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Perfect Mind Client Project Name City of La Quinta Recreation Software for the City of La Quinta Response to Request for Proposal Date: Reference: Attn: April 13, 2018 Luis Magallanez 2 nd floor, 4333 Still Creek Drive, Burnaby, BC V5C 6S6 Canada Submitted By: Kobe Tafreshi Email: kobe.tafreshi@perfectmind.com Phone: 1 (877) 737-8030 ext. 6311 Original City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 1 Table of Contents 1 Transmittal Letter ..................................................................................................................4 2 Corporate Address .................................................................................................................7 3 Validity Statement .................................................................................................................8 4 Company Profile ....................................................................................................................9 4.1 Company Experience ....................................................................................................... 11 4.1.1 Product Direction and Innovation ................................................................. 11 5 Work Plan / Technical Approach ........................................................................................... 13 5.1 Project Management....................................................................................................... 13 5.2 Implementation Methodology ........................................................................................ 14 5.3 Implementation Plan ....................................................................................................... 15 5.4 Data Migration ................................................................................................................ 17 5.5 Testing ............................................................................................................................. 18 5.6 Training ............................................................................................................................ 20 5.7 Tentative Project Schedule ............................................................................................. 22 5.7.1 Requested Project Schedule ......................................................................... 23 5.7.2 Recommended Project Schedule .................................................................. 25 5.8 Transition to Production ................................................................................................. 27 5.9 Project Team ................................................................................................................... 27 5.10 City Role in Implementation............................................................................................ 28 5.11 Project Assumptions ....................................................................................................... 29 5.12 Documentation ............................................................................................................... 30 6 Cost Estimate ....................................................................................................................... 31 6.1 Standard Pricing .............................................................................................................. 31 6.2 Platform Pricing ............................................................................................................... 31 6.3 Implementation Pricing ................................................................................................... 32 6.4 Pricing Summary ............................................................................................................. 33 7 References ........................................................................................................................... 34 8 Contract Litigation ............................................................................................................... 36 9 Warranty ............................................................................................................................. 37 10 Subcontractors .................................................................................................................... 38 11 Exceptions to Contract Terms ............................................................................................... 39 12 Sample Contract .................................................................................................................. 42 13 Non-Collusion Affidavit ........................................................................................................ 84 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 2 14 Appendix A – Product Requirements .................................................................................... 86 14.1 Activity Registration ........................................................................................................ 86 14.2 Facility Rental Management ........................................................................................... 87 14.3 Membership Management ............................................................................................. 87 14.4 Account Management ..................................................................................................... 88 14.5 Point Of Sale .................................................................................................................... 89 14.6 Miscellaneous .................................................................................................................. 89 15 Appendix B – System Functionality ....................................................................................... 91 15.1 Account Management ..................................................................................................... 91 15.2 Membership Management ............................................................................................. 92 15.3 Activity Setup .................................................................................................................. 94 15.4 Activity Registration ........................................................................................................ 96 15.5 Facility Management ....................................................................................................... 98 15.6 Point of Sale .................................................................................................................. 101 15.7 Payment Processing ...................................................................................................... 103 15.8 General Ledger and Accounting .................................................................................... 104 15.9 Reporting ....................................................................................................................... 105 15.10 Online Customer Access ................................................................................................ 109 15.11 Online Document Center .............................................................................................. 112 15.12 Calendar and Scheduling ............................................................................................... 113 15.13 Communication and Marketing .................................................................................... 114 15.14 Subsidy Management .................................................................................................... 115 15.15 League Management .................................................................................................... 116 15.16 Custom Booking and Child Care .................................................................................... 117 15.17 Staff Management......................................................................................................... 118 15.18 Ticket Management ...................................................................................................... 119 15.19 General Administration ................................................................................................. 119 15.20 Administration Portal (SmartClient) .............................................................................. 120 16 Appendix C - Technical Functionality .................................................................................. 122 16.1 Cloud Hosting ................................................................................................................ 122 16.2 Hosting and Availability ................................................................................................. 123 16.3 Business Continuity and Disaster Recovery - USA......................................................... 124 16.4 Data Access and Security .............................................................................................. 125 16.5 Data Retention and Backup........................................................................................... 126 16.6 User Profiles and Permissions ....................................................................................... 126 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 3 16.7 Business Processes and Workflows ............................................................................... 128 16.8 Audit Logs ...................................................................................................................... 129 16.9 PCI Compliance .............................................................................................................. 129 16.10 API Integration .............................................................................................................. 130 16.11 Supported Software ...................................................................................................... 131 16.12 Recommended Hardware ............................................................................................. 131 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 4 1 Transmittal Letter On the following page is PerfectMind’s cover letter signed by an official authorized to bind the firm. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 7 2 Corporate Address a. Contact Person Kobe Tafreshi Unit 200 – 4333 Still Creek Drive kobe.tafreshi@perfectmind.com 1 (877) 737-8030 ext. 6311 b. Main Office address PerfectMind Inc. Unit 200 – 4333 Still Creek Drive Burnaby, B.C., V5C 6S6 1 (877) 737-8030 c. Service Office PerfectMind Inc. Unit 200 – 4333 Still Creek Drive Burnaby, B.C., V5C 6S6 1 (877) 737-8030 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 8 3 Validity Statement All information and pricing outlined in PerfectMind’s RFP response for the City of La Quinta is valid for a minimum of 90 days. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 9 4 Company Profile a. Number of years in business PerfectMind has been a leader in membership, recreation, and facility management solutions for over 17 years, and has been serving municipalities and parks and recreation departments since 2013. b. Taxpayer identification number 88-0435603 c. Firm ownership Privately held firm. Incorporated in the province of British Columbia. d. Parent company Not applicable With more than 5,000 implementations in 21 countries, PerfectMind Inc. is proud to provide clients in the parks and recreation, health and wellness, education, and association markets with the recreation and facility management tools they need to manage and grow their organizations. We strive to create the best solution for our clients, so they can focus on what's important to them – their customers. PerfectMind’s solution is easy to use, efficient, cost-effective, and accessible anywhere at any time from any device. Features and functions are customer-centric, giving your organization the power to drive your operations, program and facility management, finance, booking, and marketing in a way that fits with existing business processes. Our solution adapts to your organization, supporting you to attract new customers, connect with your community, and keep your business running smoothly. Facilitated by the combination of smart application development and industry standard technologies, PerfectMind’s solution empowers organizations to connect with customers and staff both online and in person with seamless integration across various applications. With our head office located in beautiful Burnaby, British Columbia Canada, PerfectMind has grown to more than 160 employees over the past 17 years. As a values-based company, PerfectMind encourages pride, support, and a relentless pursuit to innovate. Investing heavily in product development, customer service, and technical infrastructure ensures our clients get the solution and support they require to provide the best possible experience for their staff and customers. PerfectMind’s commitment to innovation and top-tier customer service has led to recognition as one of the leading recreation management software providers in North America. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 10 Platform as a Service Meeting the increasing demands of today’s business world can be challenging, which is why PerfectMind offers a fully integrated platform as a service (PaaS) solution, enabling organizations to satisfy their software and service application needs from a single cloud-based source. The PaaS model allows your organization to grow organically without having to budget and commit to capital expenditures for hardware, software, and networking infrastructure. PerfectMind’s solution provides unparalleled customization so simple modifications can be made by City staff without having to issue service of work agreements. The solution can be customized to your organization’s unique needs, enables and integrates future updates, and ensures that software and systems can evolve as your organization grows. PerfectMind takes care of the updates and network maintenance so you can focus on your customers and community. Company History PerfectMind Inc. was founded in 2000 by CEO Farid Dordar. One of the first software companies working strictly with membership management businesses, PerfectMind’s platform was created to solve operational headaches encountered by private member-based organizations, such as martial arts academies. PerfectMind started expanding into new markets in 2013 (including Parks and Recreation), while continuing to serve our large base of valued clients in the martial arts industry. PerfectMind was recognized as one of the 20 most promising CRMs by CIO Review in 2015, and was a finalist in the 2015 North Vancouver Chamber of Commerce Business Excellence Awards. Today, PerfectMind is a leading provider of recreation and facility management software. The company grew rapidly following our expansion into enterprise markets, from around 60 employees in 2014 to over 160 employees today. With the on-going support of our clients, we're committed to supporting and empowering organizations and communities around the world. We are proud to serve more than 3,000 municipalities, health and wellness organizations, academic institutions, school districts, martial arts academies, multi-use recreational facilities, and associations worldwide. Our Mission PerfectMind’s mission is to become the recreation management solution of choice for municipalities and organizations of all sizes. We achieve this by continually developing innovative, intelligent, robust software solutions, giving your staff and customers the support and simplicity they deserve to flourish and participate, with a solution they can utilize and understand. Equal Opportunity Employer PerfectMind is proud to be an equal opportunity employer. All employment decisions are based on an individual’s abilities, skills, performance and cultural fit. PerfectMind does not discriminate against any individual based on gender, race, colour, national origin, pregnancy, sexual orientation, age, religion, disability, veteran status, or any other basis protected by law. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 11 4.1 Company Experience PerfectMind has been a leader in membership, recreation, and facility management solutions for over 17 years, and has been serving municipalities and parks and recreation departments since 2013. Over 37 completed municipal implementations and another 82 projects in various stages of implementation have provided us with exceptional knowledge of the industry, which we develop into best practices that are applied to every project. PerfectMind has years of experience implementing complex solutions, from national health and wellness franchises to large municipalities, and we are confident that PerfectMind can provide the City of La Quinta with a software solution and implementation plan that meets your unique business needs. PerfectMind has gained extensive experience working with parks and recreation departments within North America including: City of Medicine Hat, AB; King County, WA; City of Round Rock, TX; City of Sherwood, OR; and City of West Des Moines, IA. Other large-scale clients utilizing PerfectMind’s solution include the City of Richmond, BC's Olympic Oval, a multi-use indoor sports arena; Z-Ultimate Self Defense Studios, an association with over 90 martial arts locations throughout the United States; and education clients such as Los Gatos-Saratoga Community Education and Recreation, CA and Chilliwack School District, BC. Whether you are implementing a brand-new recreation management solution or transitioning from existing software, data is critical to your day-to-day operations. During the Discovery Phase of implementation, we will discuss what existing data is required to be moved to the PerfectMind solution. PerfectMind's expert team of implementation consultants are experienced with importing data into our solution from many legacy systems, including. Proprietary tools are used to migrate and validate data from your legacy system to PerfectMind's solution. Utilizing internal best practices, PerfectMind’s integrated PaaS solution supports our clients in achieving better day-to-day experiences and community growth by improving both the customer’s front-end experience and staff efficiency by making online registration easier and simplifying workflow processes. Additionally, our implementation projects provide us with insights and knowledge to continuously refine and improve existing internal processes to ensure that we provide the best possible solution and ideal service level to every client. 