. Juan-An.? .1 Hay?..I .1: . . .. .If3.33 an :?uuau. 2.5.223 "him .. .. has.? a ma?a .n-pmn- -- -- .. . ..?hianuE. mam .28 mun": .. . 2::coaguazz??aa?m .52 392.24 Elvin .u ?Ea: .32. .5. . ?Than?: .3: ?nan: .I 3 .25? ..I11I. I. . .. 251.51111]. Ilulrl -whatnmunn: mESu h. .331. fmx? . 9:52.. . .. . 3.an . .. 5:mn??umup? Shogun Eur: H: e. an; .-.. . .. Em. . I . . rrvr. .. ?Kauai mam . . . . .M . mam 1.35. unsung53563.?. . all a u?lifilult?. link-T1111?? llur I .. u. II. .Iqll. -. . .31 2.1.1. uu?? . .. ..II. .. . . .1. .53. . .. zunan??m Ill.rll. .l I n. ill-it. J. .I ll .. Eu? n31! lun?nLMnu" m. ..umn aha. .uannhuu n. mwoag . .. . .QZN .2. ?2m unnuhm .333; ..E. Eu nEm Tenna oIAgrcamont ~11? above bc'ma'ncd 1.511.10de mm with payment-mad new) can. '?meamm malice57.0w mu! haw-3n: mixed by can: Mfwz. 'm'sp'oposalisd?c?dm WEEKEND walla-voles cars um mama CLIENTS when seagull; DISCLAIMER: MWamtumlmIoasgl?m. This MIMI-elem. mu. Mu! momma ?mun been?raging Man an onset]: wad. As: Ing?rend, Inc. Escamhla Gaunt! Pubic sum 5153!: Mad ?you have any 8:93:69; If: M. came: Kevin Fm: at 9524596173 1: Bkgimaeberdm Tanasi at 551-4694?: :1 mmghagem.m . 5min run Thank you tar yum busing?! rec 852-468-1589 vitamins. a: I Pu: 052-535-511 am ?11550? P35: 29!! .9 Charts 420 Commonwealth Drive. STE 200 Warrendale. PA 15086 P: (866) 647-8283 oontracts@emscharts.com Escambia County EMS Quote Date: 8114:2017 Quote Expiration: 1011312017 DESCRIPTION. . . . emsCharts.com Annu?ifee: 3 26.280 _Estimated calls 1 year - Next tier in 5.000 increments includes a separate accounts for different service lines BLS. CCT. Fly Cars. Special Event. Training Sandbox 24m365 access to emsCharts Compliance with HIPAA. HITECH. and Datacenter is SOCZ compliant Quality Assurance and Total Quality Management of data Data Validation by the customer for increased tirst pass acceptance Certi?cation tracking functiona?ty for each service Special reporting functionality with auto-noti?cation Custom Reporting Ad Hoc Report Writer with email noti?cation NEMSIS and State Reporting Auto export to EMSTARS and Alabama Can export NEMSIS 2 or 3 data to surrounding states depending on state requirements Unlimited Fee: {Reporting Analytics Access to emsCharts titrary of reports Able to create own Analytic reports Benchmarking reports Able to create own Benchmark dashboards Annual Fee: 3 3.000 Discount 5 {8.000) 'ispatch tmporttromis'ri'?oute cno Available for all service lines listed above Dispatch audit report for reconciliation Mobile Signature capture is performed here If Oniine'. Frequent nyer lockup Trickle data to the cloud for data integrity EKG impel-{to Web or Mobile Import EKG data from Philips. ZOLL. or Physio Control \ntal Signs. EventsI Images. and EKG data ?le into Pagan Geocodln?g Assign Latitude and Longitude to incident location Auto-calculate tenth of mileages based on Googie for Medicare compliance Import Dispatch data into emsCharts and emsCharts mobile One-Time Fee for Setup: 5 Of?ine documentation on an Windows Device to the cloud for online access 3 3.948 AnnualFee.? 8? 10.51 Annual Eee: 5 6.575" Unlimited Annual Fee: 5,256 . Create bio-surveiitance alerts based on triggers documented on the Remote Downloader for Bil Windows Service installed at client side to auto-download data Includes PDF of chart. signature forms. and attachments Auto-downtoad of all service line in one instance Billing Logtn'to view aggregate data Login for billers to use to view aggregate data View I download multiple service lines from single instance emsCharts Con?dential ZOLL ASCII tile. XML. PDF. Images. signatures. or any combination Unlimited Annual Free: 5' 4.464 Unlimited Annual Fee: I Included Unlimited . . Demolis?itilii Page 1 of 3 420 Commonwealth Drive. STE 200 . Warrendaie, PA 15036 . 5 7 - 3 . P: (866) 647-8283 - i Has that Solutions harts.com Trauma" interface . . Variable by Export data to Hospital Trauma registry software Variable by po rauma on come ale to emsCharts from trauma registry software One-Time: hospital Hospital Status Board . . . . . . Variable by Application installed at receiving facilities to view poor to arrival One-Tone: hospital . . . Variable by Allows Emergency Departments time to prepare for patientis) One-Tim e: ospitai Facilitate transfer of care process Hospital i-lLT interface . . . . Variable by BI-Directronal exchange of data between EMS and Hospital 0 e-Time: hospital . Variable by Variable by ADT - Export emsCharts HL7 data back to Health System hospital Optional-Modules for Purchase - F99 Faxing Per Page: 0.09 Fax chart upon completion Custom fax rules can be created 3rd Party AFll's i Custom Software?ngineering Per Hour: 5 125 Custom interface to 3rd party applications can be created Web Services to send receive a mutually scoped lite format ior synergy of applications Examgles Are: HIEI BillingI Inventogy Management. Trauma Registry. etc. emsCharts Fire Reports Annual Fee: 5,000 incident reporting . Length of Service Award Program Duty Roster Journal Analytics Single database for seiug and con?guration Interface to or Emergency Reporting Fire ems Software Annual Fee: 5.000 Data exchange directly to Fire RMS software systems Operative iQ interface Annual Fee: 2,628 interface directly to Operative to inventory tracking software Additional onaite or train-the-tratner sessions Two day session for onsite training (2 day minimum) One~TIme: 2,000 Iravei Expenses One-Time: As incurred Training venue will be provided by the requester emsCharts Con?dential Page 3 of 3 Hospital Access MnualFEe: Included Free online access to your receiving facilities to access data Unlimited Non-Disclosure and con?dentiality software access agreement-required . Ab?itz to place follow up information on patient outcome for EMS provider follow-up Implementation I Project Management One Time Fee: 5 2.628 Discount ($2.628) NEMSIS 3 dalaset Compliance NEMSIS 3. 3 and NEMSIS 3 3 4 In the same application OUT OF THE BOX NEMSIS Validation tool to ensure 100% compliance with state datasets for data submission Customizable datasets (Code Tables) with NEMSIS compliant mapping for one- the-fly customization while maintaining clean state reporting import of service demographics Workbook provided to Customer to ?ll out and return 1 Basesites. Units. Crew. Payers. and Common Addresses Unique usernames created for crew roster Historical Patient tnjaort Included Enrcute CAD Remote Installation of Client Customer will map CAD values to emsCharts Account ?anage'ment lncludEd Assigned Senior Account Manager for point of contact Bi-weekly Project Management Calls to monitor and track status oi implementation Datesl'i'imes TBD Will taper meetings down to as needed Training Webinar Training Included :EDays of onsite training One-Time: 5 6.000 'Two three day sessions for administrators Discount ($6.000) Travel Expenses One-Time: As incurred Agency will provide trainino venue Support Emergency Support: 24l7l365 Included Normal Support Hours: M-F 0800 - 1800 Eastern included Electronic Ticketing System Included Free on cin trainin Included 53a cemeteries sze - . 1 Two passes to the emsCharts User Conference" In 2018 Discount: 5 (1.000) PRICING IS CletFiQEthtAL Payments are due 30 days upon invoice Call volume will be auto-reconciled quarterly for bracket compliance FEnted Name Signed Name 73am PAGE no. 1 PURCHASE ORDER NO. 171512-1 BOARD OF COUNTY COMMISSMNERS amen DATE: 11/ 13/17 coumv FLORIBA 1 21a PALAFOX PLACE sebum: noon sums 11.101 PLEASE EMAIL 1111;111:125 TA ?1 PO. BOX 1591 cam PENSACOLAFL 32591-1691 0 CLERK OF THE COURT A communes 221 PALAFOX PLAce.surrE_140 {850] 596-4980 LPENSAGOLA, 1-1. ansoz-ssa _j {?431353 .1 SAFETY PAGE 5 E80 SOLUTIONS INC PO BOX 570324 6575 NORTH A . . DALLAS TX 752574324 _l LPENSACOLA, F11 325054714 0 ATTN: TAMIRA WILLIAMS 47l-6.4129 ORDER BUYER: 3mm ROBLES RED-.NOJ 17091553 REG. DATE: 09105 /17 NET 30 DAYS MAE-PAY AND ADD mesa: CHANGE ORDER - 1 1111.14 QUANTITY upm? UNIT PRICE EXTENSION ADMINISTRATIVE GEARGE- TQ CAPITALIZE THE PURCHASE IR INTANGIBLE AESETE PER THE OEFICE ADMINISTRATIVE WEE ORDER - NO CHARGE 01 00 LOT SOFTWARE UPGRADES AND TRAINING COSTS .0000 .00 ACCOUNT Amoum mpaacrcoolz PAGE TOTAL '00 . . TOTAL 1 .00 01 33030-2 54603. ~43 9151.90 '01 3303-02 55301 . 43, 79157. 00. ., APPROVED BY 1A: go FED 1:1 swoon? Original Purchase: . \?tl {Lifttut. .333: BOARD OF COUNTY COMMISSIONERS Escambia County, Florida Al-12997 County Administrator's Report 10. 11. 800 Regular Meeting Budget 8; Finance Consent Meeting Date: 11102201? Issue: ESO Solutions, Inc. Master Subscription and License Agreement From: Mike Weaver, Department Director Organization: Public Safety CAO Approval: Co ion Lice DepartmentDirectQL That the Board approve and authorize the Chairman to sign the Master Subscription and License Agreement with ESO Solutions, Inc, for the system for maintaining electronic healthcare records at a cost of $49,915, to include the purchase of the system, billing standard interface, and 3 days of on-site training. [Fundingz Fund 408, Emergency Medical Services, Cost Center 330302, CEMS Operations, Object Code 54601, Repair Maintenance] ESO Solutions Inc., will replace Zoll as our electronic healthcare record. ESO Solutions, Inc., provides a Electronic Healthcare Record that will streamline billing and hospital information sharing. It will also provide an enhanced quality assurance/management platform and analytical package. This program will increase EMS ability to report timely information on patient care, bill for services and allow for better analysis of patient care. As per the Master Subscription and License Agreement with ESO Solutions, Inc., the agreement would require payment of all remaining subscription fees if Escambia County terminates for convenience prior to the expiration of the term. ET Funding has been budgeted in the FY18 budget Fund 408, General Fund, Cost Center 330302, EMS Operations, Object Code 54601. Repair Maintenance. Kristin Hual, Assistant County Attorney, reviewed the Master Subscription and License Agreement and approved it as to form and legal suf?ciency. NIA Board policies require Board Approval of all Agreements. Upon approval by the Board and document execution. Steve White. EMS Chief, will oversee implementation of the Agreement and work in close cooperation with ESO Solutions, lnc., representatives. Attachments Agreement 33 LL . {\lrxl?t?li .1. 1; :mixm MINUTES OF THE PUBLIC FORUM WORK SESSION AND REGULAR MEETING OF THE BOARD OF COUNTY COMMISSIONERS HELD NOVEMBER 2, 2017 BOARD CHAMBERS, FIRST FLOOR, ERNIE LEE MAGAHA GOVERNMENT BUILDING 221 PALAFOX PLACE, PENSACOLA, FLORIDA (4:31 pm. 9:08 pm.) Present: Commissioner Douglas B. Underhill. Chairman, District 2 Commissioner Jeffrey W. Bergosh, Vice Chairman, District 1 Commissioner Steven L. Barry, District 5 Commissioner Lumon J. May, District 3 Commissioner Grover C. Robinson, IV, District 4 Honorable Pam Childers, Clerk of the Circuit Court and Comptroller (Regular Board Meeting only) Jack R. Brown, County Administrator Alison Rogers, County Attorney Lizabeth Carew, Administrative Specialist, Clerk and Comptroller's Of?ce Judy H. Witterstaeter, Program Coordinator, County Administrator's Of?ce PUBLIC FORUM WORK SESSION Chairman Underhill called the Public Forum Work Session to order at 4:31 pm. 1. FOR INFORMATION: The Board heard comments from the following individuals concerning privatization of land on Pensacola Beach: Nancy Hagman Dianne Krumel Anita Feliciano William Brancati Margie Purkerson 3- Pat Cook Lorrie Newman Sarah Hall 2. FOR INFORMATION: The Board heard comments from Ronnie Gaines concerning faulty drug tests administered by the Sheriff's Of?ce, police pro?ling, and obscured license plates. 