4.1.1 Product Direction and Innovation PerfectMind’s product direction is continually under iteration to meet the needs of the markets we serve. Given that PerfectMind offers a platform as a service solution, features and functionality are continually being developed for our parks and recreation offering and all other solutions based on customer feedback, market research, and requirements for standard and advanced functionality in the market. PerfectMind regularly reviews and updates our product roadmap to ensure it closely matches client and market needs. PerfectMind’s detailed roadmap is only shared with current clients; however, a high-level future feature list is provided below: • Automated League Scheduling City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 12 • Enhancements to Online Experience • Enhancement to Subsidy module • Equipment Rental (sign-in and sign-out) • AWS Redshift – Data Warehousing • Enhanced integration with Skylogix (door locks) City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 13 5 Work Plan / Technical Approach a. Work Plan Section 5.3, Implementation Plan provides details of how PerfectMind will see a project through from contract award to final acceptance of completion. b. City Role in Implementation Section 5.10, City Role in Implementation outlines the City’s role during the implementation process. The City’s team will be involved in all aspects of PerfectMind implementation. PerfectMind ensures the core admin team at the City has the knowledge necessary to customize and configure the application post implementation phase to satisfy ever evolving business needs. If data migration is required, the City would be responsible for providing and cleaning up data extracted from the legacy application. City staff will also be involved in data entry for some records. More details of the migration plan will be discussed during the discovery stage. 5.1 Project Management PerfectMind aligns to the PMBOK methodology of project management. The project is broken into initiation, planning, execution, and closing phases. At each of these phases we include client sign off of the deliverables to ensure we are in alignment of what we expect to be delivered. Once the project plan has been approved and signed off, any changes will require signoff from both parties to ensure any new dates are appropriately communicated. Furthermore, support will be provided by the dedicated implementation specialist who will be the subject matter expert on the implementation, with the project manager being an escalation point for any unresolved concern. Project Status Communication The City will be provided with both an implementation specialist and a project manager. The project communication management plan will be created during the initiation phase of the project. This plan outlines the frequency of communication and what format. It will be collaborative based on the needs of the stakeholders on the client side. This will outline at various stages of the project who will be in City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 14 communication regarding what. As a single point of contact, the project manager can always be reached regarding any project concerns. Change Control Procedures PerfectMind closely follows the PMBOK methodology for change control. Once a baseline for project scope has been established and signed off by both parties, any changes and or deviations to scope must be approved by both parties. Upon approval, depending on the size of the change, the project plan will be modified accordingly. These changes will be communicated as specified in the communication management plan. Problem Management Procedures As part of our ongoing learnings in PerfectMind, every project is concluded with a lessons learned. These actions and learnings from this are captured by the project manager and passed on to the appropriate functional managers to implement within their department. For more technical related issues, our development team conducts root cause analyses in order to ensure resolution of any software related issues. Tracking and Reporting Mechanisms and Responsibilities PerfectMind closely follows the PMBOK methodology of the monitoring and controlling phase. Project tracking and reporting are done by the project manager and communicated out as specified in the communication management plan. Projects are tracked and managed using Salesforce Cloud Coach. Project Manager Responsibilities PerfectMind’s Project Manager will be the City’s contact for initial project planning and ongoing project scheduling. Some responsibilities of PerfectMind’s Project Manager include: • Conduct Kickoff call • Confirm key information and distribute to internal teams • Send configuration documents • Assign resources to project • Propose and confirm initial service dates • Conducts regular status meetings ensures that all resources are staying on tasks • Managing milestone deliverables • Send Acceptance Forms and invoices 5.2 Implementation Methodology PerfectMind provides our customers with best in class implementation services that include but are not limited to the following: • Providing project road map during project planning and discovery phase • Fit-gap analysis for enterprise workflows • Managing all enterprise requirements and technical specifications for the project City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 15 • Ensuring proposed architecture meets the organizational goals • Ensuring successful implementation of the project by providing: o Project management services o Regular status reports o Quality control o Integrated public facing website o Technical deployment of a dedicated PerfectMind instance for the City o Data migration and verification o Technical integration with third-party applications PerfectMind’s phased implementation plan will allow a comprehensive detailed roll out at a pace ensuring success for the City. 5.3 Implementation Plan Following is an overview of the estimated timeline in regards to each phase of implementation; these timelines will be verified and confirmed during the discovery and requirement gathering phase. The implementation timeline will vary depending on organization size and project scope, with an average implementation taking about 6-8 months from contract signing. The below implementation phases can run in parallel at the discretion of the nominated project manager. Discovery and Requirement Gathering Discovery is an information gathering process meant to dig deep into the high level details and unique business processes of our customer’s organization. It allows our team to understand what is important to the customer’s business, audience, and industry. Here we will interview the team to develop an understanding of how they want the solution to be configured and customized, defining the processes and technical needs of the business. PerfectMind will elicit requirements and have the requirements clarified, consulting our best practices to ensure longevity and success of the project. During the Discovery stage of the project, the project team will determine the required hardware and communicate the information to the City. PerfectMind, can also assist with sourcing and supplying the hardware to customer if existing customer hardware is not compatible or outdated. • Project Initiation Meeting • Detailed Statement of Work • Detailed Fit-Gap Analysis • Detailed Requirement Specification Design and Configuration The design phase is part of the implementation where focus is based on creating a solution configuration that will maximize the system benefits from the information gathered in the Discovery and Requirement phase. The system and software design is prepared from the requirement specifications which were studied in the first phase. The solution is selectively configured to support the required business City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 16 processes. Our project team will work to establish the required configurations and implementation strategies that will then lead into the next phase of the project. • High level requirements walk-through • Installation, configuration, and set-up • Building prototypes • Customization and configuration Data Verification and Testing Once receiving the system design documents, the data verification, coding, and testing will begin. After the code is developed, it is tested against the requirements. This is where the City will ensure the product and work processes are solving the needs addressed and gathered during the earlier phases. During this phase, unit testing, integration testing, system testing, and acceptance testing is done along with ongoing communication between the City and key project team members. • Data importing and validation • Integration • User acceptance testing • Solution set-up Power User Training After completion of the data Verification and Testing stage, the system will be ready for power user and staff training. Training will follow the train the trainer model where the PerfectMind team will conduct training to a group of trainers at the City. The training will be conducted on a Sandbox Environment which is a mirrored version of the production environment. The sandbox environment will be refreshed daily with the most up to date version of the data. • Staff and management training • Final user acceptance Go-Live and Post Go-Live Support Once training is complete, PerfectMind and the City administration team will complete final testing to ensure all hardware connectivity, integrations, and system performance are meeting expectations. After completing all necessary testing and dry runs, the and PerfectMind will finalize a Go-Live plan. To support the City in launching the system, PerfectMind will offer dedicated 24/7 support team to ensure all questions or challenges are addressed immediately. After go-live, a Support hand-off call introduces the appropriate parties within the City’s project team to their assigned PerfectMind Support Manager and Account Manager. Up to 30 days after go-live, any outstanding issues will be resolved by the dedicated team. An implementation log is used to manage the status of any of the outstanding items to ensure accountability throughout the post-go live portion of the project. • Dry run no. 1 • Load testing • Performance testing City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 17 • Dry run no. 2 • Go-Live planning • Go-Live deployment • Post-implementation support 5.4 Data Migration When implementing PerfectMind from a current system, there are two options for data migration. PerfectMind builds a tailored migration plan for every location and site. The migration plan typically follows the trickle-down principle to minimize the downtime for the City. The duration of the migration project is dependent on: • Complexity of legacy data • Migration Plan and Scope (Objects, Fields and Functions required for migration) • Resource availability in completing the migrating validation and data clean up • Accessibility of legacy data PerfectMind offers two options for data migration: 1. No Data Migration - Fresh Start/Clean Database: This method is selected for clients who currently do not have a database or the data in current legacy software is corrupt or inaccurate. In these circumstances, PerfectMind’s implementation team will recommend the City to use PerfectMind without migrating legacy data. This will give the City the opportunity to build a clean database with accurate data. Information that will be manually added to the system includes but is not limited to: • Client/Customer and Account Information: This information can be added to the database by staff while registering customers to courses or selling memberships. Customers also have the ability to add their own information using the self-serve online portal or using the online registration or reservation process. • Customer and Account Balances: Credit or Owing Balances can be added to customer accounts using the Account Adjustment feature. • Memberships and Transactions: Customer Memberships would be manually added to each Account/Customer. • Events/Courses/Activities: All Courses/Events and Activities for a new season must be added to the system manually by City staff. • Rental Agreements/Contracts: Remainder of the rental contracts will be manually added in PerfectMind. • GL accounts will be added to PerfectMind system manually by City staff. PerfectMind recommends that the City complete manual entry of all data as this provides the opportunity to create a clean database and is also a great training opportunity for City staff. 2. Data Migration (Partial): For this strategy, PerfectMind will utilize pre-developed scripts and tools created to migrate legacy information to the new system. The data and objects that will be migrated as part of this plan are: City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 18 • Client/Customer and Account Information • Customer Balances (Credit or Owing Balances) • Active Memberships (the import of memberships will create the needed GL Transactions) • GL Accounts Information such as Courses and Rental Contracts will be manually entered into PerfectMind. The automated migration will be first completed in a sandbox environment to be validated by the City. Upon receiving approval from the City, PerfectMind will perform the migration with a refreshed version of the data in the Production Environment. PerfectMind recommends the information related to courses to be manually entered for all migration plans. It is common that the City first rolls over the season in a legacy program and upon finalizing the schedule, rebuilding it in PerfectMind. Data Migration Process 5.5 Testing Training and testing phases will begin upon completion of the setup and configuration phase. A test environment (Sandbox) will be set up for the City during the Implementation phase. PerfectMind’s Project Manager will work with the City to ensure all user acceptance testing is validated. Functional Testing During the Configuration phase, PerfectMind will build a demo database using the information gathered during the Discovery phase. This database is demonstrated to the City to show how information will be presented in the software. In addition, the demonstration will cover main business processes and required City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 19 functions communicated during the RFP and Discovery phases. This is an opportunity for the client to provide feedback on the template design. Software Configuration Verification The PerfectMind team performs software verification upon completion of the Configuration phase. The PerfectMind team conducts testing to ensure all modules are correctly configured. Testing is performed on all modules that require configuration including: · User Permissions · Organizational Settings · Accounting and Billing Settings · Automations and Workflows · Facilities · Fees and Rates · Staff · Permissions · Service and Programs · Memberships · Discounts and Promotional Codes · Products and Equipment · Hardware · Reporting Operational Testing Upon completion of the Configuration stage, PerfectMind will provide the City with a Sandbox environment in order to complete the necessary testing of the system modules. The Sandbox is an exact copy of the production environment. At this stage, the City can involve real users to test all business processes and modules. Performance (Benchmark) Testing In addition to the regular performance tests conducted by PerfectMind, a tailored benchmark test is conducted for every project. The following steps are completed during performance testing: 1. Identify the Test Environment. Identify the physical test environment and the production environment as well as the tools and resources available to the test team. The physical environment includes hardware, software, and network configurations. Having a thorough understanding of the entire test environment at the outset enables more efficient test design and planning, and helps PerfectMind to identify testing challenges early in the project. In some situations, this process must be revisited periodically throughout the product’s life cycle. 2. Identify Performance Acceptance Criteria. Identify the response time, throughput, and resource utilization goals and constraints. In general, response time is a user concern, throughput is a business concern, and resource utilization is a system concern. Additionally, identify project success criteria that may not be captured by those goals and constraints; for example, using performance tests to evaluate what combination of configuration settings will result in the most desirable performance characteristics. 3. Plan and Design Tests. Identify key scenarios, determine variability among representative users and how to simulate that variability, define test data, and establish metrics to be collected. Consolidate this information into one or more models of system usage to be implemented, executed, and analyzed. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 20 4. Configure the Test Environment. Prepare the test environment, tools, and resources necessary to execute each strategy as features and components become available for test. Ensure that the test environment is instrumented for resource monitoring as necessary. 5. Implement the Test Design. Develop the performance tests in accordance with the test design. 6. Execute the Test. Execute tests. Validate the tests, test data, and results collection. Execute validated tests for analysis while monitoring the test and the test environment. 7. Analyze Results, Report, and Retest. Consolidate and share results data. Analyze the data both individually and as a cross-functional team. Reprioritize the remaining tests and re-execute them as needed. When all of the metric values are within accepted limits, none of the set thresholds have been violated, and all of the desired information has been collected, testing is complete for that particular scenario on that particular configuration. Final Acceptance Testing Upon moving the client to the production environment, PerfectMind and the City will conduct the final user acceptance testing. User acceptance template documents will be provided by PerfectMind to assist with this process. User acceptance testing will be conducted on all system modules and components, including: · Customer Management · Self-Service Customer Experience · Course Registration · Membership Management · Facility Reservation and Booking · Payment Processing · Point of Sale System · Staff Management · Accounting · Email Marketing Module · Hardware 5.6 Training PerfectMind develops tailored training sessions based on the specific needs of the City. Our training team is comprised of three experienced Software Trainers who are experts in all aspects of the system. With a combined 18 years of experience, PerfectMind’s training team provides the City with a comprehensive training experience. Training is conducted during two distinct phases during the implementation process: • Configuration Training: Initial training for administrators, functional experts, and IT representatives will be provided by PerfectMind’s Implementation Consultants during the product Configuration Phase. • Power User Training: Train-the-Trainer sessions are conducted by PerfectMind’s Trainers upon the completion of product configuration. Configuration Training During the Configuration Phase of implementation, stakeholders in all departments are provided with hands-on training on how to set up the software. The goal is to create the level of knowledge within the City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 21 City’s core administrator groups so they are able to modify and work with the software as needed without relying on a third party for support. During configuration, the City’s team is trained on everything from the basic global settings of the system to the granular settings that affect day-to-day use. This includes setting up customer accounts, memberships, billing settings, calendars, facility bookings, marketing, and point of sale. In addition to these, custom workflows and automations are created to reduce the time needed for manual work. The City’s team will be provided with configuration “homework” and a sandbox database to practice and truly understand the system. Power User Training PerfectMind’s training team utilizes the Train-the-Trainer methodology. Our Trainers instruct the City’s selected power users to be proficient with the PerfectMind software. This builds a pool of competent City instructors who will then conduct their own end-user training sessions for front-line staff. Our Implementation team will work with the City to identify power users and schedule them for training sessions. Every Power User training session build upon information from the previous session for a thorough understanding of the system. Accessible for all audiences and skill levels, training sessions are comprised of overviews, demonstrations and hands-on practice for all applicable modules of PerfectMind. PerfectMind will work with the City to evaluate product knowledge throughout the implementation process to ensure that all power users are sufficiently skilled with the PerfectMind system. The standard length of Power User training is 3 days; however, this can be customized to meet your organization’s specific needs. A brief overview of PerfectMind’s standard 3-day training plan is provided in the following table. Day 1 Day 2 Day 3 Client & Account Management Program Registration Facility Booking Point of Sale Managing Attendance Online Experience Membership Sales Marketing and Communications On-site and Remote Training All training can be provided on-site or remotely, depending on the audience and the needs of the City; travel fees will apply for on-site training sessions. An on-site training environment should include these recommended features: • Boardroom or classroom setup • Table/seat near the front of the room • Workstations for each training participant (2 per station if needed) City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 22 • Workstations with access to download and install GoToMeeting • Internet access for each workstation • A projector or large TV with HDMI/VGA connection capabilities • Hardware peripherals such as a scanning station, receipt printer (if needed), ID Card/Gift card printer (if needed) A remote training environment should include these recommended features: • Telephone with speakerphone capabilities • Microphone capable workstations for each training participant (2 per station if needed) • Workstations with access to download and install GoToMeeting • Internet access for each workstation • Hardware peripherals such as a scanning station 5.7 Tentative Project Schedule A tentative project schedule is provided on the following page(s). This schedule will be further refined during the Discovery Phase. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 23 5.7.1 Requested Project Schedule Please find attached a requested project schedule based on the desired project completion date of June 30, 2018. A typical project plan is not adaptable to undertake a project from contract award 15 May to completion in six weeks 30 June. On the requested project schedule view, there is a shortened discovery phase and a significant reduction in the homework for the configuration. PerfectMind notes that clients typically take longer than the recommended view for the homework. The UAT is cut down significantly and own staff training has also been reduced. ID Task NameDuration Start Finish Resource Names0La Quinta, CA188 daysTue 18-05-15Thu 19-01-311Phase 1 - Project Kickoff3 daysTue 18-05-15Thu 18-05-172Contract Sign0 daysTue 18-05-15Tue 18-05-15Client Sponsor3Review Documentation (RFP, Client Docs)1 dayTue 18-05-15Tue 18-05-15PM Implementation 1,PM Project Manager 14Kickoff Prep1 dayWed 18-05-16Wed 18-05-16PM Project Manager 15Kickoff Call1 dayThu 18-05-17Thu 18-05-17Client Finance,Client IT,Client Sponsor,Client System Admin,PM Project Manager 16Create Live Environment1 dayTue 18-05-15Tue 18-05-15PM Implementation 17Acceptance Form A - Project Kickoff0 daysTue 18-05-15Tue 18-05-15Client Sponsor,Client System Admin,PM Project Manager 18Phase 2 - Project Initiation5 daysFri 18-05-18Thu 18-05-249Discovery Prep1 dayFri 18-05-18Fri 18-05-18PM Implementation 1,PM Project Manager 110Discovery Session2 daysMon 18-05-21Tue 18-05-22Client Finance,Client IT,Client Sponsor,Client System Admin,PM Implementation 1,PM Project Manager 111Discovery Summary2 daysWed 18-05-23Thu 18-05-24PM Implementation 112Create Project Plan1 dayWed 18-05-23Wed 18-05-23PM Project Manager 113Acceptance Form B - Project Initiation0 daysWed 18-05-23Wed 18-05-23Client Sponsor,Client System Admin,PM Project Manager 114Phase 3 - System Admin Training and Configuration58 daysThu 18-05-31Mon 18-08-2015Database Setup1 dayThu 18-05-31Thu 18-05-31PM Implementation 116System Admin Training11 daysMon 18-06-18Mon 18-07-02Client System Admin,PM Implementation 117Client Configuration Homework35 daysTue 18-07-03Mon 18-08-20Client System Admin18Acceptance Form C - Software Configuration & Reports0 daysMon 18-08-20Mon 18-08-20Client Sponsor,Client System Admin,PM Project Manager 119Phase 4 - Data Migration49 daysThu 18-05-24Tue 18-07-3120Prep for Import21 daysThu 18-05-24Thu 18-06-21Client System Admin,PM Import Resource21Import7 daysFri 18-06-22Mon 18-07-02PM Import Resource22Import Validation21 daysTue 18-07-03Tue 18-07-31Client System Admin,PM Import Resource23Acceptance Form D - Data Conversion0 daysMon 18-08-20Mon 18-08-20Client Sponsor,Client System Admin,PM Project Manager 124Phase 5 - End User Training6 daysTue 18-08-21Tue 18-08-2825Prepare User Training Documentation3 daysTue 18-08-21Thu 18-08-23Client Staff,Client System Admin26User Training3 daysFri 18-08-24Tue 18-08-28Client System Admin27Acceptance Form F - Training and Documentation0 daysMon 18-10-01Mon 18-10-01Client Sponsor,Client System Admin,PM Project Manager 128Phase 6 - Quality Assurance and End User Training30 daysMon 18-10-01Fri 18-11-0929Quality Assurance2 daysMon 18-10-01Tue 18-10-02Client System Admin30UAT20 daysFri 18-10-05Thu 18-11-01Client Staff,Client System Admin31Go-Live Checklist Review1 dayFri 18-11-02Fri 18-11-02Client System Admin,PM Project Manager 132Client staff training5 daysMon 18-11-05Fri 18-11-0933Acceptance Form E - System and Functional Acceptance Testing 0 daysMon 18-11-12Mon 18-11-12Client Sponsor,Client System Admin,PM Project Manager 134Phase 7 - Go-Live and Support47 daysTue 18-11-13Thu 19-01-1735Go-Live Preparations1 dayMon 19-01-14Mon 19-01-14Client System Admin,PM Implementation 136Go-Live0 daysTue 18-11-13Tue 18-11-13Client Finance,Client IT,Client Sponsor,Client Staff,Client System Admin,PM Implementation 1,PM Import Resource37Go-Live Assistance3 daysTue 19-01-15Thu 19-01-17Client System Admin,PM Implementation 138Phase 8 - Post Implementation Support3 daysTue 19-01-29Thu 19-01-3139Support Handoff1 dayTue 19-01-29Tue 19-01-29Client System Admin,PM Project Manager 1,PM Support40Finalize Project Documentation1 dayThu 19-01-31Thu 19-01-31PM Project Manager 141Acceptance Form G - Go-Live0 daysThu 19-01-31Thu 19-01-31Client Sponsor,Client System Admin,PM Project Manager 1'18 Feb 25Page 1 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 25 5.7.2 Recommended Project Schedule PerfectMind has provided a recommended project schedule to reduce concerns outlined in the requested project completion date. ID Task NameDuration Start Finish Resource Names0La Quinta, CA188 daysTue 18-05-15Thu 19-01-311Phase 1 - Project Kickoff3 daysTue 18-05-15Thu 18-05-172Contract Sign0 daysTue 18-05-15Tue 18-05-15Client Sponsor3Review Documentation (RFP, Client Docs)1 dayTue 18-05-15Tue 18-05-15PM Implementation 1,PM Project Manager 14Kickoff Prep1 dayWed 18-05-16Wed 18-05-16PM Project Manager 15Kickoff Call1 dayThu 18-05-17Thu 18-05-17Client Finance,Client IT,Client Sponsor,Client System Admin,PM Project Manager 16Create Live Environment1 dayTue 18-05-15Tue 18-05-15PM Implementation 17Acceptance Form A - Project Kickoff0 daysTue 18-05-15Tue 18-05-15Client Sponsor,Client System Admin,PM Project Manager 18Phase 2 - Project Initiation7 daysFri 18-05-18Mon 18-05-289Discovery Prep1 dayFri 18-05-18Fri 18-05-18PM Implementation 1,PM Project Manager 110Discovery Session3 daysMon 18-05-21Wed 18-05-23Client Finance,Client IT,Client Sponsor,Client System Admin,PM Implementation 1,PM Project Manager 111Discovery Summary3 daysThu 18-05-24Mon 18-05-28PM Implementation 112Create Project Plan1 dayThu 18-05-24Thu 18-05-24PM Project Manager 113Acceptance Form B - Project Initiation0 daysThu 18-05-24Thu 18-05-24Client Sponsor,Client System Admin,PM Project Manager 114Phase 3 - System Admin Training and Configuration80 daysFri 18-06-01Thu 18-09-2015Database Setup3 daysFri 18-06-01Tue 18-06-05PM Implementation 116System Admin Training11 daysThu 18-06-21Thu 18-07-05Client System Admin,PM Implementation 117Client Configuration Homework55 daysFri 18-07-06Thu 18-09-20Client System Admin18Acceptance Form C - Software Configuration & Reports0 daysThu 18-09-20Thu 18-09-20Client Sponsor,Client System Admin,PM Project Manager 119Phase 4 - Data Migration49 daysFri 18-05-25Wed 18-08-0120Prep for Import21 daysFri 18-05-25Fri 18-06-22Client System Admin,PM Import Resource21Import7 daysMon 18-06-25Tue 18-07-03PM Import Resource22Import Validation21 daysWed 18-07-04Wed 18-08-01Client System Admin,PM Import Resource23Acceptance Form D - Data Conversion0 daysThu 18-09-20Thu 18-09-20Client Sponsor,Client System Admin,PM Project Manager 124Phase 5 - End User Training6 daysFri 18-09-21Fri 18-09-2825Prepare User Training Documentation3 daysFri 18-09-21Tue 18-09-25Client Staff,Client System Admin26User Training3 daysWed 18-09-26Fri 18-09-28Client System Admin27Acceptance Form F - Training and Documentation0 daysMon 18-10-01Mon 18-10-01Client Sponsor,Client System Admin,PM Project Manager 128Phase 6 - Quality Assurance and End User Training56 daysTue 18-10-02Tue 18-12-1829Quality Assurance3 daysTue 18-10-02Thu 18-10-04Client System Admin30UAT40 daysTue 18-10-09Mon 18-12-03Client Staff,Client System Admin31Go-Live Checklist Review1 dayTue 18-12-04Tue 18-12-04Client System Admin,PM Project Manager 132Client staff training10 daysWed 18-12-05Tue 18-12-1833Acceptance Form E - System and Functional Acceptance Testing 0 daysTue 18-12-18Tue 18-12-18Client Sponsor,Client System Admin,PM Project Manager 134Phase 7 - Go-Live and Support20 daysThu 18-12-20Thu 19-01-1735Go-Live Preparations1 dayMon 19-01-14Mon 19-01-14Client System Admin,PM Implementation 136Go-Live0 daysThu 18-12-20Thu 18-12-20Client Finance,Client IT,Client Sponsor,Client Staff,Client System Admin,PM Implementation 1,PM Import Resource37Go-Live Assistance3 daysTue 19-01-15Thu 19-01-17Client System Admin,PM Implementation 138Phase 8 - Post Implementation Support3 daysTue 19-01-29Thu 19-01-3139Support Handoff1 dayTue 19-01-29Tue 19-01-29Client System Admin,PM Project Manager 1,PM Support40Finalize Project Documentation1 dayThu 19-01-31Thu 19-01-31PM Project Manager 141Acceptance Form G - Go-Live0 daysThu 19-01-31Thu 19-01-31Client Sponsor,Client System Admin,PM Project Manager 1'18 Feb 25Page 1 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 27 5.8 Transition to Production PerfectMind’s transition plan works within a hard go-live methodology in which the City will be using their current system while the PerfectMind solution is being implemented and tested. Once the City feels comfortable with the PerfectMind installation and signs off on the user acceptance testing milestone, they will be switched over from their current system to PerfectMind’s platform on a specific go-live date. PerfectMind provides post-implementation support after go-live in order to ensure a seamless transition to the new system. PerfectMind has the ability to take a phased approach to implementation if desired by the City; however our preference is to switch all modules over at the same time in order to fully test and practice on the system and take a client through all required work processes. 5.9 Project Team The following table provides an outline of the PerfectMind staff and percentage of time dedicated to the project. Most project roles will be assigned upon notification of project award based on current utilization and availability. Project Role Brief Description of Project Responsibilities % Time Dedicated to Project Project Sponsor Serves as escalation point; oversees project team. 5-10% Project Manager Oversees entire project from Discovery to Go-Live. 60-80% Implementation Consultant Conducts business process review, provides configuration training and configuration assistance. Resource will be available through Go-Live. 60-80% Trainer Conducts training on the use of PerfectMind as it applies to client staff. Provides train-the-trainer training as well as training documents. Assists with training curriculum. 15-20% System Engineer Responsible for design and technical implementation, including workflows. 60-80% Service Manager Responsible for training of client administrator and client product champions. 60-80% Quality Assurance Analyst Responsible for building a test plan, test cases and executing a test plan. 60-80% City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 28 Technical Support Manager Provides 24/7/365 technical support. 100% Development Manager Development requirements. 15-20% Project Team Organization Chart 5.10 City Role in Implementation The City’s team will be involved in all aspects of PerfectMind implementation. PerfectMind ensures the core admin team at the City has the knowledge necessary to customize and configure the application post implementation phase to satisfy ever evolving business needs. If data migration is required, the City would be responsible for providing and cleaning up data extracted from the legacy application. City staff will also be involved in data entry for some records. More details of the migration plan will be discussed during the discovery stage. For training, the City will be responsible for organizing staff necessary to attend the training session. PerfectMind follows the train-the-trainer methodology, so upon completion of the training for trainers, the trainers (City Staff) are responsible to complete the training for other resources in the organization. City staff will also be involved in User Acceptance Testing prior to Go Live to ensure all business processes for the City are configured in PerfectMind to the City’s satisfaction. City Staff Requirements The following table provides an estimate of the percentage of time City staff are expected to be dedicated to the project during the time they are required to assist with implementation; this will be refined after a thorough Discovery session with the City. PerfectMind assumes that these staffing resources and any required hardware resources will be available when and as they are needed. Typically, PerfectMind will City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 29 block 1 week at a time with staff for training, during which time they are required to be 100% dedicated to the project. The number of total weeks needed will vary depending on client size and project scope. Staff Dedicated to Project Brief Description of Project Responsibilities % Time Dedicated to Project SMALL Project Manager Main point of contact with PerfectMind’s implementation team; responsible for all project communication. Oversees project from start to finish; responsible for overall success of the project. 