3. FOR INFORMATION: The Board heard comments from Michael Lowery concerning Escambia County Community Transportation and issues regarding the employees of Solutions. 5:24 PM. PUBLIC FORUM ADJOURNED 5:33 PM. REGULAR BOARD MEETING CONVENED 11/2/2017 Page 1 or 42 Ifc PUBLIC FORUM WORK SESSION AND REGULAR MINUTES Continued COUNTY REPORT Continued ll. 2-12. 9. 10. 11. BUDGETIFINANCE CONSENT AGENDA Continued Approval of Various Consent Agenda Items Continued Taking the following action concerning the surplus and sale of real property located at 1153 Capitol Boulevard, that has escheated to the County, Reference 26-18-30-2101- 003-051, District 3: A. Authorizing the County Attorney's Of?ce to take such actions necessary to evict the occupants of this County-owned property, if they are still occupying the premises; 8. Authorizing staff to run the property through County departments to determine whether the County has a need for the property; 0. Declaring the property to be surplus and authorizing sale of the property to the bidder with the highest offer received at or above the minimum bid (once the sales moratorium is lifted in District 3 and upon a determination that the property is not needed by the county); the minimum bid will be set at the Property Appraiser?s current assessed value in accordance with Section 46.134 of the Escambia County Code of Ordinances; and D. Authorizing the County Attorney's Office to prepare, and the Chairman to sign, all documents necessary to complete the sale of this property, without further action of the Board. Approving, and authorizing the Chairman to sign, Amendment No. 1 to the Florida Department of Environmental Protection Agreement No. RESO4, for the Beach-Haven- Joint Stonnwater Wastewater Improvement Project Phase II, to correct discrepancies in the Grant Agreement and clarify the total funding at $5,610,003 (Funding: Fund 118, Gulf Coast Restoration Fund. new cost center to be determined at the time of Supplemental Budget Amendment). Approving, and authorizing the Chairman to sign, the Master Subscription and License Agreement with ESO Solutions, Inc., for the system for maintaining electronic healthcare records, at a cost of $49,915, to include the purchase of the system, billing standard interface, and three days of on-site training (Funding: Fund 408, Emergency Medical Services, Cost Center 330302, CEMS Operations, Object Code 54601, Repair Maintenance). 11/2/2017 Page 36 of 42 a, ESCAMBIA COUNTY ADMINISTRATION TRANSMITTAL MESSAGE Date: 12-29-2017 TO: Tamika Williams Public Safety Department BCC: 11~02~2017 CAR ll-1?l Master Subscription and License Agreement between Escambia County and E80 Solutions, Inc. Please Initial and Date Below on Line Provided SA 923% Beckett? Judy Witterstaeter, Program Coordinator, County Administration Attached for your further handling is one Certified copy of the Agreement noted above. The Clerk?s Office retained the Clerk?s Original for ?ling with the Board's Minutes. Thank you. t: Department Representative - (Comments as Applicable) Return This Cover Page 8: Documents (as applicable) to Judy Witterstaeter Escambia Coun?y tCi?m?s Originai mam 2.4 mm: a. [19/ Wani?ied 33;; ORDER INSTRUCTIONS 1. Fill in Contact Info Below Contact Name Email Phone Eli-6?6 ?b.42- LgVi??eQ - Primary Business Contact :3;me I 3'0 ?u?w :Let . "x .- *7 - at;- Nes FA mcam?zwgagam It? i Legal Contact . .C Software Administrator (35?0 08 33 Conrad: U06 (3&3 mica: 'mdmeC (57:5: mm [963?? i Privacy/MP.? Contact mu)? H?W??bso arm 3 Tax Exempt? YE 0R If YES, return Exempt Ceni?cate with Agreement I Purchase Order Required? YES. OR NO [f YES, rctum P0 with Agreement I I 2- 3. Email eniire contract In legnl?tesosnlminus-mom and vour sales representative. 4. Eniov vour 1380 Software MASTER SUBSCRIPTION AND LICENSE AGREEMENT This Master Subscription and License Agreement (the ?Agreement") is entered into as of [0 2 (?E?'eetive Date"), by and between 580 Solutions, Inc, a Texas corpOretion having its principal place or? business at 9020 North pita! of Texas Highway, Building 11-300, Austin, TX 73759 and Escarnbia County, Florida, by and through Emcrcency Medical Services, a Division of the Public Safety Department of Eseambia County, "Customer") having its principal nice: of business at 6576 North Street, Pensacola, Florida 32505. This Agreement consisrs of the General Tears d: Conditiors below and any Addenda (as de?ned below) executed by the parties, including any attachments to such Addenda. The parties have agreed that ESO will provide Customer with certain technology products andr'or services and that Customer will pay to E50 certain fees. Therefore, in consideration of the covenants, agreements and promises set forth below, and for other good and valuable consideration. the receipt and suf?ciency of which is hereby acknowledged, the parties, intending to be legally bound, hereby agree as set forth in the pages that follow, GENERAL TERMS AND CONDITIONS 4- . l. DEFINITIONS. Capi'a'izcd terms .0: otherwise (fenced tr. ttis Agreement shall have the meErings below: id p. 1.9. 1-. ?Add-On Software" means any complementary software components or reporting servicels) that ESO makes available to customer through its Licensed Software, interoperability Sofmare or $335. ?Addendum? or ?Addenda" means a writing addressing an order ofa speci?c set of products or services executed by authorized representatives ofeacr. party. An Addendum may be a Soft-ware Schedule (see Exhibi: Al - 2 Sta cream of Work, or another retiring the parties intend to be incorporated by reference into this Agreement. ?Customer Data? means data in electronic form managed or storm' by ESQ, which is entered into or transmitted through the Software. ?Deliverable" means software, report, or other our}: produc created pursuant to a Statement of Work. ?Documentation" means user guides, operating manuals, and specifications regarding the Software covered by this Agreement. "Feedback" refers to any suggestion or idea for improving or other-wise modi?ing products or service'. ?intellecmal Property" means trade secrets. copyn'gltteble subject matter, patents, aid patent applications and other proprietary information, activities, and any ideas, concepts, innovations, inventions and designs. "Interoperability Soltware? means so?warc-as-o-setvice that ESO hosts (directly or indirectly) for Customer to exchange healthcarc date with others. Some of Reporting Services may be made available to Customer via the Lnteroperahiliry Sonnet: For the avoidance of doubt, Interoperability Software does not include Add-on Software, Licensed Software or 52218. ?Licensed Software" means on premise software that ESO provides to Customer for its reproduction and use. For the avoidance of doubt, Licensed SoftWare does not include Add-on Software, Interoperability Software or Seas. "Professional Services" means professional services that a Statement or? Worl: calls on E50 to provide. ESO MSLA v.2m7n519 Con?dential Proprietary 1.12, 1.. .J, ?Prozected Health Lnforrnation" or shall have the meaning set forth in . All references herein to PHI shall be construed to include electronic Pi-ll, or ePl-ll, as that term is de?ned by HIPAA. ?Reporting Services? means collectively the different program or tools E50 provides for Customer to generate compilations of data, including but not limited to ad-hoc reports, analytics, benchmarking or any other reporting tool provided :2 ugh the Software. "32.8" means software-as-a-serv?ce that ESO hosts idir ctiy or indirectly) for Customer?s use. For the avoidance of doubt, SaaS does not include Licensed Sofmare. but does include Add-on So?ware and Software. ?2 a I- "Set?ttvme" means a. computer program, prcgau?cnbg or modules speci?ed in each Softw? Schedule or For the avoidance doubt, Add-co Selina: Sass; Software; .d Licensed Software shall collectively be referred to us Software. ?Software Schedule" refers to an Addendum in which Customer has ordered either Add-on Software, Licensed Software, Interoperability Sonware or Seas, collectively Software; See Exhibits Al A4. ?Statement of Wash? rcfe:s to out Addendum in which Customer has ordered ProfessionaJ Services or a Deliverable Erorn ESO. ?Support Services? means those services described in Exhibit 8. "User" means any individual who uses the Software on Customer?s behalf or through Customer's amount or passwords, wire at authorized or not. SOFTWARE SCHEDULES. During the Tenn of this Agree-me. Customer may order So?ware from 1330 by signing a Software Schedule. Customer's license to Licensed Software and its subscription to 3225 are set forth below. Each such Software Schedule, Exhibits A-l, A-z, and A4, are incorporated herein by referen cc. T0 SOFTWARE Page 4. 3.1. Grant of License In the case of Licensed Schwartz, during the Term of this AgreementESO hereby grants Customer 2: limited, non-exclusive, non-transferable, non-assignable, revocable license to copy and use the Liconsed So?warc, in such quantities as are set forth on the applicable Software Schedule mi a necessary for CuStoe-rer's internal business purposes; provided that, Customer complies with the Restrictions on Use (Section 33) and other limitations and obligations contained in this Agreement. Such internal business purposes do not include reproduction or use by any parent, subsidiary, or affiliate of Customer, or any other third party, and Customer shall not pennit-any such use. Grant of So?a-?rm. in the cm: ofSoaS, during the term of this Agreement Customer may access and use the Seas, in such quantities as are set forth on the applicable Software Schedule; provided that, Customer complies with the Restrictions on Use (Section 3.3) and other limitations contained in this Agreement. Ego-lotions on Ilse. Except as provided in this or as otherwise authorized by ESQ, Cusmmer has no right to: dccornpilc, reverse engineer. disassemble, print, copy or display the Software or otherwise reduce the Software to a human perceivahle forth in whole or in part: publish, release, rent, leasu, loan, ell, distribute or transfer the So?a-rare to another person or entity; reproduce in: Software for the use or bene?t of anyone other than Customer; alter, modify or create derivative works based upon the Software either in whole or in part; or (of; use or permit the use of the Software for commercial time-shoring mange. cuts or providing service bureau, data processing, rental, or other services to any third party. The rights matted under the provisions of this Agreement do no: constionc a sale ot? the Software. ?50 retains all right, title, and interim in and lo the Softwme, including without limitarion all softwue used to provide the Software and all graphics, user interfaces, logos and trademarks reproduced through the Software, except to the limited extent set forth in this Agreement. This Agreement does not grant Customer any intellectual property rights in the So?ware or any of its components, except to the limited errant that this Agreement speci?cally sets forth Customer?s rights to access, use, or copy the Software during the Term of this Agreement. Customer recognizes that the Software and its components are protected by copyright and otlricr laws. elivcrv. In the case of Licensed Software, 550 shall provide the Licensed Software to Customer through a reasonable system of electronic download. In the cm: of Seas, E50 shall grant Custc- access to Seas after the E?ectivc Date. Third-Pam Software may incorporate software and other technology ousted and controlled by third parties (?Third-Party Software"). 