45% Power Users Consists of users from different functions, each contributing to the implementation project with their area of expertise such as program registration, facility booking, POS sales, equipment rental, etc. Power users will receive admin training, and they will be responsible for training the rest of the client staff. 50% Finance Work with PerfectMind’s implementation team on accounting settings, GL accounts, and reports to ensure client’s accounting and financial needs are met and accounts are balanced. 40% Information Technology Work with PerfectMind’s implementation team to configure current hardware and work on customer integrations as needed, and work on configuring new hardware, if applicable. 40% Leadership To provide support on the implementation project and change management. 5% Project Sponsor To provide support on the implementation project and change management, as well as make important project decisions such as change of go-live date, delivery of training (onsite vs remote), and staffing needs. 5% Program Registration To work with the PerfectMind team to ensure programs and courses are entered correctly, and, if applicable, work on brochure export with the assistance of the PerfectMind team. 40% End Users The end users of the PerfectMind solution who are not a part of the core project team: front desk staff, volunteers, instructors, administrators, IT, accounting, and other user groups . 40% 5.11 Project Assumptions Project assumptions are listed below; these will be discussed in more detail during the Discovery phase. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 30 • Project staff / IT resources will be available when and as they are needed. • Required hardware resources will be available when and as they are needed. • Issues will be identified and resolved in a timely manner. • Business needs will support the execution of the project. • Subscription fee will be based on the number of locations and total revenue for the previous year the contract is signed. 5.12 Documentation All implementation and training documentation will be provided to the City in soft copy or online format. PerfectMind’s implementation team will provide the City with an organized list of the material during the Configuration stage (Configuration Handbook) and after End User training. All documentation can be printed and distributed to staff members as needed. The City is encouraged to browse help.perfectmind.com for an example of PerfectMind’s online documentation, which includes in-depth help files and FAQs. Online Help Screen City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 31 6 Cost Estimate 6.1 Standard Pricing Unlike “transaction-based” pricing models, which come at a significantly higher cost with every transaction, PerfectMind’s tiered pricing is simple and affordable. Our “usage-based” pricing is built based on the usage of the system by your organization. Usage is calculated by using your initial estimated annual revenue; this way we ensure to provide you with the most competitive and fair pricing model. Standard Annual Fee Your annual fee will remain the same for the duration of your contract, even in the event your revenue increases. PerfectMind’s standard subscription includes feature updates and 24/7/365 support for no additional cost. Users PerfectMind is a profile-based platform as a service (PaaS) solution that can accommodate thousands of users (e.g. full-time, part-time employees) all logged in simultaneously. Your licensing will include an unlimited number of users allowing all your staff, instructors, coaches and, or volunteers to fully utilize the system with no additional cost. Group Discount Pricing PerfectMind employs a Group Pricing Discount Program in the event other organizations are interested in obtaining and utilizing PerfectMind’s software. A group discount will be processed if we receive the referral, along with a letter of intent from the interested parties within one hundred and twenty days of signing the contract from the initial organization. Beneficial and helpful, PerfectMind wants to support your community and others with our group pricing discount option. Project Payments Payments are based on project milestones and deliverables. Once milestones are successfully reached and signed-off, payments are due as agreed upon in the payment schedule. Payment schedules are developed during the Discovery phase. 6.2 Platform Pricing PerfectMind uses a sliding algorithm that places your revenue in the precise location within the chart below. This calculates the exact percentage that will be used to obtain the annual subscription cost for your organization. PerfectMind has determined your organization’s “usage-rate” based on the City of La Quinta’s details. PerfectMind is using a flat rate which corresponds to your revenue amount of $150,000. The total annual subscription cost of PerfectMind’s platform for the City of La Quinta is: $4,000.00 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 32 6.3 Implementation Pricing PerfectMind’s Implementation project is comprised of the following milestones: 1. Project Kickoff 2. Discovery (requirement gathering) 3. Configuration (system setup) 4. Data Migration (data conversion from legacy system to PerfectMind) 5. Training (staff training and access to training library) 6. User Acceptance Testing 7. Go-Live (switch over to PerfectMind) All pricing for Professional and Implementation services is an estimate based on PerfectMind’s best understanding of your business and on what work is required to ensure a successful project. Implementation Item Service Hours Hourly Unit Rate Price Project Management 6 $150 $900.00 Discovery 8 $125 $1,000.00 Configuration 16 $125 $2,000.00 Training 0 $150 $1,375.00 Data Migration and Validation (Partial) TBD $150 TBD Go-Live 5 $150 $750.00 Total One-Time Implementation Cost $6,025.00 On-Site Professional Services Pricing Cost of Travel (includes accommodation, transportation, food, and insurance) $550/day + Flight Cost City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 33 Professional Services Pricing PerfectMind’s implementation is completed as a fixed-cost project. If any additional hours are required to complete items outlined in the scope of work identified during the discovery phase, PerfectMind does not charge additional fees for those extra hours to complete the project. However, if additional features are requested or if project scope changes from the initial discovery phase, our hourly rates for professional services are: Role Hourly Rate Professional Services $150 Project Management $150 Programmer/Analyst $250 Technical Support Analyst $150 Training (Post Go-Live) $150 6.4 Pricing Summary Resource Cost Description Amount Subscription License Annual $4,000.00 Implementation One-time $6,025.00 Total Year 1 Cost $10,025.00.00 Total Year 2 Cost $4,000.00 Total Year 3 Cost $4,000.00 Total Year 4 Cost $4,000.00 Total Year 5 Cost $4,000.00 Total Cost Years 1-5 $26,025.00 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 34 7 References With over 3,000 projects successfully completed and implemented in the last five years, below are some of PerfectMind’s client references: Client Name City of Richmond Olympic Oval Client Address 6111 River Road, Richmond, BC, V7C 0A2 Reference Name & Title Hussein Kurji, IT Program Manager Reference Phone 1 (604) 837-9808 Reference Email hkurji@richmondoval.ca Project Manager Nima Jazbi Project Scope The Richmond Olympic Oval is a $180,000,000.00 multi-indoor sports arena facility constructed for the 2010 Olympic Winter Games that hosts multiple and various programs including a museum, sports leagues, activities, and classes. PerfectMind has implemented a comprehensive system that encompasses all of the above elements in compliance and coordination with the City’s requirements and work processes. Richmond Olympic Oval uses PerfectMind to manage their clients for facility booking, activity registration, memberships, and point of sale items. There is also a retail store and an Olympic museum located inside the facility. Implementation Start Winter 2014 Go-Live Summer 2015 Client Name Los Gatos-Saratoga Community Education and Recreation Client Address 123 E Main St, Los Gatos, CA 95030 Reference Name & Title Harrison Paist, Finance Manager Reference Phone 1 (408) 207-4905 Reference Email hpaist@lgsrecreation.org Project Manager Nima Jazbi Project Scope Los Gatos-Saratoga Community Education and Recreation was formed in 1956 by the Los Gatos-Saratoga Union High School District. Commonly known as “LGS Recreation”, the department ensures the effective and efficient provision of community education and recreation services to the communities of Los Gatos, Saratoga, Monte Sereno and Mountain communities. Los Gatos-Saratoga Community Education and Recreation uses PerfectMind to manage their courses, facility bookings, rentals, City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 35 memberships, and point of sale items. Their project also includes a summer school program and child care module. Implementation Start Fall 2015 Go-Live Winter 2015 Client Name City of Medicine Hat Client Address 2000 Division Ave NW, Medicine Hat, AB T1C 1X9 Reference Name & Title Natalie Sauer, Superintendent of Recreation Reference Phone 1 (403) 529-8344 Reference Email natsau@medicinehat.ca Project Manager Robert Thomasson Project Scope With 3 large recreation centers and several smaller facilities including swimming pools and ice rinks, the City of Medicine Hat provides a diverse recreation program for their community. The City of Medicine Hat uses PerfectMind to manage their clients for facility booking, activity registration, memberships, and point of sale items. Implementation Start Winter 2015 Go-Live Spring 2016 Client Name City of West Des Moines Client Address 4200 Mills Civic Parkway, West Des Moines, IA 50265 Reference Name & Title Allison Ullestad - Recreation Coordinator Reference Phone 1 (515) 222-3455 Reference Email allison.ullestad@wdm.iowa.gov Project Manager Robert Thomasson Project Scope The City of West Des Moines is one of the fastest growing communities in Iowa. The City provides a wide variety of recreational services including operating a full service community center, softball complex, baseball complex, two outdoor aquatic centers, spray grounds, and nature lodge. Program areas include adult sports, aquatics, fitness, youth, seniors, and cultural arts. The City of West Des Moines uses PerfectMind for activity registration, private and drop-in classes, facility booking, childcare, reporting, memberships, and point of sale items. Implementation Start Spring 2015 Go-Live Summer 2015 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 36 8 Contract Litigation PerfectMind has no past or ongoing contract failures, any civil or criminal litigation or investigation pending within the last five years. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 37 9 Warranty PerfectMind represents and warrants to the City of La Quinta that (a) the Platform will perform materially in accordance with the documentation therefor under normal use and circumstances; (b) the Professional Services will be performed in a diligent and workmanlike manner consistent with standards generally observed in the industry for similar services, and the Work Product will materially conform to the Statement of Work upon acceptance, and PerfectMind will use all commercially reasonable efforts to remedy any material non-conformance of the Work Product to the Statement of Work in an expeditious manner; and (c) the functionality of the Platform will not be materially decreased during the Term, subject to the other provisions of the Agreement. For clarity, PerfectMind will not be responsible for and the warranties provided by PerfectMind do not apply to situations where improper or inadequate installation or maintenance of software or hardware that the City of La Quinta uses to access or utilize, or otherwise in connection with, the Platform or Customer Data, or failure to properly configure the Platform for use in connection with such hardware or software is the cause of a failure or malfunction. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 38 10 Subcontractors PerfectMind does not plan to utilize subcontractors for the purposes of this project; however if this changes, PerfectMind will obtain the City’s consent and approval. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 39 11 Exceptions to Contract Terms PerfectMind has reviewed the City’s Master Software License Agreement. PerfectMind’s exceptions to the City of La Quinta’s terms and conditions are provided in the following table. PerfectMind is open to negotiate on the terms of the contractual agreement to satisfy both the City of La Quinta and PerfectMind. Page # Term Proposed Change / Comment Pg 1 1 Definitions (b) Note to City. Vendor provides software as a service (SaaS). Therefore, there won't be any software installation. However, the implementation process will be subject to a similar process for phases by phase completion by Vendor and acceptance by City. Pg 1 2 License (b) Exception. Delete the word "perpetual". In a SaaS model, the license will be for the terms of the agreement. Pg 1 2 License (d) Note to City. As a SaaS offering, City will not have access to "copies" of the software. City will have access to a separate test/training environment, apart from the production environment. Pg 2 2 License (f) Exception. This section is to be deleted. In a SaaS model, City will not be able to produce any derivative work. All fixes, improvements, etc. will be developed by and owned by Vendor. Pg 2 2 License (g) Exception. Almost all manuals will be provided on-line. User Manuals. Vendor shall provide City with a minimum of three (3) paper copies and one (1) CD copy of the user manuals, and the manuals shall be updated with each new release of the Software and shall be updated no less than annually. Pg 2 2 License (g) Exception: Insert "acting reasonably" after "City" Pg 2 3 Delivery, Installation, Data conversion, Testing and Acceptance Exception. Please reference our included Contract, specifically Exhibit B for our approach. Pg 2 3 (b) Installation Note to City. Vendor provides software as a service (SaaS). Therefore, there won't be any software installation. However, the implementation process will be subject to a similar process for phases by phase completion by Vendor and acceptance by City. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 40 Pg 3 3 (e) Testing Exception. As noted previously, is the SaaS model there will be phase by phase completion, testing where applicable, and acceptance. This section needs to be revised to reflect that process. Pg 4 7 Warranty Period Note to City. Under the SaaS model, the warranty will provided according to the SLA, and software maintenance is included in the annual subscription (license) fee. Pg 8 8 Indemnification Exception: Vendor expects to have an exclusion of liability provision excluding liability for consequential, indirect and other remote damages, and a limitation of liability provision capping the maximum liability of the parties to a figure that is commensurate with a value of the contract. Pg 4 9 Insurance Exception. Vendor has Worker’s Compensation insurance in accordance with all the statutory requirements of the Province of British Columbia, Canada, relating to worker’s compensation insurance and the limits therein. Vendor's employees who will perform the professional services will have coverage under Vendor’s worker’s compensation insurance while working on site for City. Pg 5 10 Source Code Note to City. Please reference the following where we indicate our agreement to enter into Source Code Escrow. Software Source Code Escrow. Concurrent with the execution of this Agreement, PerfectMIND will deposit a source code version of the software component of the Platform other than any third party software (the “Software”) with all necessary passwords and software keys (the “Source Code”) with a third party escrow holder (the “Escrow Holder”). PerfectMIND will update the Source Code with all Enhancements and new releases and with any bug fixes or workarounds provided to Customer. The annual escrow fees will be borne entirely by Customer. The escrow agreement for the Source Code deposit will name Customer as beneficiary and will provide for the release of the Source Code to Customer if PerfectMIND becomes insolvent; if any proceedings are commenced or taken for the dissolution, liquidation or winding up of PerfectMIND; or if a trustee, receiver or other person with similar powers is appointed in respect of PerfectMIND in respect of all or a substantially all of its property or assets; or if PerfectMIND ceases to carry on all or substantially all of its business; or if any proceedings involving PerfectMIND involving its bankruptcy or insolvency are taken under any legislation dealing with insolvency are taken under any legislation dealing with creditor’s rights; or PerfectMIND makes any assignment or proposal in bankruptcy or City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 41 any other assignment or proposal for the benefit of creditors (“Release Conditions”). PerfectMIND will have a forty-five (45) day cure period to rectify any of the foregoing Release Conditions after the receipt of a written notice from Customer. Upon the release of the Source Code to Customer, Customer will only use the Source Code in accordance with this Agreement and will only use the Source Code internally for the purpose of providing maintenance, and support for, or to add functionality to the Software. PerfectMIND covenants that the Source Code, and all Enhancements, new releases, updates, bug fixes and workarounds deposited into escrow will include all documentation and materials necessary for a competent programmer to compile, verify, maintain, and support the Source Code. Pg 5 10 Source Code Para 2 Exception. The cost of escrow will be paid by City. Pg 5 11 (b) Termination Exception: Termination for convenience is not acceptable and should be deleted. Vendor's business model and pricing requires a multi-year commitment. Pg 6 14 (a) Complete Agreement Exception. PerfectMind is willing to insert our response to the City’s Technical Matrix into the final agreement. Other portions of the RFP response utilize marketing terms or imagery which aren’t necessarily suitable for a contract Pg 9 14 (n) Prohibition against Assignment Exception: Insert "Notwithstanding the foregoing Vendor may assign this Agreement to (i) a parent or subsidiary; (ii) an acquirer of substantially all of its assets; or (iii) a successor by merger or acquisition, on written notice to City." City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 42 12 Sample Contract PerfectMind's sample Software as a Service and Professional Services Agreement is included on the following pages. PerfectMind is open to negotiate on the terms of the contractual agreement to satisfy both the City of La Quinta and PerfectMind. SOFTWARE AS A SERVICE & PROFESSIONAL SERVICES AGREEMENT BETWEEN PERFECTMIND INC. AND CITY OF __________ ________ DATED: ________, 2018 TABLE OF CONTENTS PART 1 —DEFINITIONS AND INTERPRETATION ........................................................................................... 1 PART 2 —LICENSE ................................................................................................................................................... 3 PART 3 —PROFESSIONAL SERVICES................................................................................................................. 4 PART 4 —FEES AND PAYMENTS ......................................................................................................................... 6 PART 5 —USE OF THE PLATFORM ..................................................................................................................... 7 PART 6 —CONTENT, INTELLECTUAL PROPERTY AND PRIVACY ......................................................... 11 PART 7 —TERM AND TERMINATION .............................................................................................................. 13 PART 8 —CONFIDENTIALITY ............................................................................................................................ 14 PART 9 —WARRANTIES, DISCLAIMERS, INDEMNITIES AND LIABILITY ............................................ 15 PART 10 —GENERAL ............................................................................................................................................. 18 Exhibits: Exhibit A – Platform Use Fees Exhibit B – Statement of Work Exhibit C – PerfectMind Rates for Professional Services Exhibit D – Service Levels Exhibit E – Platform Features and Functionalities CONFIDENTIAL 1 SOFTWARE AS A SERVICE & PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT is dated __________, 2018 BY AND BETWEEN: PerfectMind Inc. (“PerfectMind”), a British Columbia corporation having an office at: AND City of _____ ___ (“Customer”), a ____________ corporation having an office at: 2nd Floor, 4333 Still Creek Drive Burnaby, British Columbia V5C 6S6 __________________ ____________, _______ WHEREAS PerfectMind wishes to license to Customer, and Customer wishes to use and license from PerfectMind, the Platform (as defined herein) on the terms and conditions set out in this Agreement; NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows: PART 1—DEFINITIONS AND INTERPRETATION 1.1 Definitions. In this Agreement, unless the context otherwise requires, capitalized terms will have the meaning assigned to them herein, including the following: (a)“Account” has the meaning set out in §5.6; (b) “Account-holder” means an individual designated by Customer to whom an Account is issued; (c)“Applicable Laws” means all applicable laws and regulations, including all applicable local, provincial, state, national and foreign laws, treaties and regulations as well as orders of courts or laws, regulations, by-laws or ordinances of applicable governmental agencies; (d) “Claims” means liabilities, actions, proceedings, claims, causes of action, demands, debts, losses, damages, charges and costs, including reasonable legal costs, any amount paid to settle any action or to satisfy a judgment and expenses of any kind and character whatsoever incurred in connection therewith; (e)“Confidential Information” has the meaning set out in §8.1; (f)“Content” means all materials and content, including designs, editorials, text, graphics, audiovisual materials, multimedia elements, photographs, videos, music, sound recordings, reports, documents, software, information, formulae, patterns, data and any other work, and CONFIDENTIAL 2 “Customer Content” is Content entered, uploaded or inputted into the Platform by or on behalf of Customer; (g) “Customer Data” means information, materials, or data, including Customer Content, entered, uploaded or inputted into the Platform by or on behalf of Customer; (h) “Enhancement” means enhancements, developments, modifications, updates, additions and improvements made to the Platform, other than New Features and Functions; (i) “Force Majeure” means circumstances beyond a party’s reasonable control, including without limitation, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labour problems, or Internet service provider failures or delays, or hosting service provider failures or delays; (j) “Intellectual Property Rights” means any and all (i) proprietary rights provided under patent law, copyright law, trade-mark law, design patent or industrial design law, semi-conductor chip or mask work law, or any other applicable statutory provision or otherwise arising at law or in equity, including, without limitation, trade secret law, that may provide a right in works, software, source code, object code, marks, ideas, formulae, algorithms, concepts, methodologies, techniques, inventions, or know-how, or the expression or use thereof, (ii) applications, registrations, licenses, sublicenses, agreements, or any other evidence of a right in any of the foregoing, and (iii) past, present, and future causes of action, rights of recovery, and claims for damage, accounting for profits, royalties, or other relief relating, referring, or pertaining to any of the foregoing; (k) “New Features and Functions” means any update, revision, new version, new module or upgrade of the Platform made available by PerfectMind from time to time (i) that adds new functions or features to the Platform and (ii) for which PerfectMind charges a fee to its customers in order to obtain same; (l) “PerfectMind Privacy Policy” means PerfectMind’s privacy policy made available at http://www.perfectmind.com/academy/privacy as amended from time to time; (m) “PerfectMind Technology” means (i) any concepts, inventions, systems, processes, techniques, methodologies, know-how, data, tools, templates, technology (including software in executable code and source code), documentation or any other information, data or materials, and any expressions of the foregoing, developed by, owned by, or licensed to, PerfectMind; and (ii) the Work Product; (n) “Permitted Purpose" means managing and operating Customer’s facilities located in the City of ____, _________, including customer relationship management, facility bookings, membership sales, point of sale transaction processing and scheduling; (o) “Platform” means the software and supporting hardware platform known as “PerfectMind” that is owned and operated by PerfectMind, and that will be made available to Customer as a service under this Agreement via a designated website or websites as may be designated by PerfectMind, from time to time, together with the related documentation, Content (other than Customer Content and Customer Data) and end user materials delivered therewith; CONFIDENTIAL 3 (p) “Professional Services” has the meaning set out in §3.1; (q) “Statement of Work” has the meaning set out in §3.1; (r) “Term” has the meaning set out in §7.1; and (s) “Work Product” means all improvements, enhancements and derivatives thereto developed by PerfectMind for the purposes of providing the Professional Services under this Agreement or otherwise and any and all other work products developed by PerfectMind for the purposes of providing the Professional Services under this Agreement. 1.2 Interpretation. In this Agreement, unless expressly stated otherwise or the context otherwise requires, (a) headings and captions are for convenience only and will not be deemed to explain, limit or modify the provisions hereof, (b) the word “including”, when following a general statement or term, is not to be construed as limiting the general statement or term (whether or not used in connection with phrases such as “without limitation” or “but not limited to”) and the word “or”, when connecting two or more matters, will not imply an exclusive relationship between the matters, (c) a reference to a “person” or “entity” means an individual, corporation, body corporate, firm, limited liability company, partnership, syndicate, joint venture, society, association, trust or unincorporated organization or governmental authority or trustee, executor, administrator or other legal representative, including any successor to that person, (d) a word importing the masculine gender includes the feminine and neuter, a word in the singular includes the plural, a word importing a corporate entity includes an individual, and vice versa, (e) words, phrases and acronyms not otherwise defined herein that have a meaning commonly understood and accepted by persons familiar with the Internet and computing services professionals will be interpreted and understood to have that meaning herein, and (f) in the event of any conflict or inconsistency between the terms of this Agreement and the terms of the Exhibits hereto, the terms of the Exhibits hereto will prevail to the extent necessary to resolve such conflict or inconsistency. PART 2—LICENSE 2.1 License. PerfectMind grants to Customer a non-exclusive, non-transferable, right and limited license, only during the Term, to access and use the Platform for the Permitted Purposes only. All rights not expressly granted to Customer are reserved by PerfectMind and, if applicable, its licensors. 2.2 Complete Software; Enhancements. Upon completion of the Professional Services described in the Statement of Work attached to this Agreement as Exhibit B, the Platform with the features and functionalities described in Exhibit E attached to this Agreement will be configured and made available to Customer for access and use by Account-holders. Customer agrees that its entry into this Agreement is not contingent on the delivery of any future functionality or features by PerfectMind. PerfectMind may, from time to time and its sole discretion, update the Platform (including the underlying server software or hardware) or otherwise offer Enhancements, which Enhancements will form part of the Platform being licensed and provided hereunder without further payment by Customer. PerfectMind will use commercially reasonable efforts to (a) ensure that such Enhancements are compatible with and CONFIDENTIAL 4 will not adversely affect or reduce the functionality, performance, availability and accessibility of the Platform, and (b) to the extent that such Enhancements do so adversely affect the Platform and Customer notifies PerfectMind of same, restore or reinstate the Platform or parts of it causing the adverse effects to its or their status prior to the Enhancement, as soon as may be reasonable and practicable in the circumstances. Notwithstanding any Enhancements or other changes to the Platform, PerfectMind will maintain the functionality of the Platform so it is always materially equal to or better than the functionality of the Platform as of the date that Customer first commences using the Platform. 2.3 New Features and Functions. PerfectMind may, from time to time and in its sole discretion, develop and offer New Features and Functions that will not form part of the Platform licensed hereunder and may be provided and licensed separately to Customer for an additional fee. For clarity, in no event will PerfectMind be obligated to provide any New Features and Functions free of charge. PART 3—PROFESSIONAL SERVICES 3.1 Professional Services. Customer may, from time to time, request PerfectMind to provide customization and deployment services and other related professional services in relation to Customer’s use of the Platform (the “Professional Services”) and PerfectMind may, in its discretion, agree to provide the Professional Services. Upon agreement on the particulars of the Professional Services, including the fees payable by Customer to PerfectMind for the Professional Services, such particulars shall be included in a statement of work (a “Statement of Work”), which shall be signed by PerfectMind and Customer, and which shall form a schedule to and be incorporated into and form part of this Agreement. To the extent that there is any inconsistency between any provision in any Statement of Work and the rest of this Agreement, the terms of such Statement of Work will prevail. Each Statement of Work may contain, unless the parties agree otherwise, a description of the work to be conducted, the functional requirements and technical specifications applicable to the work, the work schedule and milestones, the deliverables and delivery schedule, acceptance criteria, and such other information and additional terms and conditions as the parties may mutually agree upon. As of the date of this Agreement, PerfectMind and Customer have agreed upon the Professional Services described in the Statement of Work attached to this Agreement as Exhibit B. 3.2 Change Orders. Customer may, from time to time, request changes to the scope of the Professional Services described in a Statement of Work. In response to any such request from Customer, PerfectMind shall determine the feasibility of providing such changes and shall estimate the increase in the total fees payable for providing such changes to the Professional Services. Following receipt of PerfectMind’s response to Customer’s request, the parties shall negotiate an amended Statement of Work which sets out the changes to the Professional Services and the additional fees payable in respect thereof. 3.3 Customer’s Responsibilities. The work functions and tasks relating to the Professional Services for which Customer or a third party shall be responsible shall be described in the Statement of Work. Customer agrees to perform and cause the third party to perform such work functions and tasks in a timely fashion. Customer agrees to provide or make available and CONFIDENTIAL 5 cause any third party identified in the Statement of Work as being responsible for any function or task in any way related to the Professional Services to provide or make available all information reasonably requested by PerfectMind to perform the Professional Services. PerfectMind will not be liable for loss or damage arising from reliance on any such information. 3.4 Project Teams. Each party will be solely responsible for staffing its project team for the performance of the Professional Services by PerfectMind and relating work functions and tasks by Customer as described in a Statement of Work. Each member of a project team will possess skills and knowledge appropriate to the work functions to be performed by that team member. Either party may, by way of replacement or addition, make changes to the personnel assigned to its project team, provided that each replacement team member shall possess skills and knowledge at least equivalent to the project-related skills and knowledge of the team member being replaced. Each party shall appoint a project manager in respect of its project team. The project managers shall be available for weekly meetings to review the progress of the Professional Services. 3.5 Use of Customer’s Facilities. For Professional Services to be performed at the Customer premises, Customer will provide all work space, facilities and support that are reasonably requested by PerfectMind to perform such Professional Services, including without limitation, secretarial support, telephone, and computer facilities. 3.6 No Liability for Others’ Failure to Perform. Customer agrees and acknowledges that PerfectMind’s performance of the Professional Services will be conditional upon, and subject to, Customer’s performance of its obligations hereunder and the performance by any third party identified in the Statement of Work of its functions and task to the extent that such functions and task relate to the Professional Services, and that PerfectMind will not be liable or responsible, in any manner or to any extent, for any failure of PerfectMind to perform all, or any part of, the Professional Services to the extent that any such failure is caused by a failure of Customer to perform its obligations or the third party to perform its functions and tasks. 3.7 Third Party Hardware/Software. Customer will be solely responsible for the evaluation, selection, installation, implementation, compatibility, use and performance of and results obtained from any hardware, systems software, utility software, security software, telecommunication equipment or software, and applications software used in connection with the Professional Services, unless (and only to the extent) otherwise expressly agreed in this Agreement. Except as expressly provided in this Agreement, Customer and/or the third party vendors of the software packages selected for use by Customer will be responsible for the installation, acceptance and performance of the selected software packages. 