1380 is licensed to sublicense and distribute Third-Party Software. All Third-Party Software i?a'ls under the scope of this Ag: ement. Moreover, ESO neither accepts liability, nor warrants the ?mctionality, reliability or accuracy of'l?ltir -Party? Software, including but nor limited to third-party mapping applications. HOSTING, SLA SUPPORT SERVICES 4.1. Hostine d: Customer shall be solely responsible for hosting and managing the Licensed ESQ - Mch?x '9 on?dentz'a! Proprietary 7" EN, :iv So?ware. E50 shall be responsible for hosting and managing the 8328. Service Level Agreement. No credits shall be given in the event Customer?s aceas to SaaS is delayed, impaired or otherwise disrupted (collectively, an ?Outage'j. 11' such Outage, excluding Scheduled Downtime (as de?ned below). results in the swim level uptimc falling below 99% for three consecutive months or lluee months in any rolling twelve-month period (collectively, ?Uptime Commitment?), then Customer shall have the option to immediately terminate this Agreement; and E80 will refund any prepaid. unearned Fees to Customer. This is sole remedy for 1550's breach of the Liptimc Commitment. Scheduled Downtime. In the event 1230 determines that it is necessary to intentionally interrupt the SaaS or that there is a potential for the Seas to be interrupted for the performance of system maintenance (collectively, "Scheduled Dou?rtti. I550 will use good-faith efforts to notify Customer of such Scheduled Downtime at lost 72 hours in advance and will encore Scheduled Dountime occurs during non-peak hours (midnight to 6 am. Central Time). In no event shall Scheduled Downtime constitute a failure of performance by E80. 511p port end Hedges. During the Ten: of this A, cement, 1380 shall provide to Customer the Support Services, in accordance with not: B. Exhibit is incorporated herein by reference. FEES p. !d L.) 33;. In consideration of the rights granted and except in the EVCL 2 there is a Third-Patty Payer (as de?ned below), Customer agrees to pay E50 the fees for the Son?s-are andr'or Professional Services as set forth in the Sc or (collectively, ?Fees"). The Fees are non-cancelaolc and non-refundable. Customer shall pay all invoices within "tirty (30) days of receipt. in the event a third-party is paying some or all ofrhc Fees on hehalt?of Customer (?Thirvaarty Payer" the Software Schedule will state that payment obligation. "lire parties agree that Customer may replace the Third-Party Payer by submitting to E50 written notice memorializing the change. However, no such change shall be made until the then-current Tenn?s? renewal. Moreover, Customer is responsible for payment in the event the Third-Party Payer does not pay the Pm and Customer continues using the For the avoidance of doubt, any such Addenda will become part of this Agreement Liplift on Renewal. Exacpt in the insumce or' Overagcs (as de?ned below), Fees for Software, which recur annually, shall incrc?c by three percent each year this Agreement is in effect. Taxes and Eees. This Agreement is exclusive ofall times and credit card processing fees, if applicable. Customer is responsible for end will remit (or will reimburse ESO upon 530?s request) all taxes of any kind, including sales, use, duty, customs, uititholding, property, value-added, and other similar federal, state or local taxes (other than taxes based on ESO's income) related to this Ageement An, propgiatiop of Funds. if Customer is a city, county or other government entity, the parties accept mid agree that Customer has the right to terminate the Agreement at the 5?23: 2 L): and ofth: Customer?s fisca! mm for afnilurc by Customer?s governing body to appropriate suf?cient funds for next ?scal year. Nonvitiistanding the foregoing, this provision shall not cxcus: Customer from pas: pay-man: obligazions or othcr camcti and unpaid. Moreover, Customer agrees to providt ESE) ransonablc documentation er'idcncing such non-appropriation of funds. Audit REL F80 may regularly audit Customcr?s us: of :11: Software and charge Cuszomzr a highs-r annual if Customer's useg: has beyond the ticr contracted for in th: So?wnr: or otherwise ?55353 additional fees (for cxrunplc, Customcr is uploadng more r:cords into the Sof?marc man it has pmyiously contrastcd for} (collectivcly, ?Overagcsl'l. ESQ may invoice for immsdiatoiy. Notwithstanding tn: forcgoing, i: is Customer?s rasponsi'oility to rcpon to E50 in a timcly manner6.1. la [Ix Icna 1115151111 Oil-hi5 ASIWDFDI (thr- 311311 oa?sis'E?'cctive Dim: aud continua for poi-ind sci ?tcapplicahlc Sufi-war: Schedule or, ifnoac, for r, on: you. the Tarot will renew for sucocssivc onc?ycar poriods, unless cithcr party opt-r out of such by providing at Icas! airy risys' written notice before the scheduled dais. Tho license parioo' or subscription psriod shail begin on the can spcciicd in the applicable Soft-rarer: Schcouic. and this A groomers! shall automatically b: err-remind to casur: that tin: contract Tenn is cotcnnimus with the subscription pcriotl 0r liccnse period, as applicable. Mignon for Causc. Eit'n:r party may torrninata this or any individual Softwar: Salictluic for 1'5: other party's material hrcuoh by providing notice. The branching partrsiiail havc mirry days ti'om to cars such breach to in: rcasnns?olc sans?iztior: nitric non- party. This :Egrccaten: anti :iny applicahlc So?war: may he tcnninatcti upon the following". (318:: lnS?LEtutlUn ofinsolwnc or her?crupicy proLn-c?irtgs or any other for The ofdcots of tits othcr p" (in) the m?ng ofan ?sigzuncnt for in: boost]: of auditors try-1'1: othcr party; or the tiissolution of 6.4. i. If this or any Software is tonninaxd by Customtr prior to tho expiration ofits then-curmnt term. for any reason Other than "550?; brooch, Customer to immediately romi: all unpaid Fees as set forth on the applicable Softwar: equal to tho that oil] boom-it do: during the remaining Tron. IfCL-sionior [his or any as a rcsuIt of ESO's breach, than to the extant that Castor-nor has prepaid any Fees, ESO shall rofund to Customs my prcpaid Fees or. a pro-rota b?is to ext-mt such Fees 3: mributa'oic to the period nfucr tit: taminsrion Lists. lid in 6.4.3. Upon termination of this or any Software Customer shall case all use of tits Sofmarc and dastroy or return all copies of this and Software in its possession or Control, except as rcouircd by law. 6.4.4. Tcratination of this Agreement is without prejudice to any othcr right or rem-.dy of prutics and shall not raises: cithcr party from any liability which at the tint-2 of has alrcariy accruitl to the nthar party, (In) which may 2.22m: in of any actor omission prior to termination. or from any ohiigao'on which is intended to surviy: termination. .J. Delivcw of Data. lfCustorncr requests its dais wii'iin 551?;- days of expiration or rumination of this E50 will provide Customer to Ccstorncr Dina in a scarchr-Jiic within a rcasonablo time from: thereaftcr. ESQ is unricr no obligation to retain Custer-mt Data morc than sixty {60} days a?cr citpiration o: off-is Agrcomcnt. REPRESENTATIONS AND WARRANTIES Material Pcr?orntancc of 'Qtiwaro EEO warrants l'iti tlta: o: Softwarc will rnzicrialiy pcrfonn in azzordancc t'ns provided by E50, if any. ignite osznricss. ESO tin?rants that its pctsor "rcl arc adsqua sly trainsd and to perform Professional err-ices mo?or Support Scn'iccs and that cac'n trill performed in a profcssionai mi intuit-or. Doc Authority. Each party's cxccution, ans performance of this and cash agrcc men: or instrument by this Agrocntont has been ?uiy nuzhoriznri by 21' necessary corporate or action. Curtains: Cooperation. grass to roasonaoly as: timely Coopcratc with ESQ, including but not limitsd to providing EEO with access to in: equipment, softwarc, data and using current operating orscnosicn or osmosis-Hrs. EXCEPT AS O'l'lrER?i?r?lSE paovroso lN sscnon r, sso ALL WARRANTIES. EXPRESS or. mourn, moronrno, wrrnour monsoon, sci. suntan or: FOR pursoss, ssnromttorcs, on not notion rs .ousnio rno cornss or DEALING. COURSE or ransom/toms, on osnos or moss. LIMITING THE or no: sso DOES nor REPRESENT on WARRANT THAT THE sor'rwiuts war PERFORM wrrt-zotn' tin-estimation on AND sso Doss nor on pram-am no sosrwias IS sscons spoon or. onrss catsurnosizsn inrnusron on THAT cusrosns osrs. war, REM PRIVATE on SECURE. CUSTOMER AC THE mo CONFIDENTIAL no lo 9.4. 9.5. 9.6. ?Confidential information" refers to the folloning items: any document marl-zed ?Con?dential"; any information orally designated as ?Con?dential" at the time of disclosure, provided the disclosing party con?rms such designation in writing within ?ve (5) business days; the Software and Documentation, whether or not designated con?dential; aid any other nonpublic, sensitive information reasonably considered a trade secret or otherwise confidential. Nonvithsrandmg the foregoing, Con?dential lnfonnetion does not include information that: is in the other party?s possession at the time of disclosure; (ii) is independently developed withou: use of or reference to Con?dential lnt?orrnmion; becomes known publicly, before or af disciosure, other than as a remit of a party's improper actiOn or inaction; (iv) is approved for release in writing by the disclosing party; is required to be disclosed by law; or (vi) Plii, which shall be governed by t- Business Associate Agreement rather than this Section. ?gm?ciosure. The parties shall not use Con?dential Laformation for any purpose other than to ful?ll the enns of this Agreement (the ?Purpose"). Each party: shall ensure the: its employees or connectors are bound by con?dentiality obligations no less restrictive titan those contained herein and shall not disclose Confidential information to any Other thi'd party without prior miner. consent ?orn the disclosing party. Without limiting the generality of the foregoing, the receiving party shall proteer Con?dential Information with the some degree of care it uses to protect its own con?dential information of similar nature and importance, but nith no less than reasonable care. A receiving, party shall notify the disclosing party of any misuse or misappropriation of Confidential information ofwhie'n i: is aware. Disclosure of ESO's Securitv Policies. Cuszomer ackn ledges that any irtfonnation provided by 350 pertaining to ?505 security controls. policies, procedures, audits, or other info .. etion concerning internal 2: riry posture are considered Cert idenziei information and shall be treated by Customer in accordance with the erms and conditions of this Agreement. injunction. Customer agrees that breach or? this Section would cause ESO inoperable injury, for which monetary damages would not provide adequate compensation, and that in addition to any other remedy, 1380 will be entitled to injunctive relief againss such breach or Memened reach, without ESO proving actual damage or posting a bond or other security. Termination t. ?gtum. With respect to each item of Con?dential information, the obligations ofnondisciosure will terminate three years after the date of disclosure; provided that, such obligations related to Con?dential Information constituting ESO's trade secrets shall continue so long as such information remains Subject to trade secret protection pursuant to applicable law. Upon termination of this Agreement, a party shall return all copies cf Con?dential information to the other or certify, in writing, the destruction thereof. Retention of Riggs. This Agreement does not transfer ownership of Con?dential Information pr gain a license thereto. Qpen Records and Qtiter Laws. Notwithstanding anything in this Section to the contrary. the pales expressly acknowledge that Con?dential Information may be disclosed if such Con?dential biforrnatien is required to be disclosed by law, a lawful public records request, orjuciicial order. provided than prior to such disclosure, written notice of such required disclosure shall be given and without unreasonable delay by the receiving party in order to give the disclosing party the opportunity to in to the disclosure and/or to seek a protective order. The receiving party shalireascnably cooperate in this effort. in addition, Customer may disclose the contents of this Agreement solely for the purpose of completing its review and approval processes made: its local rules, if applicable 10. Throughout the term of this Agreement, and for a period of at least three (3) years thereafter for any insurance written on a claims-made form, ESO shall maintain in effect the insurance coverage described below: Elli. .m in 10.4. Corrunercial ceneral liability insurance with a minimum of Si million per occurrence and $1 million aggregate; Corrunercid automobile liability insurance covering use of all non-owned and hired automobiles with a minirntun limit of Si million for bodily injury and proper damage liability; ?Jr?crker?s compensation insurance and employer's liability insurance or any alternative plat or coverage 5 permitted or required by applicable law, with a minimum employer?s liability limit of $1 million each accident or disease; and Computer procesor?eomputer professional liability Er- 'ur:rr.:.e (?Technology Errors and Omissicns?) covering liability for ?nancial loss due to error, omission or negligence of BSD, and Privacy and Network Security insurzt .ce covering losses arising from a disclosure of con?dential infomtation, with a combined aggregate amount of $3 million. ll. li.l. IP Infringement. E50 shall defend and indemnify Customer from any damages, costs, liabilities, expenses (including reasonable and neural attorney's fees) actually incurred or ?nally adjudicated as to any third-pasty claim or notice alleging that the Software delivered pursuant to this Agreement infringe or any third party's patent, copyright trade secret, or other intellectu? property rights enforceable in the applicable jurisdiction (cab an ?indemni?ed Claim?). if an indemni?ed Claim under this eetion occurs or if ESO determines that an indemni?ed Claim is likely to occur, 1350 shall at its option: obtain a right for Customer to continue using such Softw e; modify such Software to make it anon-infringing equivalent or replace such Software with a non- in?'inging equivalent. lf(a), or wove are not reasonably available, either party may, at its option, terminus. this Agreement andior relevant $3le= Schedule. ESO will re?md any pro-paid Fees on a pro-rate basis for the allegedly in?inging So?a/arc provided. Notwithstanding the foregoing. ESQ shall have no obligation hereunder for any claim resulting or arising from Customer?s breach of this Agreement; modifications made to the So?ware that were not performed or provided by or on behalf of ?50 or the combination, operation or use by Customer or anyone acting on Customer's behalf of the Software in connection with a third-party product or service (the combination of which causes the in?r?ngement). 11.2. This Section 1] states ESO's sole obligation and liability, and CustOmer?s sole remedy, for potential or actual intellectual property infringement by the Software. Indemnification Procedures. Upon becoming aware of any matter which is subject to the provisions of Sections (a "Claim" the party seeking indemni?cation (the ?Indemni?ed Party") must give prompt written notice of such Claim to the other party (the ?Indemnifying Party"), accompanied by copies of any written documentation regarding the Claim received by the Indemni?ed Party. The Indemnifying Party shall compromise or defend, at its own expense and with its own counsel, any such Claim. T?ne Indemni?ed Party will have the right, at its option, to participate in the settlement or defense of any such Claim, with its own counsel and at its own expense; provided, however, that the Indemnifying Party will have the right to control such settlement or defense. The Indemnifying Party will not enter into any settlement that imposes any liability or obligation on the Indemni?ed Party without the indemni?ed Party's prior written consent. The parties will 12.5. LIABILITY, NEGLIGENCE, TORT OR OTHERWISE. INSOFAR AS APPLICABLE LAW PROHIBITS ANY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION SHALL BE AUTOMATICALLY MODIFIED, ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION PERMITTED TO TIE FULLEST EXTENT POSSIBLE UNDER SUCH IAW. THE PARTIES AGREE THAT THE LIMITATIONS SET FORTH HEREIN ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART CONSIDERATION FOR SOFTWARE AND SERVICES TO CUSTOMER, AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSES OF ANY LIMITED REMEDY AND EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES. 7 THIS SECTION 12 SHALL SURVIVE EXPIRATION OR TERMINATION OF THE AGREEMENT. cooperate in any such settlement or defense and give each 13. CUSTOMER ATA PRIVACY other full access to all relevant infonaarion, at the ?r . In arty expense 13.1. Ownership of Data dc Repom. As between E50 and 12. LIMIT ATION OF LIABILITY 12.1. 12.4. In! I LIMITATION OF DAMAGES. UNDER NO CIRCUMSTANCES SHALL 530 OR CUSTOMER BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES, INCLUDING CLAIMS FOR DAMAGES FOR LOST PROFITS, GOODWILL, USE OF MONEY, INTERRUPTED OR IMPAIRED USE OF THE SOFTWARE, AVAILABILITY OF DATA, STOPPAGE OF WORK OR IMPAIRMENT OF OTHER ASSETS. LBHTATTON OF LIABILITY. WITH THE EXCEPTION OF SECTION 12.3 (EXCEPTIONS TO THE LIMITATION OF LIABILITY), MAXMUM AGGREGATE LIABILITY FOR ALL CLAIMS OF LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, SHALL NOT EXCEED TIE FEES PAID BY CUSTOMER ON BEHALF OF CUSTOMER IN THE CASE OF A PAYER UNDER THE APPLICABLE SOFTWARE SCHEDULE OR SOW GIVING RISE TO THE CLAIM WIT I-IIN THE PRECEDEIG IZ-MONTH PERIOD. EECEPTIONS TO LIMITATION OF LIABILITY. SECTION 122, A LLAB ILITY FOR CLAIMS INVOLVING A INDEMNIFICATION OBLIGATIONS UNDER SECTION 1 l, SHALL BE LIMITED TO $250,000. IN ADDITION, AND NOTWITHSTANDJ ?6 SECTION 12.2, A LIABILITY SHALL BE LIMITED TO THE AMOUNT OF INSURANCE COVERAGE REQUIRED BY SECTION 10 FOR THE TYPES OF CLAIMS: (I) CLAIMS ARISING FROM GROSS NEGLIGENCE OR WILLFUL AND (II) CLAIMS ARISING FROM A BREACH OF CONFIDENTIAL INFORMATION, INCLUDING A BREACH OF PROTECTED HEALTH INFORMATION. THE FOREGOING LIMITATIONS, EXCLUSIONS, DISCLAIMERS SHALL APPLY REGARDLESS 0F WHETHER THE CLAIM FOR SUCH DAMAGES IS BASED IN CONTRACT, WARRANTY, STRICT antiwar-rt 13.2. 133. 13.4. Customer, all Customer Data shall be owned by Customer. Without limiting the foregoing, ESO will cum all right, title and interest in all Intellectual Property in any aggregated and tic-identi?ed reports, summaries, compilations, analysis or other information made available through ESO's Reporting Services. lfsubscri'oed to by Customer, ESO gents to Customer a limited, non-exclusive license to use its Reporting Services for Customer's interim purposes only during the Term of this Agreement No otim third party shall rely on ESO's Reporting Services or the contents thereof. ESO disclaims all liability for any damages related thereto. Customer acknowledges and agrees that any such license expires upon the expiration or termination of the applicable Software Schedule granting a license to ESO's Reporting Services. MW. Unless it receives Customer?s prior written consent, ?30: shall not access, process, or otherwise use Customer Data; and shall not intentionally gran: any thirdpauty access to Customer Dctr-1 including without limitation ESO's other customers, except subcontractors that are subject to a reasonable nondisclosure agreement or atrhorized participants in the case of interoperability Software. Nonvithstanding the foregoing. 580 may use and disclose Customer Data to ful?ll its obligations under this Agreement or as required by applicable law or by proper legal or governmental authority. ESO shall give Customer prompt notice of any such legal or governmental demand and reasonably cooperate with Customer in any effort to seek a protective order or otherwise to contest such required disclosure, at Customer's expense. Anonymized Data. Notwithstanding any provision herein, 250 may use, reproduce, license, or otherwise exploit Data; provided that Anonyrnized Data does not contain and is not PHI. (?Anonymizcd Data" refers to Customer Data with the following retrieved: personally identi?able information and the names and addresses of Customer and any of its Users andlor Customer's clients.) Risk Customer recognizes and agrees that hosting data OnIIl'lc involves risks of unauthorized disclosure and that. in accessing and using the SaaS, I .1 Hui. 15. Customer assumm such risks. Customer has sole reSponsibility for obtaining, maintaining, and securing its connections to the lntemet. ESO makes no representations to Customer regarding the reliability, performance or security of any tremors: or provider. u. FEEDBACK RIGHTS WORK. lo Feedback Rights. 