3.8 Third Party Products. Where the Professional Services to be provided by PerfectMind involve the acquisition by Customer of products of third parties, PerfectMind will not be responsible for delays in the delivery of such products by third parties or for such product’s faulty quality, defective performance, or failure to perform in accordance with published specifications or accepted standards. PerfectMind will transfer to Customer any transferable warranties provided to PerfectMind by third parties. PerfectMind makes no CONFIDENTIAL 6 independent representations or warranties with respect to products provided by third parties. Any third party warranties are the exclusive remedies of Customer with respect to such products. 3.9 Use of Subcontractors. Customer acknowledges that PerfectMind may engage agents and subcontractors to perform any of the Professional Services described in a Statement of Work. PerfectMind shall be responsible for the fulfilment of its obligations hereunder, notwithstanding the performance of any of its obligations by its agents and subcontractors. 3.10 No Recruitment. Customer agrees that during the term of this Agreement, and for a period of one (1) year thereafter, it will not, without the prior written consent of PerfectMind, hire, retain or engage, or make an offer in respect of same to, any employee, independent contractor or consultant of PerfectMind. PART 4—FEES AND PAYMENTS 4.1 Platform Use Fees. Customer will pay all fees and charges in connection with the use of the Platform in accordance with Exhibit A, which forms an integral part hereof and is incorporated herein by reference. 4.2 Platform Use Billing. The fees payable by Customer for use of the Platform in each twelve (12) month period is payable in advance at the beginning of such period. PerfectMind will invoice Customer for such fees at the beginning of each 12 month period, and Customer will pay each invoice within thirty (30) days after the date of the invoice; provided that the entire fee for the first twelve-month period in the Term is payable and due upon the signing of this Agreement. All amounts due by Customer hereunder will be paid, unless otherwise expressly set out herein, without any deduction, adjustment or set-off whatsoever. 4.3 Taxes. Fees for use of the Platform do not include any taxes, and Customer agrees to pay all applicable sales, use, value-added and other taxes or similar nature based on or due as a result of any amounts paid to PerfectMind under this Agreement. 4.4 Late Payments. If PerfectMind does not receive payment in full of an invoice within 30 days after the date of such invoice and Customer fails to make full payment within ten (10) days after written notice of the non-payment is given by PerfectMind, Customer will be deemed to be in default. Customer will pay any and all collection costs incurred by PerfectMind in collection of outstanding debts. In addition to any other rights granted to PerfectMind herein and available to PerfectMind at law or in equity, PerfectMind reserves the right to suspend the Accounts and Customer’s right to use and access to the Platform if Customer is in default with respect to its payment obligations. PerfectMind reserves the right to impose a reconnection fee upon reactivation if any such suspension takes place. 4.5 Professional Services Fees. If the Professional Services are to be provided on a fixed price basis, the Statement of Work will set out the total contract price, a payment schedule, including the fees payable in respect of each deliverable and/or milestone, as applicable. If the Professional Services are to be provided by PerfectMind on a time and materials basis, the rate(s) in Exhibit C attached hereto will apply. PerfectMind may, from time to time and upon sixty (60) days’ notice to Customer, amend the rate(s) for Professional Services. Per diem rates shall be CONFIDENTIAL 7 based on a 7.5 hour day. Once a Statement of Work is signed by the parties, the rates structure in effect at the time of the signing of the Statement of Work shall apply for the duration of the project described in the Statement of Work. PerfectMind’s fees for Professional Services (whether fixed or based on time and materials) do not include any travel, living or any other out- of-pocket expenses incurred by PerfectMind or its subcontractors in providing Professional Services. Customer will pay PerfectMind a flat rate of $550 per day per PerfectMind employee or subcontractor who provides on-site Professional Services to Customer to cover accommodation, meal, local transportation and other out-of-pocket expenses, except travel (airfare) expenses. Customer will reimburse PerfectMind for all reasonable travel (airfare) expenses incurred by PerfectMind’s to send its employees and subcontractors to Customer’s site. All such travel (airfare) expenses for which PerfectMind seeks reimbursement will be supported by documentation in a form reasonably acceptable to Customer. 4.6 Professional Fee Billing. PerfectMind will invoice Customer for the Professional Services according to the payment terms specified in the Statement of Work, or if no payment term is specified in the Statement of Work, on a monthly basis, and Customer will pay each invoice within fifteen (15) days after receipt of invoice, unless the parties agree otherwise in writing. Customer agrees to pay interest at the rate set out in the Statement of Work, or if none specified at 1.5% per month, on any unpaid amounts from the date due to the date upon which the balance is discharged, such interest to accrue from day to day and be compounded on a monthly basis, unless the parties agree otherwise in writing. The fees for the Professional Services to be performed pursuant to the Statement of Work attached hereto as Exhibit B are set out and shall be due and payable to PerfectMind in accordance with the “Fee payment schedule” section of Exhibit B, upon Customer’s receipt of PerfectMind’s invoices. 4.7 Taxes and Duties Relating to Professional Fees. All amounts payable in respect of the Professional Services rendered by PerfectMind to Customer under this Agreement will be exclusive of all shipping charges, insurance charges, customs duties, sales taxes, value- added taxes, and any other like charges or taxes. Customer will be responsible for paying all such charges and taxes in connection with the provision of the Professional Services under this Agreement. 4.8 Currency. All prices in this Agreement are in United States (US) dollars. PART 5—USE OF THE PLATFORM 5.1 PerfectMind Responsibilities. PerfectMind will provide the Platform in accordance with the service levels set out in Exhibit D. PerfectMind will provide to Customer, at no additional charge, the support for the Platform described in Exhibit D. PerfectMind will comply with all Applicable Laws in the performance of this Agreement. 5.2 Training. PerfectMind will provide training to Customer’s staff during the implementation period as provided in Exhibit B. This training may be in the form of in- person/on-site training or remote/online training. Customer’s staff will also have access to all on- line training materials made available by PerfectMind to its customers including live and pre- recorded webinars. Customer may purchase additional training at PerfectMind’s posted standard CONFIDENTIAL 8 hourly rate for professional services. For additional training purchased by Customer, Customer will reimburse PerfectMind for all reasonable travel and other out-of-pocket expenses incurred by PerfectMind’s employees and subcontractors in providing on-site training. All such expenses for which PerfectMind seeks reimbursement will be supported by documentation in a form reasonably acceptable to Customer. 5.3 Customer Responsibilities. Customer will (a) be responsible for Account- holders’ compliance with all of the terms and conditions of this Agreement; (b) be solely responsible for the accuracy, quality, integrity and legality of Customer Data, including Customer Content, and of the means by which Customer Data is acquired and used, including compliance with all personal information privacy laws and regulations and ensuring that no third party Intellectual Property Rights are infringed; (c) use commercially reasonable efforts to prevent unauthorized access to or use of the Platform, and notify PerfectMind promptly of any such unauthorized access or use; and (d) use the Platform only for Permitted Purposes and in accordance with the documentation therefor and all Applicable Laws. 5.4 Prohibited Conduct. Customer will not (a) make the Platform available to anyone, or permit anyone to access the Platform, other than Account-holders; (b) license, sublicense, sell, resell, publish, republish, transfer, assign, distribute, rent, lease or time-share the rights granted to Customer under this Agreement, or copy or otherwise commercially exploit the Platform or its components in any way except in accordance with the rights granted hereunder; (c) use the Platform in any manner or for any purpose (i) that violates this Agreement, (ii) that contravenes, facilitates the violation of, or violates any Applicable Laws; (iii) that extracts, gathers, collects, or stores personal information about individuals except in compliance with all applicable personal information privacy laws or that involves data mining, robots or similar data gathering or extraction methods on individual’s personal information without their express consent, or (iv) that interferes with or disrupts the integrity or performance of the Platform, PerfectMind’s systems or networks or third- party data of Content contained therein; (d) attempt to gain unauthorized access to the Platform or its related systems or networks; (e) post, upload, reproduce, distribute or otherwise transmit on the Platform (i) pyramid schemes, (ii) any material that contains a virus, cancelbot, Trojan horse, worm or other harmful, disruptive or surreptitious component, (iii) defamatory, infringing, indecent or unlawful software, materials or information, or (iv) inappropriate, profane, or obscene software, materials or information without suitable or lawfully-required access controls; (f) alter, modify, reverse engineer, decompile, or disassemble, translate, extract data structures from or otherwise attempt to extract the source code from the Platform or any part thereof; CONFIDENTIAL 9 (g) create derivative works based on the Platform or works containing a substantial part of the Platform; (h) copy, frame or mirror any part or content of the Platform; (i) disable or circumvent any access control or related process or procedure established with respect to the Platform; (j) remove any copyright or other proprietary or Intellectual Property Rights notices or labels on or in the Platform or any part, copy or report generated therefrom or thereof; (k) use the Platform to scan or probe another computer system, obstruct or bypass computer identification procedures or engage in unauthorized computer or network trespass without the express permission of the owners of such computer systems; (l) access the Platform in order to (i) build a competitive product or service, or (ii) copy any ideas, features, functions or graphics of the Platform; (m) forge headers or otherwise manipulate any protocols or identifiers used in any system or protocol in such a manner to disguise the origin of any Content transmitted using the Platform; (n) impersonate or falsely represent an association with any person, including a PerfectMind representative, without the prior express, written permission of such person; or (o) permit any of the foregoing to be done by any person, including Customer’s employees, contractors, agents, or representatives, including Account-holders. 5.5 Commercial Electronic Messages. All email messages that Customer sends using the Platform will comply with all applicable anti-spam laws and regulations, including those relating to commercial electronic messages. When using the Platform, Customer will represent itself and/or its organization accurately and will not impersonate any other person, whether actual or fictitious. Customer specifically agrees that (to the extent that the Platform permits it, and it is within Customer’s control to do so) for all messages that Customer sends using the Platform (i) the "from" line of the message will accurately and in a non-deceptive manner identify Customer’s organization; (ii) the "subject" line of the message will not contain any deceptive or misleading content regarding the overall subject matter of the message, and (iii) the message will include the contact information of the Account-holder who sends the message or another individual within Customer’s organization who may be readily contacted by the recipient, and such contact information will remain valid for at least 60 days after the message is sent. Customer will ensure that every message sent using the Platform will contain an "unsubscribe" link that allows recipient to remove himself/herself/itself from Customer contact list and specify an electronic address on the World Wide Web that can be accessed by the recipient of the message for the purpose of unsubscribing. Customer will promptly, and in any event no later than 10 days after the receipt of the request, give effect to any unsubscription requests it receives. Customer may not charge a fee, require the recipient to provide any CONFIDENTIAL 10 personally identifying information beyond an email address, or make the recipient take any step other than sending a reply email or visiting a single page on an Internet website as a condition for giving effect to an unsubscribe request. Customer acknowledges that Customer will be responsible for maintaining and giving effect to the list of unsubscribe requests following termination of this Agreement. 5.6 Account Use. PerfectMind will issue Accounts, or permit Customer to issue Accounts, to individuals selected by Customer as Account-holders. Only Account-holders may access or use the Platform and each Account-holder’s access to the Platform requires valid login credentials, including at least user identification and secure passwords (each an “Account”). The rights of an Account-holder may not be used by more than one individual, unless the Account of the Account-holder is reassigned in its entirety to another Account-holder, in which case the prior holder of the Account shall no longer have any right to access or use the Platform. Customer acknowledges and agrees that Customer: (a) is fully responsible for Accounts assigned by or at the request of Customer and the acts and omissions of each Account-holder, including the creation of Account credentials by any person, the maintenance, confidentiality and security of all passwords related to Accounts, and any and all activities that occur under Accounts (including persons who gain access to such Accounts, whether with or without permission); (b) will notify PerfectMind as soon as practicable after obtaining or receiving any knowledge of (i) any unauthorized use of an Account or any password related to an Account, or (ii) any other breach of security with respect to an Account, provided that such notification will not negate Customer’s liability for any unauthorized use of an Account or password until such time as PerfectMind can be reasonably expected to take corrective measures; and (c) will provide true, current, accurate and complete information as prompted by the Account-creation process or as otherwise requested by PerfectMind from time to time and to promptly update such information when any changes occur so as to keep such information held by PerfectMind true, current, complete and accurate. 5.7 Usage Limitations. The following provisions apply with respect to the Platform: (a) General Practices and Limits. Customer acknowledges and agrees that PerfectMind may establish from time to time general practices and limits concerning the use of the Platform, including: the maximum size of any Customer Data, including Customer Content, that may be stored on PerfectMind servers (the “Storage Limit”); the maximum amount, speed and type of Customer Data, including Customer Content, that may be sent from or received using the Platform (the “Usage Limit”). Such general practices and limits may be posted on PerfectMind’s website or otherwise made available through the Platform. Customer agrees that Customer’s usage may not exceed such limits, and that it is Customer’s responsibility to monitor Account usage of the Platform. PerfectMind covenants that the Storage Limit and the Usage Limit set for Customer will not be less than the following: CONFIDENTIAL 11 Minimum Storage Limit • Storage: 80GB ($160 per month for every additional 80GB blocks of storage) Usage Limit • Accountholders: ________ • Email: 25,000 emails per month ($200 per month for additional 50,000 emails (b) Internet-based Software. The Platform depends on the Internet, including networks, cabling, equipment and facilities that are not in PerfectMind’s control; accordingly (i) any representation made by PerfectMind regarding access performance, speeds, reliability, availability, use or consistency of the Platform, to the extent that they are dependent on the underlying Internet services, are on a “commercially reasonable efforts” basis, (ii) PerfectMind cannot guarantee any minimum level regarding actual user performance, speed, reliability, availability, use or consistency based on factors depending on the Internet, and (iii) content, data, messages, information or materials sent over the Internet may not be completely private, and anonymity is not guaranteed. PART 6—CONTENT, INTELLECTUAL PROPERTY AND PRIVACY 6.1 Reservation of Rights. All right, title and interest, including all Intellectual Property Rights, in and to the Platform and PerfectMind Technology is and will at all times be fully vested in PerfectMind or its licensors, as the case may be. 6.2 Third-Party Content—Content accessed or available through the Platform may be owned by third-parties other than PerfectMind or Customer (collectively, “Third Party Content”) and may be protected by applicable Intellectual Property Rights. During use of the Platform, Customer may enter into correspondence with, purchase goods, hardware or services from, or participate in promotions of advertisers or sponsors showing their goods or services through the Platform. Any such activities, and any terms, conditions, warranties or representations associated with such activities are solely between the applicable third party and Customer. PerfectMind and its licensors shall have no liability, obligation or responsibility to Customer for any such correspondence, purchases or promotions. Customer acknowledges and agrees that Customer shall be solely responsible for obtaining necessary licenses, consent and permits from third-party providers with respect to any Third Party Content or ancillary software, hardware, or services that Customer may use in connection with its use of the Platform. 