580 does not agree to treat as con?dential any Feedback that Customer provides to E50. Nothing in this Agreement will restrict 1550's right to use, profit from, disclose, publish. keep secret, or otherwise exploit Feedback, without compensation or crediting Customer. Feedback will not constitute Con?dential information. even it? it would otherwise qualify as such pursuant to Section 9 (Con?dential Information). Wort: Pingitmtpunershig. in the event Customer hires ESO to perform Professional Services, ESQ alone shall hold all right, title, and interest to all proprietary and intellectual property rights of the Deliverables (including, without limitation, patenm, trade secrets, copyrights, and trademarks), as well as title to any copy of software made by or for Customer (if applicable). Customer hereby explicitly acknowledges and agrees that nothing in tit" Agreement or a separate 50W gives the Customer any right, title, or interest to t1 2 intellectual pmperty or preprietary know-hot of the Deliverables. .. \l h) PROVISIONS 15.1. Both parties shall with and 15.4. lo Us ELI give all notices required by all applicable federal, state and local laws, ordinances, rules, regulations and [artful orders of any public authority bearing on the performance of this Agreement. Business 55:51:59.1: Addendum. parties agree to the terms of the Business Associate Addendum numbed ere: as Exhibit and incorporated herein by reference. Egon] Opnomtgitv. The parties shall abide by the requirements orct can so and the patting requirements 0529 CFR Part 47:, appendix A to subpart A, if applicable. These regulations prohibit discrimination against quali?ed individuals base on their stains as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals bmed on their race, color, re.igion, sex, sexual orimtation, gender identity or national origin. Excluded Entties List. 230 agrees to immediately report to Customer if an employee or contractor is listed by a federal agency as debarred, excluded or othemise ineligible for participation in federally ?inded health care programs. 16. ACCURACY .5: COMPLETENESS 1 1 6. pw 1. to ?50 provides the Software to allow Customer (and its reSpective Users) to enter, document, and disclose Customer Data, and as such, ESO gives no representations or guarantees about the accuracy or completeness of Customer Data (including PHI) entered, uploaded or disolosed through the So?ware. Customer is solely responsible for any decisions or actions taken involving patient care or patient care management, 17.5. whethpr those decisions or actions were made or taken usmg information received through the Softwafe. 7. MISCELLANEOUS independent The parties are independent connectors. Neither party is the agent of the Other, and neither may make commitments on the other's beh?i. The parties agree that no E80 employee or contractor is or will be considered an employee of Customm. Notices. Notices provided under this Agreement must be in writing and delivered by certified mail, return receipt requested to a party?s principal place of business as forth in the ecitals on page i of this Agreement, hand delivered, to) facsimile wizh receipt of :1 "Transmission Confirmed" acknowledgment, email, or deiive.,' by a reputable overnight .22: service. In the cat: ofdclivcry by facsimile or e~rnail, the notice must be followed by a copy of the notice being delivered by a means provided in or The notice will be deemed given on the day the notice is received. entering into this Agreement, neither pa is lying upon any representations or Statements of the other that are nor fol expressed in this Agreement; other each party is relying on its own judgment and due diligence and expressly disclaims reliance upon any representations or Statement not set forth is this Agreement. in the event the Customer issues a purchase order, letter or any other document addressing the Software or Services to be provided and performed pursuant to this Agreement, it is hereby speci?cally agreed and understood that any such writing is for the Customer?s internal purposes only, and that any tenns, provisions, and conditions contained therein shall in no nay modify this Agreement. Severabilitv. To the smart: permitted by applicable Saw, the parties hereby waive any provision oils?: that would render any clause or this Agreement invalid or otherwise unenforceable in any respect. if a provision of this Agreement is held to be invalid or otherwise unenforceable, such provision will be interpreted to ful?ll its intended purpose to the maximrrn extent permitted by applicable law, and the remaining provisions or" this Agreement will continue it: full force and chin; . - Aggie-rim- .t 8: Successors. Neither party may 255i, delegate or otherwise transfer this Agreement or any of its rights or obligations hereunder, nor may it contract with third parties to perform any of its obligations hereunder except as contemplated in this Agreement, without the other party's prior written consent Except that either party may, widtout the prior consent of the other, assign all its rights under this Agreement to a purchaser of all or subsmtially all assets related to this Agreement, or (ii) a third party participating in a merger, acquisitiori, sale of assets or nicer corporate reorganization in which either party is participating (collectively, a ?Change in Control"); provided however, that the non-assigning party is given notice of the Change in Control. Modifications and Amendment. . This Agreement may not be amended except through a written agreement signed by authorized representatives of each party. 17.7. 17.8. Force Maicum. No delay, failure. or default, other than a failure to pay Fees when due, will constitute a breach of this Agreement to the extent caused by acts of war, terrorism, hurricanes, earthquakes, other acts of God or of nature, strikes or other labor disputes. riots or other acts of civil disorder, embargocs, or other causes beyond the performing party?s reasonable control (collectively, ?Force Majeure"). In such event, however, the delayed party must provide the other party notice of the Force Majeure. 'lhe delayed party's time for performance will be excused for the duration of the Force Majeure, but if the event last longer than thirty (30) days, the other party may immediately terminate the applicable Software Schedule. Marketing. Customer hereby grants ESO a license to include Customer?s primary logo in any customer list or press release announcing this Agreement; provided 580 ?rst submits each such press release or customer list to Customer and receives written approval, which approval - shall not be unreasonably withheld. Goodwill associated 17.10. 17.11. 17.12. with the logo inures solely to Customer, and 530 shall Lil-re no action to damage the goodwill associated with the logo or with Customer. Waiver Breach. Neither party will be deemed to have waived any of its rights under this Agreement unless it is an explicit written waiver made by an authorized representative. No waiver of a breach of this Agreement will eonsritute a waiver of any other breach of this Agreement. Survival Unless otherwise stated, all of 380's and Customer?s respective obligations, representations and warranties under this Agreement which are not, by the expressed terms of?this Agreement, hilly to be performed while this Agreement is in effect shall survive the termination of this Agreement. Ambiguous Terms. This Agreement will not be construed against any party by reason of its preparation. Governing Law. This Agreement, any related Addenda, and any DISPUTE, OR CONTROVERSY ER 121' CONTRACT, TORT, OR 13E, STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT AND EQUITABLE CLAIMS) BETWEEN CUSTOMER AND 530, including their affiliates, connectors, and agents, and each of their respective employees, directors. and of?cers (a "Dispute? will be governed by the laws of the State of Texas, without regard to con?icts of law. #Notwithstandipg the foregoing, in the event Customer is a ECO NWT U.S. city, county, municipality or other U.S. govemrnenta! entity, then any Dispute will be governed by the law of state where Customer is located, without regard to its con?icts of law. The UN Convention for the international Sale of Goods and the Uniform Computer Information Transactions Act will not apply. In any Dispute, each party will bear its own fees and costs and expressly waives any statutory right to attomeys' fees under 38.00l of the Texas Civil Practices aid Remedies Code. 17.13. 17.14. 17.16. 17.17. 17.13. 17.19. 1 7.20. Venge. The parties agree that any Dispute shall be brought exclusively in the state or federal courts located in Travis County, Terra. The partl agree to submit to the personal jurisdiction of such courts. 1 'otwithstanding the foregoing, in the event Customer is a U.S. city, county, municipality or other U.S. governmental entity, then any Dispute shall be brought exclusively in the state or federal courts located in county where Customer is located. Bench Trial. Omitted. . No Class Actions. NEITHER PARTY SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY 0R AGAINST THE OTI-ER CUSTOMERS, OR PURSUE ANY CLAIM AS A REPRESENTATIVE OR CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. Limitation Period. NEITHER PARTY, shall be liable for any claim brought more than 2 years after the cause of action for such claim ?rst arose Dispute Resolution. Cusromer and E80 will attempt to resolve any Dispute through negotiation or by utilizing a mediator agreed to by the parties, rather than through litigation. Negotiations and mediations will be treated as con?dential. Ifthe parties are unable to reach a resolution within thirty (30) days of notice of the Dispute to the other party, the parties may pursue all other courses of action available at law or in equity. iconoclast! Em. Customer shall not: permit any third party to access or use the Sottware in violation ofany U.S. . law or regulation; or export any software provided by 550 or otherwise remove it from the United States except in compliance with all applicable U.S. laws and mgulatioos. Without limiting the generality ofti'tc foregoing, Customer shall not permit any third party to access or use the Software in, or export such software to, a country subject to a United States embargo (as of the Effective Date - Cuba, Iran, North Korea, Sudan, and Syria). Order of Precedence. In the event of any con?ict between this Agreement, Addenda or other attachments incorporated herein, the following order of precedence will govern: the General Terms and Conditions; (2) any Business Associate Agreement; (3) the applicable So?were Schedule or SOW, with most recent Software chedule or 50W taking precedence over earlier ones; and (3) any E50 policy posted onlioe, including without limitation in: privacy policy. No amendments incorporated into this Agreement alter execution of the General Trans and Conditions will amend Such General Terms and Cootiitions unless it speci?cally states its intent to do so and cites the section or sections amended. Countgparrs. This Agreement maybe executed in one or more counterparts. Each counterpart oil! be an ori_al, and all such counterparts will constitute a single instrument. EN WITNESS WHEREOF, the panics have executed this Agreement as of tho Effective Date. E50 Solutions, Inc. ?y [sign?z?? 1.5; ?it TPrimed Name] 50 31513947!? [Title] . bf?fU?derhill, ChaiFman 7 f; ust mer Date Executed Attestz Pam Childers 3r 5' ORIGINAL ON FILE IN THIS OFFICE CLERK OF THE CIRCUIT COURT COMPTROLLER Clerk of the Court :ur "h 31-5. ?39. 3-535 ?1 . 1734 1:3 . - - -, . 5:35;: ages I, .- .-, ?av-m I9 sad-431441;: C535 S- m? ?pf??ffg 6? 00.! "hfl?ngl'?l' BY: DAT HAND AND OFFICIAL SEAL CAMBFA 0 BE A TRUE COPY OF THE PilM CHILDERS -ORIDA mm, ,24, Approved as to rm an cgal suf?ciency. Bleille: Date: ?I'b I Mi . EXHIBIT 5.1.13 SOFTWARE SCHEDULE [Applicalinns - ESO EBB. E50 Flu-0.1350 Phil 1. Tn: Carmel Terms .51: {2000500553. incorporatad 0min by 5010:0000. T11: 5003 subscripIEm-i mm 5510.11 bcgin ??ccu 00100010: 0005 05:0.- L?c Effective Date (?3:23 50' scziption Start Cussomar shall (100.1500 haw: :11: 5:33 :20: 5:05 Subscrip?jnu Star. 021:. Th0 02.15525 will malt-5 5005000010 eff-0 .5 to 2.15100 :00. 'sCu 50.110:- i5 live on tit: 50:15 as quickly as 0055 siblc, and in 00 000:: will L0: 55 Subsmiption Start D050 0.: far 00130.5. The fellowing 3035 may order: under this 1011: i. 550 Electra 5: H0030. R000. 0' is a 5025 50105050 application For 050005131101 02:50.1: 00000100123505: 111m: 0505010150115. 0005150F Iwar 0.- :hr: ?0:500:10! :10-g0m men 11:?th -5 a 50215 5.3 f"Iwarc 009510333 .l'0r Ira cking pummel? 0.. 7.5-5, training 0005505 f-J'Ld 0000.53.50: 0 5. 1155:0506 . i_0r :rspu 5011001- 0102:2105. 2.3. EEG Fir: is a 3005 505131050 applicalj?n for reporting (11550-150005.- cg-gsnluiim 5.3.11 _rEm?uwrd?j-? 3. Third-P00}: Payer i5 rssponsihl: forth: Following 0000005 and F005: Eli-"x Custom: her-clay agmus 10510101000}. 10-: 11:0 following product: as: rcl?. ng :0 L710 503100010 below: i Induce; :nl'm'rracl 05:51 Eve 55:00:51. 3121-:- 0'35 r0203; Amt-71.5.1- .0 link-up 00min. 0' 5' 11-1154: L'Eh?ng. [755 re 30.0.3105? E50095. 0nd-007'100rsu .0005 rm: naming 0055- .3. m. 0:04;: *3 q-d?ruu .1. . 05.1an 50mg; -rgo;.g 502151015225.? included 3 421;: of 0.15 ram-.19 I ?31.05: "raw-2' ?03: - E: LP. i Ell 21.5} .22 ardTr-?a 1333?. 5. All 1510 F005 0001': will 1001000100.. ?03; E50 as follows: Training and TIL-105 513.. Tran-'01 F005 shall be invoiccd on Eh: E20: ?0150: .3210. 111 L. 5.2. During the ?rst 1.50:0- 0f the manning. F025 51.011150 011111: Subscription Date. [luring L?ri: 500000. and an; runtw: 130215 01.. ca 110:, .5 0f the F005 51501100: 0-0111: 01105005501? '10 32-55 Subscription Star! Data. 111 It} . EXHIBIT SUPPORT SERVICES ADDENDUM DEFINITIONS. Capitalized terms not de?ned below have the sane meaning as in the General Terms Conditions. 1.1. means a modi?cation, addition or new release of the Software that when added to the So?warc, materially changes liS utility, tuncttonal capability or application. 1.2. ?ii-mail Support" means to make requests for technical support assists. ce hy e-trteil at any time concerning the use of the then-current teleme of 1.3. ?Error? rrtecns an error in the Software. which degrades performance of such Software 5 compared to ESO's then- pcoiiscee Documentation. 1.4. ?Error Correction" means the use of temoncbie commercial efforts to correct Errors. 1.5. ?Fix? means the repair or replacement of object code for the Software or Docuzrtenmtiort to re. .edy an Error. 1.6. ?L?iitiaj Response" mes. the ?rst contact by a Support Representative after the incident has been logged and a ticket generated. This my me tide on automated ennui rcSponse depending on when the incident is ?rst conununicntec?. 2.7. Esetti' Zion" means, if the initiei \?fc?eoroune' or Fire does not resolve :32: Error, noti?cation ofmaccgemcnt .Ltat such Erorfs been reported and of steps heingtaiten to correct such Error(s). LS. ?Severity i Error" moons on Error which renders the Software completely inoperative (eg. a User e?arutot access the Software due to unscheduled doomime or an Outage). 1.9. "Severity 2 Error" means ct: Error in which Software is Stili operable; however, one or more signi?cant featercs cr 5:12:1iortality are unavailable (eg. a User cermot access it core component oftite Sonnets. 1.1. ?Severity 3 Error" means any other error that does not prevent a User from accessing a signi?cant eeturc or" the Software User is experiencing reports}. 12. "Severity 4 Error" means any error related to Documentation or a Customer Er?ancement request. 1.3. ?Status Update" means if the initial Workaround or l-?ix cannot resolve the Error, notification of the Customer egcrding the progress of the Workaround 0r Fix. 1.4. "Ordine Support" .. 2:115 information available through ESO's website including asked questions mid bug reporting via Live Chat. 1.5 "Support Representative" sisali be E50 cmpioyee?) or agentis} designated to Error noti?cations from Customer, which Customer?s Administrator has been unable to resolve. 1.6, ?Update" means an update or revision to Softwm, typically for Error Correction. "Upgrade" meat- :1 new version or release of Software or a particular component of Software, which improvm tit: funnionsiity or which adds ?tnetiocei capabilities to the Software and is not incittc?ed in Update. Upgrades may include Enhancements. 1.8. "Workaround" means a change in the procedures followed or data supplied by Customer to avoid an Error without substantially impairing Customer?s use of the Soinvare. SUPPORT SERVICES. 2.1. Customer will provide at least one administrative employee (the "Adminisrr?or" or ?Administrators"J who will handle all requests for ?rst-level support from Customer?s employees with respect to the Software. Such support is intended to he the ?front line" for Support and information about the Software to Customer?s Users. 250 will provide trashing, documentation. and. materials to the Administrator to enable the Administrator to provide technical support to Customer?s Users. 'i?ne Adminiseator will notify a Support Representative of any Errors that the Adminiscaor cannot resolve and assist ?50 in information gathering. 2.2. ESO will provide Support Services consisting of Error Correction{s); Enhancements, Updates and Upgrades that E80, in its discreticn, makes generally available to its customers without additional charge; and E-mail Support. telephone support. and Unline Support E50 may use multipie forms of communication far purposes ofsubrnitting periodic status reports to Customer, including but not limited to. messages in the Software, messages appearing upon login to the So?ware or other means of broadcasting Status Update(s) to multiple customers metered by the same Error, such as a customer portal. 2.3. support desk will be staffed with competent technical consultants who are trained in and thoroughly familiar wiz'r. the Software and Wm} Customer?s applicable con?guration. Telephmre support and all communications will be delivered in intelligible English. 2.4. Normal business hours for support desk are Monday through Friday 7:00 am to 7:00 pm CT. Customer will receive a c. II bacl: ?oor a Support Representative alter-hours for a Severity i Error. ERROR PRIORITY LEVELS. Customer will report a 1 Errors to ?50 via errooru? escsoiuzionsmm?u or by telepho .5 (866-766- 94?! Option r53). ESO shall mercise commercially easonn'ole efforts. to correct any Error reported by Customer in accordance with the priority level reasonably assigned to such Error by ESQ. 3.1. Severitv I Error. 580 shall cornmence Error Correction (ii) provide an initial Response within four hours: initiate Management Escalation prornptiy; and (iv) prov'ee Customer with a Szatu Update wi'hinf or hours if ESO cannot resolve the Error within four hours. 3.2. Severjrv 2 Error. 550 shall it) count ence Error Correcricn promptl (ii) provide an Initial Response within eight hours; initiate Management Escalation within forty-eight hours if unresolved; and (iv) provide Customer with a Status Update within forty-eight hours can: resolve the Error within fury-eight hours. ?an n-?i Q-ve-?tv Error. E50 shall commence Error Correction (ii) provide initial Response within once .. .. usisd. provide Customer with a Status Update within seven calendar days if 1380 cam-rot resolve the Error within seven calendar days. (3.) 3.4. Severity-4- Error. ?50 shall provide an initial Response within sever. celenda: days. SERVICES. if ESO reasonably believes that a problem reported by Customer is not due to an Error in the Software, ESQ will so notify Customer. A: that time, Customer may request ?50 to procee - with a root cause analysis at Customer?s expense as set forth herein or in a separate 50W. 'thSO agrees to potion: the investigation on behalf ofCusozn er, then titers-current and Standard consulting rates will apply for all work perr?onrted in connection with such analysis. plus reasonable related expenses incurred. For the avoidance of doubt, Consulting Services will include custoruiZed report writing by ESO on behalfof Customer. EXCLUSIONS. 5.1. 1350 shall have no obligation to perform Error Corrections or otherwise previdc support for: Customer's repairs, maintenance or modi?cations to the Software {if premised); (if) Customer's misaprrlieaticn or unauthorized use of the Sui-ware; altered or damaged Software not caused by (iv) any ?nial-party softwme; hardware issues; (vi) Customer's bremh of .e Agreement; turd (vii) any other causes eyond the 550?s reasonable control. ESO shall have liability for any changes in Customer?s hardware or sonar: systems the: may be necessary to use the 8023' .. 5.2. due to :t Workaround or Fire. 5 3 E50 is not responsible for any Error Correction unless ESQ can replicate such Error on its own sn??wme and hastiware or utrougi?. remote access to Customer?s software and hardware. 5.4. Customer is solely responsible for its selection of hardware, and E30 shall not be responsible the performance of such hardware even makes recommendations regarding the same MISCELLANEOUS. The parties aclmowledge that from time-to-tirtze ESQ may update its support processes speci?cally addressed in this Exhibit and may do so by posting such updates to 1550?s ucbsire or otherwise notifying Customer of such updates. Customer will accept updates to ESO's support procedures and any other terms in this Exhibit; provided however: that they do not materially decrease the level or? Support Services that Customer will receive from ?50. TERMS CONDITIONS DO NOT CONSTITUTE A PRODUCT WARRANTY. THIS rs AN ADDITIONAL PART OF THE AGREEMENT AND DOES NOT CHANGE OR SUPERSEDE ANY TERM OF THE AGREEMENT EXCEPT TO THE EXTENT UNAMBIGUOUSLY CONTRARY THERETO. it?! A ?nc?n:rr? . . A .. A . A lily}: - mem: 3" a, 3 Voucher - County of Escambia, Florida Voucher No. 18-098 Date: 121131'2017 Vendor No. 421253 Vendor: ESO SOLUTIONS. INC. (Vendor's Name) PO. BOX 670324 (Complete Vendor Address] DALLAS. TX 75267-0324 (City. State. Zip-Coda) Certi?cation: the expenditures are hcompliancawith any swim Iawsorgm restriction; that annotate budget appropriation theiwoioasateduamdwpa? PUBLIC SAFETY Department Name Signature of Person Preparing We: ALEXA MORGAN. 471-6429 Contact Name and Phone Number Signature of Approving Authority ACCOUNT DESCRIPTION AND 56801 CAD INVOODM240 Approved for payment In open session Board of County Commissioners. Escambia County. Florida Clerk PS - ?50 Solutions - 18-098 e50 Invoice I-lea?ncare Connected Date 12/022017 invoice Please send payments to: see Solutions, inc. 79m Net30 PO Box 670324 Due Date 011002018 Dallas. TX 75267?0324 Previous Balance $49,915.70 Bill To Escambia County EMS 6575 North Street Pensacola, Florida 32505 United States psinvoices@myesmmbia.com ENDUSER: Eacambla County EMS . . 