6.3 Feedback. From time to time during the term of this Agreement, Customer and Account-holders may provide PerfectMind with comments, suggestions, ideas and impressions of the Platform (“Feedback”). Customer acknowledges and agrees that, by disclosing such Feedback to PerfectMind, the provider thereof will be deemed to have granted to PerfectMind a royalty-free, worldwide, transferable, sub-licensable, non-exclusive, irrevocable and perpetual license to use, modify, adapt, improve or incorporate such Feedback into the Platform. Customer CONFIDENTIAL 12 acknowledges and agrees that the right to use the Platform is good and sufficient consideration for any contributions, through the Feedback or otherwise, to the design, improvement, or functionality of the Platform and the transfer to PerfectMind thereof. 6.4 Customer Data. PerfectMind does not claim ownership of, and assumes no liability or responsibility with respect to, any Customer Data, including Customer Content. As between PerfectMind and Customer, all right, title and interest (including Intellectual Property Rights) in and to Customer Data will at all times be fully vested in Customer, except that, by posting, uploading, inputting, providing, submitting, entering or otherwise transmitting Customer Data to PerfectMind or any third party using the Platform, Customer agrees as follows: (a) Customer will have thereby granted PerfectMind a royalty-free, non-exclusive, worldwide, fully paid-up limited license to use, copy, distribute, transmit, display, edit, delete, publish and translate such Customer Data to the extent reasonably required by PerfectMind in connection with the functionality of the Platform and the performance of this Agreement as well as to ensure adherence to or enforce the terms of this Agreement; (b) Customer, and not PerfectMind, will have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness and Intellectual Property Rights of all Customer Data, and PerfectMind will not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data; and (c) Customer will have thereby confirmed, represented and warranted to PerfectMind that Customer has all rights, titles and interests (including all Intellectual Property Rights as well as the power and authority necessary), to grant the license to such Customer Data set above in subsection 6.4(a). 6.5 Privacy. PerfectMind acknowledges and agree that Customer Data may contain sensitive information, and, in connection therewith, (a) PerfectMind will comply with all Applicable Laws relating to personal information privacy, including British Columbia Personal Information Protection Act and will adhere to the PerfectMind Privacy Policy, which forms an integral part hereof and is incorporated herein by reference; (b) PerfectMind will use industry- standard management practices, technologies and security to protect the integrity, safety and security of Customer Data in both physical and electronic form; (c) Customer acknowledges and agrees that its use of the Platform will utilize, in whole or in part, the public Internet and third party networks to transmit communications, which transmissions may be intercepted by other parties or stored, cached, routed, transmitted or received in jurisdictions outside of the jurisdiction of Customer, (d) PerfectMind will not use Customer Data for any purpose other than to provide the functionality of the Platform to Customer and its users, to ensure adherence to or enforce the terms of this Agreement, or (only in aggregate form) for site metrics; (e) PerfectMind reserves the right to modify the PerfectMind Privacy Policy and its security policies in its reasonable discretion from time to time, subject to any Applicable Laws. 6.6 Use of the Other Party’s Name. Each party may use the other party’s name in its news releases, marketing and promotional materials and the like provided that such will CONFIDENTIAL 13 comply with any standards set by the other party from time to time. Each party will cease to use the other party’s name upon any expiration or termination of this Agreement. PART 7—TERM AND TERMINATION 7.1 Term. This Agreement commences on the date first set out above and will continue in effect for five (5) years thereafter, unless earlier terminated or renewed in accordance with the provisions of this Agreement (the “Term”). At the expiration of the initial five year period, the Term will be automatically renewed for successive one year periods unless a party provides written notice to the other party of the first party’s intention not to renew, at least thirty days before the expiry of the then-current Term. 7.2 Renewal Terms. The fees payable by Customer during any such renewal term will be the same as the fee for the last year during the prior term unless PerfectMind has given Customer written notice of a pricing change at least 90 days’ before the end of such prior term, in which case the pricing change will be effective upon renewal and thereafter. 7.3 Termination. Either party may terminate this Agreement for cause, immediately upon written notice to the other party, if: (a) the other party is in default of any of its material obligations under this Agreement and such default is not remedied within thirty (30) days of the date of receipt of written notice thereof, provided that cure period with respect to default in payment obligations is ten (10) days; or (b) the other party ceases to conduct business in the normal course; the other party becomes insolvent or bankrupt; the other party makes any assignment for the benefit of creditors; proceedings are instituted by or against the other party seeking relief, reorganisation or rearrangement under any laws relating to insolvency; a receiver, liquidator or trustee is appointed in respect of any property or assets of the other party; or an order is made for the liquidation, dissolution or winding up of the other party. 7.4 Payment on Termination. If this Agreement is terminated by Customer due to PerfectMind’s default, then PerfectMind will refund to Customer an amount equal to the fees actually paid by Customer for the year during which the termination occurs prorated based on the post-termination portion of the year. Otherwise, any termination of the Agreement will not relieve Customer of its obligation to pay the fees payable to PerfectMind for the Term of the Agreement for the use of the Platform nor does it entitle Customer to any refund. Upon the termination of this Agreement, without prejudice to any other rights PerfectMind may have, Customer will (a) remit all fees payable for the Professional Services and Work Products accepted by Customer prior to the date of such termination or suspension; (b) remit all fees payable for work-in-progress, on a time and materials basis, at the rate structure applicable to the Statement of Work Order; and (c) remit all such other costs of PerfectMind, demonstrated to the reasonable satisfaction of Customer, directly related to the permanent or temporary winding down of the Professional Services, work and deliveries which are being terminated or suspended. CONFIDENTIAL 14 7.5 Return of Customer Data. Upon request by Customer made within 30 days after the effective date of termination or expiration of this Agreement (except in the case of PerfectMind terminating this Agreement for cause under §7.3), PerfectMind will make available to Customer for download a file of the relevant Customer Data in a commercially-reasonable standard (such as comma separated value (.csv) or extendible markup language (.xml)) format along with attachments in their native format as stored by PerfectMind. After such 30-day period, PerfectMind will have no obligation to maintain or provide any such Customer Data and will thereafter, unless legally prohibited, delete all such Customer Data in PerfectMind systems or otherwise in PerfectMind’s possession or under PerfectMind’s control. Within 15 days of any termination for cause of this Agreement by PerfectMind pursuant to Section 7.3, Customer may request return of Customer Data, in which case Customer will pay to PerfectMind any fees outstanding prior to the termination of this Agreement plus any fee that PerfectMind requests, based on the time required to accommodate Customer’s request regarding return of Customer Data, and upon receipt of such payments, PerfectMind will make available Customer Data to Customer for download as set out above. If Customer does not make a request within the 15 day time limit or fails to make payments within five (5) days after receiving PerfectMind’s fee request, Customer’s right to access or use Customer Data will immediately cease, and PerfectMind will have no obligation to maintain or provide any Customer Data and will thereafter, unless legally prohibited, delete all such Customer Data in PerfectMind systems or otherwise in PerfectMind’s possession or under PerfectMind’s control. 7.6 Survival. Without limiting the applicability of other terms and conditions of this Agreement, the terms of this Agreement that, by their nature, are intended to survive any purported or actual termination or expiry of this Agreement will so survive, including Part 1, Part 3, Part 6, Part 7, Part 8, Part 9 (except for §9.1) and Part 10. PART 8—CONFIDENTIALITY 8.1 Confidential Information. Neither party will, without the prior written approval of the other party, disclose or use for any purpose other than exercise of its rights or performance of its obligations under this Agreement any information, documents, know-how, trade secrets of the other party, including the terms of this Agreement and such other information that is not in the public domain including, in respect of the Customer Data and, in respect of the Platform (collectively, “Confidential Information”) that may come to its knowledge or possession by reason of exchange of information under this Agreement or entering into this Agreement. 8.2 Obligation to Protect. Each party will protect the other’s Confidential Information using the same standard of care that it would use to protect its own, similar information, but in any case no less than a reasonable standard of care for information of similar sensitivity. 8.3 Title. All right, title and interest (including all Intellectual Property Rights) in and to each party’s Confidential Information will be and remain vested in such party. 8.4 Permitted Disclosures. Each party will not disclose Confidential Information of the other party to any person except to the first party’s employees, agents and sub-contractors on CONFIDENTIAL 15 a strictly “need-to-know” basis, and provided that such persons have are subject to confidentiality obligations equivalent to the obligations imposed hereunder. Notwithstanding such disclosures, each party will be fully responsible for any breaches of confidentiality caused by such persons to whom the Confidential Information is disclosed as if such breach were committed by such party. 8.5 Exceptions. Neither party will have an obligation with respect to Confidential Information where such party can establish, through documentary evidence, that such information (a) was previously known to it free of any obligation to keep it confidential, (b) is or becomes publicly available other than by unauthorized disclosure, (c) is legally disclosed by third parties without restrictions of confidentiality, or (d) has been independently developed by it without reference to the other party’s Confidential Information. 8.6 Governmental Disclosures. Notwithstanding anything else in this Agreement, if a party is required to disclose any Confidential Information to a government body or court of law or as otherwise required by law, it may do so provided that it gives the other party sufficient advance notice as reasonable in the circumstances subject to applicable law to enable the owner of such Confidential Information the opportunity to contest the disclosure or obtain a protective order and assists the owner of such Confidential Information in contesting or protecting same. PART 9—WARRANTIES, DISCLAIMERS, INDEMNITIES AND LIABILITY 9.1 PerfectMind Warranties. PerfectMind represents and warrants to Customer that (a) the Platform will perform materially in accordance with the documentation therefor under normal use and circumstances; (b) the Professional Services will be performed in a diligent and workmanlike manner consistent with standards generally observed in the industry for similar services, and the Work Product will materially conform to the Statement of Work upon acceptance, and PerfectMind will use all commercially reasonable efforts to remedy any material non-conformance of the Work Product to the Statement of Work in an expeditious manner; and (c) the functionality of the Platform will not be materially decreased during the Term, subject to the other provisions of this Agreement. For clarity, PerfectMind will not be responsible for and the warranties provided by PerfectMind in this §9.1 do not apply to situations where improper or inadequate installation or maintenance of software or hardware that Customer uses to access or utilize, or otherwise in connection with, the Platform or Customer Data, or failure to properly configure the Platform for use in connection with such hardware or software is the cause of a failure or malfunction. 9.2 Mutual Warranty. Each party represents and warrants that it has the legal power and authority to enter into this Agreement and to fully abide by the terms and conditions hereof. 9.3 NO OTHER WARRANTIES. THE PLATFORM AND THE WORK PRODUCT ARE PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS AND PERFECTMIND DOES NOT GUARANTEE THAT THE PLATFORM WILL FUNCTION ERROR-FREE OR UNINTERRUPTED. CUSTOMER ACKNOWLEDGES THAT PERFECTMIND DOES NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE CONFIDENTIAL 16 SERVICE PROVIDED UNDER THIS AGREEMENT MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. PERFECTMIND IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. THERE ARE NO REPRESENTATIONS, CONDITIONS OR WARRANTIES OTHER THAN THOSE EXPRESSLY PROVIDED IN THIS AGREEMENT. THE CONDITIONS, REPRESENTATIONS AND WARRANTIES EXPRESSLY SET OUT HEREIN ARE IN LIEU OF, AND PERFECTMIND EXPRESSLY DISCLAIMS, ALL CONDITIONS, WARRANTIES AND REPRESENTATIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING IMPLIED CONDITIONS, WARRANTIES OR REPRESENTATIONS IN RESPECT OF QUALITY, CONDUCT, PERFORMANCE, RELIABILITY, AVAILABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WHETHER ARISING BY USAGE OF TRADE, BY COURSE OF DEALING, BY COURSE OF PERFORMANCE, AT LAW, IN EQUITY, BY STATUTE OR OTHERWISE HOWSOEVER, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 9.4 Indemnification by PerfectMind. PerfectMind will indemnify and hold harmless Customer, and its officers, employees and agents (collectively, in this §9.4, the “Indemnified Persons”), from and against any and all Claims brought or made against, or incurred by, the Indemnified Persons, or any one of them, arising out of a claim by a third party that the Platform or the Work Product infringes the Intellectual Property Rights of a third party enforceable in Canada or the United States. 9.5 Exception to PerfectMind Indemnity. Notwithstanding §9.4, PerfectMind will not be required to defend or indemnify any Indemnified Person if, and to the extent that, the Claim would not have arisen but for (a) any Indemnified Person’s combination of the Platform or Work products with software, services or products not supplied by PerfectMind, (b) any breach by an Indemnified Person of any provision of this Agreement, or (c) any refusal by the Indemnified Person to use a non-infringing version of the Platform or the Work Product offered by PerfectMind under §9.7. 9.6 Indemnification by Customer. Customer will indemnify and hold harmless PerfectMind and its officers, employees and agents (collectively, in this §9.6, the “Indemnified Persons”), from and against any and all Claims brought or made against, or incurred by, the Indemnified Persons, or any one of them, arising out of a claim by a third party that Customer Data, or Customer use of Customer Data (a) infringes the Intellectual Property Rights of a third party, or (b) is inappropriate, profane, defamatory, infringing, obscene or indecent or otherwise breaches any Applicable Law. 9.7 Additional Infringement Obligations. If PerfectMind receives any knowledge of any Claim in respect of §9.4 or any circumstances in which a Claim in respect of such provision is threatened or reasonably anticipated, it will, as soon as reasonably practicable, (a) procure, at its expense, the right for Customer to use the Platform or the Work Product, as the case may be, or such infringing part thereof; (b) replace, at its expense, the Platform or the Work Product, as the case may be, or such infringing part thereof, with material of comparable functionality that does not breach this Agreement; (c) if the removal of such infringing part of CONFIDENTIAL 17 the Platform or the Work Product, as the case may be, would not be a breach of this Agreement, remove such infringing part of the Platform; or (d) terminate this Agreement and refund to Customer a pro rata portion of the Platform use fees prepaid by Customer for the period during which the Agreement is terminated. 