7 . CAD Integration 120712017 120812018 3 40000 $3,995.00 5 0.00 $3,995.00 Allows for integratim of CAD data - into El-lR mobile and web application. Ongoing maintenance included. $3,995.00 5 (L00 $3,995.00 Total (without Tax) $3,995.00 Tax: 0.00 Grand Total: 53.99500 Amount Paid: 0.00 Total Recurring: 33.99500 Total Onev'l'ima: 0.00 Current Balance: $53,910.70 Remit Payment to: PO Box 670324. Dallas. TX 75267?0324 Questions? (tented: 866-766-9471 option 8 Page 1 EXHIBIT 1 1 iinrisav Ri?rter From: Scot Metcalf Sent: Thursday, November 16, 2017 12:04 PM To: Steve P. White; Monica Simpson Cc: Brandon W. Knuth; Lindsay L. Ritter; Katherine A. Kenney Subject: RE: ESO Download Attachments: Escambia Co. CAD Aclcl-On.pdf Chief, CAD Add-0n quote is attached here. Please sign the bottom of the quote and return the Trauma Conference in Pensacola. Anyone from your team going to be there? Thanks, SCOT METCALF Regional Account Manager f3 in C: 407.242.8120 F: 512.383.1826 Join us for E50 ?5 national user conference. FEBRUARY 1 3: 2, 2038 AUSTIN, TEXAS From: Steve P. White Sent: Thursday, November 16, 2017 12:56 PM To: Monica Simpson Cc: Brandon W. Knuth Lindsay L. Hitter Katherine A. Kenney Scot Subject: RE: 550 Download Monica, Lindsay is sending over the final file now. I also need to add the CAD feature to our system. Can you or Scott send me an invoice for that? Thanks, Steve White, Chief Emergency Medical Services Escambia County Department of Public Safety 6575 North Street Pensacola, Florida 32505 (850) 471-6426 From: Monica Simpson Sent: Thursday, November 16, 2017 9:50 AM To: Steve P. White <5 white escambia.com> Cc: Brandon W. Knuth Lindsay L. Ritter Katherine A. Kenney Subject: RE: ESO Download Importance: High Good Morning Chief White, Our goal is to make this a successful implementation for your department, but we are now less than two weeks out until your scheduled End User training and target go live date. As I mentioned, the implementation process cannot move forwarc without your environment being setup, and without the completed setup files I cannot setup the environment. I must get them back today or your team will not be ready for your End User training and your target go live date of 12/1. Your Admin: will also need to be prepared to take Admin training next Tuesday or Wednesday. Please note that if we do need to reschedule your End User training you may be responsible for any change fees and the next training available is mid- December. Please Iet me know if you have any questions or can assist in any way. Regards, MONICA SIMPSON Implementation Administrator E80 . . . I man-r": ll?lnn: r?nm I 4 'n Join usfor ES 0 '5 national user conference. ave AUSTINJEXAS CONFIDENTIALITY NOTICE: This email message, including any attachments. is for the sole use of the intended recipient(s) and may contain con?dential. proprietary andlor privileged information protected bylaw. If you are not the intended recipient, you may not use. copy or distribute this e-mail message or its attachments. If you believe you have received this email message in error, please contact the sender by reply email and telephone immediately. and destroy all copies of the ongfnai message From: Steve P. White Sent: Monday, November 13, 2017 8:53 PM To: Monica Simpson Cc: Brandon W. Knuth Lindsay L. Ritter Katherine A. Kenney Subject: Re: ESO Download 0k, thank you. I know Lindsay is very close to finishing the worksheet. Our billing manager was taking work home tonight to finish his side. Sent from my iPhone On Nov 13, 2017, at 8:49 PM, Monica Simpson wrote: Hello Chief, We will need to have your ESO environment setup and grant you access before the mobile software can be installed on the laptops, so it is important that we receive your setup files as quickly as possible. As soon as I receive your setup files it will be my priority to get your environment setup as quickly as possible. One thing that can be done now is to make sure all the laptops have the latest Windows updates. Regards, MONICA SIMPSON Implementation Administrator E80 HRH-7863471 I'Ftrl 10303 join us for 550's nationni user conference. This email message. including any attachments. is tor the sole use of the intended recipientis} and may conlain con?dentlal. aroarsetery endear pnvdeged information protected by iew. It you are not the intended recieient you may not use. copy or distribute this e-maii message or its if yeu beiieve you have received this email message in ever. o?ease contact the sen 5' by rec-1y email and teteettsne immediately. and destroy all copies of the original message. From: Steve P. White [mailto:sgwhitemeescambiacom] Sent: Monday, November 13, 2017 5:06 PM To: Monica Simpson Cc: Brandon W. Knuth Lindsay L. Ritter ; Katherine A. Kenney Subject: ESO Download Monica, As we are moving forward our IT department is wondering if there is anything they can get started on their side. We have brand new laptops that we ordered for the ESO launch sitting at IT waiting to go live. in there anything from ?50 that they can do and get loaded onto these computers while we continue to set-up the E50 environment? Thanks, SW Steve White, Chief Emergency Medical Services Escambia County Department of Public Safety 6575 North Street Pensacola, Florida 32505 (350} 471-5425 Florida has a very broad public records law. Under Florida law, both the content of emails and email addresses are public records. If you do not want the content of your email or your email address released in qu "db :1 IJUUIIL. ICLUIU3 law, UH: LUIILCIIL US CHILI aumcooca PUUIIL records. if you do not want the content of your email or yourlemail address released in reSponse to a public records request. do not send electronic mail to this entity. Instead, contact this office by phone or in person. Florida has a very broad public records law. Under Florida law, both the content of emails and email addresses are public records. If you do not want the content of your email or your email address released in response to a public records request, do not send electronic mail to this entity. instead, contact this office by phone or in person. ?50 l-legIltiitgaro Quote For: Quote Number: Pricing Valid Through: Proposed by: Escambia County EMS Q000405 01! 152018 Scot Metoaii . .5 - mete}. . Sold to: PetnctIKostzt: Contact: Pairick Kostic Address: 55?5 North Street Bill To: Escamoia County EMS Phone: (35034716426 Pensacola. Fiorida 32505 Email: pikostic?myesoemtiia.com Email: pjkostic?myescamoiacom United States 33 -3- L'I?ISubeg?ption n?di?cgrleewifenns. 33' Term Start Date: Payment Method: Check Customer in: 2?13i33- 3596 Term End Date: 12i16i'18 Billing Frequency: Annual Tax Exempt: No Initial Term Months): 12 Billing Method: Email Total Recurring Fees: 53.995.00 Renewal Term {Months}: 12 Terms: Net 30 Total Ono?Time Fees: 5 0.00 . 3 - - - Productl?vlame . Product Description. . 3 annt_i3tg3.~ .3 -1='3Dlscounts 1 CAD Integration as for intooration data into mobile and wait 40000 I'incidenls 53,995.00 apt; ligation Ongoing maintenance included. 5:33;; type . Pricing SI Taxes: List Price: Discounts: 50.00 Tax: 30 00 Total: 33.995.0[3 The Total Price is based on the end will be re- evaluated annualii.I based on Customer's usage of the soitII-Iare. 2. E50 5 tees are exclusive oi IEHES levies or duties imposed by taxi: aJthor'Itios unless onion-?ee noted. It Customer Is tax- exempt. Customer must provide a va. lax o. Subject: Escambia County Department of Public Safety - Software Acquisitionis) from ?50 Mr. Metcalf: I have been assigned to conduct an investigation into the procurement of ESO Solutions software by the Escambia County, Florida, Department of Public Safety, in September 2017. You are listed as an ESO Contact with regard to this procurement. I would like to obtain a statement from you. either by telephone or in person (depending on your location and availability) as to the initial procurement process in the way of provision of quote(s) (#00010236) on the software obtained and speci?cs of the integration within the Department. Also, I would like to discuss the additional software solutions, interfaces, etc. that were necessary for the Department to procure to fully implement the original software solution(s) throughout the Department. Thank you in advance for your assistance in this matter. Regards, Keith W. Morris Department of Public Safety Internal Affairs Investigator 6575 N. Street Pensacola. FL 32505 Of?ce - 850-471-6427 Cell 850-741-9181 CONFIDENTIALITY 8: PUBLIC RECORDS NOTICE: This message and any attachments are for the sole use of the Intended recipientls) and may contain con?dential and privileged information that is exempt from public disclosure. Any unauthorized review, use, disclosure, or distribution is prohibited. If you have received this message in error, please contact the sender by phone and destroy the original and all copies. Please be aware that the State of Florida has a broad public records law and that any correspondence sent to this email address may be subject to public disclosure. Florida has a very broad public records law. Under Florida law, both the content of emails and email addresses are public records. If you do not want the content of your email or your email address released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by phone or in person. ATTACHMENT 2 From: Me To: Subject: RE: Request for Information Date: Wednesday, June 12, 2019 12:03:57 AM Mr. Morris, Thank you for the questions?this will greatly help guide my inquiry internally. I will offer a few answers below, but will need to follow-up on the others which are more detailed than my memory permits: Was there a statement of work? ESO contracts using a Master Services and License Agreement with various attachments depending on what is being ordered. The closest we have to a SOW would typically be the Software Schedule, which would list the details of what products were ordered at what price (the details of which are ta ken from the Quote, with whatever revisions as may be negotiated). We will provide this Schedule and all other attachments to the MSLA. Was there discussion by anyone of Escambia EMS to keep the original purchase price below $50,000 Yes, Escambia EMS requested that the price be below $50,000. I will provide details after I review the related correspondence. Why were discounts in the amount of $8,450 provided on Quote ii 00010236, from Scot Metcalf to Steve White dated 08/16/2017? These discounts were provided consistent with the request (referenced above); please note that our sales team has discretion to grant limited pricing concessions, and this type/level of price concession was within our usual limits for a transaction of this size and nature. Unfortunately, I was unable to make much progress on this before I left for a vacation. i will endeavor to push this along with others in my organization and provide further answers and materials as I am able. Best regards, ROBERT MUNDEN General Counsel Secretary ESO WI 1? in 9 P: 866-766-9471 x1253 From: Keith W. Morris Sent: Wednesday, June 5, 2019 11:15 AM To: Robert Munden Subject: Request for Information Mr. Munden, Sorry we were not able to coordinate our phone call, I am blaming miscommunication over the time zones. Hopefully, to make it easier, I am trying to obtain the following information from 1. Who contacted ESO for a quote? Resulting in the purchase of software by Escambia County EMS in November 2017. What was the scope of the requested quote? Was there a statement of work? How many quotes were provided to Escambia Provide copies Was there discussion by anyone of Escambia EMS to keep the original purchase price below $50,000 6. Why were discounts in the amount of $8,450 provided on Quote 00010236, from Scot Metcalf to Steve White dated 08/16/2017? 7. Was there an agreement to include software or other products on the Year 2 maintenance agreement? 8. Why were discounts shown on Year 2? 9. Was CAD interface recommended by ESO prior to the ?nal purchase? 10. Copies of all correspondence between Former EMS Chief Steve White with ESO. @5593!? Thank you for your assistance. Keith W. Morris Department of Public Safety Internal Affairs Investigator 6575 N. Street Pensacola. FL 32505 Of?ce - 850-471-6427 Cell - 850-741-9181 CONFIDENTIALITY PUBLIC RECORDS NOTICE: This message and any attachments are for the sole use of the intended recipien?s) and may contain con?dential and privileged information that is exempt from public disclosure. Any unauthorized review, use, disclosure, or distribution is prohibited. if you have received this message in error, please contact the sender by phone and destroy the original and all copies. Please be aware that the State of Florida has a broad public records law and that any correspondence sent to this email address may be subject to public disclosure. Florida has a very broad public records law. Under Florida law, both the content of emails and email addresses are public records. If you do not want the content of your email or your email address released in response to a public records request, do not send electronic mail to this entity. instead, contact this office by phone or in person. ATTACHMENT 3 From: To: WW Cc: Wm Subject: Escambia County Department of Public Safety - Quote Number KF-66599 Date: Thursday, May 23, 2019 9:52:00 AM Mr. Fink: On August 16, 2017. Image Trend submitted a proposal for EMS Web Based Products. inter aiia, for the Escambia County Public Safety Department. The quote number is KF- 66599. The purpose of this email is to obtain the details of the scope of work or software that you were requested to bid thus allowing you to formulate your quote. Also, did Image Trend make presentation to the Escambia County Department of Public Safety on your software solution? Who was your primary contact with regard to submission of this quote. The Acting County Administrator has directed me to conduct an investigation into a procurement process by DPS and Image Trend, as stated, submitted a quote in this process for services and software. If you have any questions feel free to contact me at the number below. Thank you in advance for your assistance. Keith W. Morris Department of Public Safety Internal Affairs Investigator 6575 N. Street Pensacola, FL 32505 Cell 850-741-9181 CONFIDENTIALITY 8. PUBLIC RECORDS NOTICE: This message and any attachments are for the sole use of the Intended recipientis) and may contain con?dential and privileged information that is exempt from public disclosure. Any unauthorized review, use, disclosure, or distribution is prohibited. If you have received this message in error, please contact the sender by phone and destroy the original and all copies. Please be aware that the State of Florida has a broad public records law and that any correspondence sent to this email address may be subject to public disclosure. ATTACHMENT 4 From: meantime To: mum Subject: RE: Infomab'on Request Date: Wednesday, June 5, 2019 9:08:56 AM Attachments: imaggmm Good morning! I do have the go-live date, actually. We went live at 5:00 pm November 30, 2017. The actual date was supposed to be December but in order for the night crews to not have to chart part of the night in one system and the other part in another, we actually went live beginning at the first night shift the day before. There was not a delay in going live due to the CAD interface. There were issues with fields not populating correctly, though, which I worked with EnRoute to resolve into the end of December/beginning of January. However, one issue with the Run Number ?eld was not resolved until this last CAD upgrade about 2 months ago. Regarding the status of ESO, EMS is still using ESO for our (patient care record/charting) software. As a matter of fact, it is on the agenda for Thursday's Board meeting to approve going back to Zoll?s software, which is what we used prior to moving to ESO. If that contract is approved, I will have set dates available to provide to you for the implementation and training. Administration?s goal is to go live with Zoll by September 15?. That brings up a huge issue i have as well. For some reason, EMS administration has been pushing to go back to Zoll and will not even allow me to fully vet the new version of software against other software Options. Another vendor, ImageTrend, actually put together a pilot program specifically for our agency, that they've never done for anyone before, to FULLY test their entire system, INCLUDING all interfaces! They would literally implement the entire system, I would work with them to configure the software to the exact needs of our agency, just as if we were actually going live with it, program all of the interfaces, then we would be able to have crews test the software and provide feedback. If crews found any issue or would like to see things a certain way, we would work to try to make that happen. This would provide complete testing of all of the functions, verify all of the interfaces work exactly as we need them to, verify all of the data was being imported into Zoll?s billing software (the billing department has now gone back to Zoll?s billing software and will remain on it. If we did not use Zoll's software, it would simply be a matter of programming an interface, such as the one ljust programmed to move the data from ESO into Zoll?s billing software), verify the data was being extracted properly to the state reporting agency, EMSTARS, etc. The best part about all of it is, they put all of this together for us for free. In my opinion, and based on best practices, prior to selecting any new software, it should be fully vetted, test all of the features, functionality, ease of use of the user interface, etc. side-by?side to really be able to determine which solution fits the needs of the company the best. I have requested the ability to do this for nearly a year, but have met constant resistance and not been permitted to proceed. There have also been issues in regards to scheduling demos with different vendors, then me being told i have to cancel it (only a couple of days before the demo, when the reps had already purchased airline tickets, paid for their hotel and rental car here, and coordinated to get everyone on the team here who needed to be here), then back and forth about it we could have it or not, then people not even bothering to attend any other demos, etc. I don?t believe this has been handled well at all, despite all of my efforts to make it efficient, yet thorough. Additionally, I don?t believe the ?big picture" is being considered either. For instance, with ImageTrend, it?s all cloud-based, the users log in to a portal to access the program, which then requires NO additional support from our IT department (which is already overly-taxed with more than enough work). This would preserve hundreds of man-hours, from implementation and having to install a program on every single field laptop, to having to then process all software updates/upgrades on all field laptops every time a new update/upgrade is available, etc. which in turn would free up time for the IT department to work on other items. This would promote efficiency regarding the utilization of resources. Our IT department wouldn't have to manage servers (also, the price for the servers and programs required on them), maintain them, process updates, etc. Considering that we don?t have an IT Director currently, the person who is over applications and has worked with me to manage all of the EMS systems is retiring at the end of this month, and we . have all new techs, I am concerned about how their team is going to be able to manage all of this work. Any snafus or issues due to personnel changes could be avoided by going with a cloud-based system. Zoll is going to be hosted on our servers and also requires an actual program to be installed and maintained on each field laptop. The financial aspect of the cost of servers, software, and man- hours should be considered when comparing prices -- it needs to be reviewed as a whole, with everything and everyone involved taken into consideration, in my opinion. Don?t get me wrong Zoll is a very powerful product and it may in fact be the best option for our agency, however, I can?t truly say that since I have not been able to test it up against other options. I know I provided additional information, but did I answer all of your questions? Please let me know if there?s anything I can do to help. I hope you have a wonderful day! Resperg?if?i, Lindsay Rjtter Escam?h County @1155: Sa?zty (Department 6575 Wonfi 'W'Smet rPensar:olh, Honda 32505 fP/ione: 850.4 71.6423 Tax; 850.471.6455 WW From: Keith W. Morris Sent: Wednesday, June 5, 2019 7:49 AM To: Lindsay L. Ritter Subject: Information Request Lindsay, Just a couple more questions, What is the status of ESO right now that is, does EMS still operate the through their system? And is there a transition away from them? What is the anticipated date? Thank you again for your assistance gathering this information. Keith W. Morris Department of Public Safety Internal Affairs Investigator 6575 N. Street Pensacola, FL 32505 Of?ce - 850-471-6427 Cell 850-741-9181 CONFIDENTIALITY PUBLIC RECORDS NOTICE: This message and any attachments are for the sole use of the intended reclplentis) and may contain con?dential and privileged Information that is exempt from public disclosure. Any unauthorized review, use, disclosure, or distribution is prohibited. If you have received this message in error, please contact the sender by phone and destroy the original and all copies. Please be aware that the State of Florida has a broad public records law and that any correspondence sent to this email address may be subject to public disclosure. ATTACHMENT 5 CHECK DAWE CHECK No. 01/10f18 10152238 AMOUNT $Hu49,915.00* IEY THE SUM OF FORTY NINE THOUSAND, 5 ZERO CENTS THEME Eso SOLUTIONS INC EEDER PO Box 6?0324 0F DALLAS TX v5267?0324 PDF Copy Only - Non?Negotiable ESCAMBIA COUNTY FLORIDA BDCC VENDOR NO. 421253 CHECK no. 10152738 ACCOUNT PURCH. ORDER INVOICE NUMBER AMOUNT DESCRIPTION 330302 56801 171512 INV00003770 49,915.00 ELECT HEALTH REC SOFT 421253 ESO SOLUTIONS INC