9.8 Conduct of Indemnities. Each party acknowledges that the indemnifying party will be given complete authority for the defence or settlement of Claims indemnified hereunder, on the understanding that, in all events, the indemnified party will have the right (at its own expense) to participate in such defence or compromise through counsel of its choosing. An indemnifying party’s obligations to provide an indemnity hereunder will be conditional upon (a) the indemnified party notifying the indemnifying party as soon as reasonably practicable after receiving notice of a Claim, (b) the indemnified party providing such information and assistance as reasonably requested by the indemnifying party, and (c) the indemnified party not compromising or settling the Claim without the indemnifying party’s prior written consent, such consent not to be unreasonably withheld, conditioned or delayed. 9.9 EXCLUSION AND LIMIT OF LIABILITY. NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER AND HOWEVER CAUSED, WHETHER ARISING UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, INCLUDING (WITHOUT LIMITATION) LOSS OF PRODUCTION, LOSS OF OR CORRUPTION TO DATA, LOSS OF PROFITS OR OF CONTRACTS, LOSS OF BUSINESS, LOSS OF MANAGEMENT OR OPERATION TIME AND LOSS OF GOODWILL OR ANTICIPATED SAVINGS, EVEN IF THE PARTY HAS BEEN NOTIFIED OF THE POSSIBILITY THEREOF OR COULD HAVE FORESEEN SUCH CLAIMS. THE ENTIRE LIABILITY OF EACH PARTY TO THE OTHER PARTY FOR DIRECT DAMAGES FROM ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION OR THE CAUSE OF ACTION, WHETHER IN CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF A FUNDAMENTAL TERM, FUNDAMENTAL BREACH OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT WILL BE LIMITED TO THE FEES ACTUALLY PAID TO PERFECTMIND BY CUSTOMER DURING THE THREE (3) MONTHS PRECEDING THE CIRCUMSTANCES IN WHICH SUCH LIABILITY ARISES (EXCEPT THAT NOTHING IN THIS PROVISION WILL LIMIT CUSTOMER’S OBLIGATION TO PAY THE FEES PROVIDED IN PART 4 TO PERFECTMIND). 9.10 Exclusive Remedy. This Part 9 states PerfectMind’s sole liability to Customer, and Customer’s exclusive remedy against PerfectMind for any type of Claim described in Part 9. CONFIDENTIAL 18 PART 10—GENERAL 10.1 Internal Escalation of Disputes. Any controversy, claim or dispute (“Dispute”) arising out of or related to this Agreement, including, without limitation, Disputes covering the performance of the parties’ obligations or the interpretation of the terms and conditions of this Agreement or applicable fees or payments, shall be dealt with as follows: Each Dispute initially shall be brought for resolution before a committee consisting of two (2) representatives of each of the parties- the project manager and the Account Manager from PerfectMind and the project manager and a person with a position equivalent to Account manager from Customer. If the committee is unable to resolve a Dispute within ten (10) working days, then the Dispute shall be escalated to a separate committee consisting of one (1) officer of each party – the Director of Customer Service from PerfectMind and an officer of equivalent position from Customer. If this second committee is unable to resolve the Dispute within ten (10) working days, then the Dispute shall be escalated to another separate committee consisting of two (2) executive officers of each party – the CEO and the COO of PerfectMind and two executive officers with equivalent positions with Customer. Members of each committee shall act reasonably and good faith and attempt to resolve the dispute amicably. 10.2 Arbitration. If the committee of executive officers is unable to resolve the Dispute within fifteen (15) working days then either party may refer the Dispute to formal arbitration in accordance with the Commercial Arbitration Act (British Columbia), and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Either party may refer a Dispute to arbitration by serving written notice of its intention to arbitrate. Arbitration of the Dispute shall be conducted by a single arbitrator to be mutually agreed to by the parties within five (5) working days following the referral of the Dispute to arbitration. The arbitrator shall have substantial experience in arbitrating business disputes involving information technology matters, including contractual disputes. If the parties are unable to mutually agree upon an arbitrator, either party may apply to a court of competent jurisdiction for the appointment of such arbitrator. Each of the parties agrees to co-operate promptly and fully with the other party with respect to all aspects of arbitration including, without limitation, appointment of the arbitrator and compliance with any requests or orders of the arbitrator. All arbitration shall take place in Vancouver, British Columbia, Canada. All arbitration shall be conducted in the English language. Each party shall pay an equal share of the costs of any arbitration. Any award of the arbitrator shall be final and binding on the parties. . 10.3 Marketing. PerfectMind may use Customer’s name, with an accurate reference to Customer’s use of the Platform, in PerfectMind’s marketing materials or on PerfectMind’s website, with a link to Customer’s website. 10.4 Notice. Any notice required or permitted to be given hereunder will be in writing and may be given by personal services, including by courier, or by facsimile if confirmed on the same day, or in writing by registered airmail, with postage prepaid to the following: CONFIDENTIAL 19 If to PerfectMind: PerfectMind Inc. 2nd Floor, 4333 Still Creek Drive Burnaby, BC, V5C 6S6 Fax: Attention: Farid Dordar-CEO or Ali Sanei-COO If to Customer: City of _______ _____________ _____________ _________________, ___________ Fax: ________________ Attention: _______________ Any notice given by personal delivery (including courier) will be conclusively deemed to have been given on the day of actual delivery thereof and, if given by facsimile, on the day of transmittal thereof if given during the normal business hours of the recipient on a business day, and on the business day during which such normal business hours next occur if not given during such hours. 10.5 Assignments. This Agreement may not be assigned by either party without the prior written approval of the other party, such approval not to be unreasonably withheld or delayed, but may be assigned by PerfectMind to (i) a parent, subsidiary or affiliate; (ii) an acquirer of assets; or (iii) a successor by merger, on written notice to Customer. Any purported assignment in violation of this section shall be void. 10.6 Applicable Law. This Agreement will be governed by and construed in accordance with the laws of the Province of British Columbia and the laws of Canada applicable therein, without reference to conflict of laws principles, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Platform shall be subject to the jurisdiction of the courts of British Columbia, Canada, to which the parties hereby irrevocably attorn. 10.7 Force Majeure. Neither party shall be liable for damages for any delay or failure of delivery arising out of an event of Force Majeure. 10.8 Waivers. No right under this Agreement will be deemed to be waived except by notice in writing signed by the party waiving its right, and any such waiver will not prejudice its rights in respect of any subsequent breach of this Agreement by the other party. Any failure by a party to enforce any clause of this Agreement or right contained in it, or any forbearance, delay CONFIDENTIAL 20 or indulgence granted by a party to the other party, will not be construed as a waiver of the first- mentioned party’s rights under this Agreement. 10.9 No Presumption. No presumption shall operate in favour of or against any party hereto as a result of any responsibility that any party may have had for drafting this Agreement. 10.10 Enurement. This Agreement will enure to the benefit of and be binding upon the parties and their successors, trustees, permitted assigns and receivers. 10.11 Injunctive Relief. Each party acknowledges and agrees that a breach by it of the provisions of this Agreement relating to Confidential Information, Intellectual Property Rights, or restrictive obligations may result in immediate and irreparable harm to the other party for which compensation would be an inadequate remedy. Accordingly, each party acknowledges and agrees that the other party may seek, as a matter of right and without the necessity of establishing the inadequacy of monetary damages, injunctive or other equitable relief to prevent or remedy such conduct from any court of appropriate jurisdiction. 10.12 Entire Agreement. This Agreement together with any applicable Statement of Work constitutes the entire Agreement between the parties and supersedes all prior representations, agreements, statements and understandings, whether verbal or in writing. In connection therewith, no terms or conditions stated in any Customer purchase order or other order or documentation will be incorporated into or form any part of this Agreement, and all such terms or conditions will be null and void, notwithstanding any provision therein. 10.13 Amendments. This Agreement may not be amended except by written instrument signed by an authorized representative of both parties. 10.14 Severability. If any term or provision of this Agreement will be found by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable, the same will not affect the other terms or provisions hereof or the whole of this Agreement, but such terms or provisions will be deemed modified to the extent necessary in the court’s opinion to render such terms or provisions enforceable, and the rights and obligations of the parties will be construed and enforced accordingly, preserving to the fullest permissible extent the intent and agreements of the parties herein set forth. 10.15 Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. 10.16 No Third-Party Beneficiaries. There are no third-party beneficiaries to this Agreement. CONFIDENTIAL 21 10.17 Counterparts. This Agreement may be signed in as many counterparts as may be necessary, each of which so signed will be deemed to be an original and each copy sent by electronic facsimile transmissions will be deemed to be an original, and such counterparts together will constitute one and the same instrument and notwithstanding the date or dates of execution will be deemed to bear the date as first above written. IN WITNESS WHEREOF the parties have executed this Agreement with effect as of the date first above written. PERFECTMIND INC. Per: (Signature of PerfectMind Authorized Signatory) Name: (Please Print PerfectMind Signatory’s Name) Title: (Please Print PerfectMind Signatory’s Title) CITY OF _______ ______ Per: (Signature of Customer Authorized Signatory) Name: __________________ (Please Print Customer Signatory’s Name) Title: _________________ (Please Print Customer Signatory’s Title) CONFIDENTIAL EXHIBIT A Platform Use fees PLATFORM The fees for the Platform use will be as follows: Year One (from _______ 201_ to _______ 201_): $___________ Year Two (from _______ 201_ to _______ 201_): $___________ Year Three (from ______ 201_ to ______ 201_): $___________ Year Four (from _______ 20__ to ______ 20__): $___________ Year Five (from ______ 20__ to ______ 20__): $___________ CONFIDENTIAL 2 EXHIBIT B Statement of Work Scope/Project Management and Planning PerfectMind will be responsible for planning and managing the project, using best practices generally recognized as good project management methodology, and designating a Project Manager for the project, who will be responsible for: • Adherence to the project scope and schedule • Management of work activities including system design and installation, system configuration, data conversion, testing and quality assurance, administrator and end-user training, and go-live support • Coordination of resources, work sessions, and training • Communications • Managing project issues and issue tracking • Status reports • Available for status calls to provide updates • Working with the designated Customer project manager • Deliverable acceptance and sign-off The frequency and other details of status reports will be agreed upon during the discovery phase. In addition to the Project Manager, PerfectMind will assign appropriate staff to complete the deliverables described in this Statement of Work, including at minimum: system installation, software configuration, data conversion, testing, administration and end-user training and go-live support. Timeline Customer is planning to implement the solution with the following estimated timeline. PerfectMind is expected to recommend an overall implementation plan and timeline based on their experience with implementations of similar scope and complexity. ___ 201_ Contract Signature ______ 201_ – _____ 201_ Project kick off ______ 201_– ______ 201_ Project Initiation _______ 201_ – _____201_ Software Configuration and Reports _______ 201_– _____ 201_ User Acceptance Testing _______ 201_ – _____ 201_ Data Conversion _______ 201_ – ____ 201_ Training and Documentation _______, 201_ Go-live CONFIDENTIAL 3 Technical Requirements PerfectMind will provide a SaaS solution. The only requirement for operating and using the proposed solution will be broadband internet connection and access to the internet via a web browser with all standard browsers being supported (recommended browsers will be communicated to Customer during the implementation phase). Customer Testing PerfectMind will develop a test plan for Customer that covers system and functional, testing. After all of the components of the system have been completed, Customer will conduct system and functional testing. Customer will report any defects to PerfectMind immediately for correction. If any defects are found, PerfectMind will provide a plan to achieve acceptance or to make corrections or replacements. Training PerfectMind will provide full training to system administrators and trainers (number of system administrator and trainers to be determined at the discretion of Customer). PerfectMind will develop a training plan for Customer to fully prepare the system administrators to support the system. The training plan will include: • In-depth understanding of the system functionalities, including:  Security Settings  Workflow Development  Report Development  Software Configuration • A review of best practices in the configuration and use of the system. • Training sessions on different modules of the system, including:  Contact/Account Management  Store/Point of Sale Training  Membership Management  Attendance Tracking  Billing Management  Activity/Program Registration  Facility Rental  Appointments and Private Lesson scheduling  Marketing  Staff Management  Accounting  Document Template creation and configuration • Troubleshooting CONFIDENTIAL 4 PerfectMind will provide technical assistance to Customer’s IT staff on the operation of the system. PerfectMind will investigate and troubleshoot any technical issues with the system that Customer’s IT staff report to PerfectMind. Post-live Support PerfectMind will provide full application support during the week of go-live. PerfectMind’s project team will be available to provide go-live and post go-live support. The resource(s) will be accessible by phone and email to the system administrators. Future Services The ability to provide the services/products in this section may be required in the future. Customer may request to add similar services or products in the future, including but not limited to: • New features or; • Features that were identified as Custom • Additional Reports and such similar services and products will be provided by PerfectMind upon PerfectMind and Customer negotiating and entering into Statements of Work providing for same. Deliverables and Service Acceptance Customer designee will formalize the acceptance of the service via written acceptance of the following acceptance forms: CONFIDENTIAL 5 Acceptance Form A- Project Kickoff (Milestone 1) Purpose The purpose of the Project Kickoff Acceptance Form is to confirm that the project kickoff has occurred and the following deliverables are completed. Deliverables • Contract signature and execution • Planning of the project kickoff/discovery session • Resourcing and scheduling for the discovery phase • Preliminary review of the requirements by the project team prior to the first meeting • Creation of live production environment, which includes at a minimum: − Setup of Customer’s production environment on the cloud − System setups including backups and retentions − Database security setup − Setup of the monitoring tools and systems on Customer’s database − Basic configuration of the database with Parks and Rec Modules The work was completed on __________________ and accepted by Customer. Accepted by: (City of _______): __________________________________ Date: ___________________ Title: __________________________________________ (PerfectMind):____________________________________ Date: ___________________ Title: __________________________________________ CONFIDENTIAL 6 Acceptance Form B - Project Initiation (Milestone 2) Purpose The purpose of the Project Initiation Acceptance Form is to confirm that the project initiation is complete. Deliverables • Discovery phase, which will inform the detailed work breakdown structure and includes: − Existing database system discovery − Business process review and gap analysis − Activity registration overview − Facility configuration overview − Membership management overview − Store and point of sale overview − Marketing overview − Accounting overview The Discovery phase may involve multiple meetings and communications to clarify and assist PerfectMind in understanding the above areas further. • Project work breakdown structure includes: − Tasks and durations − Scheduling − Resourcing and assignments − Dependencies • Initiation of tasks listed under “Scope/Project Management and Planning” above, which includes: − Communications requirement − Project reporting requirements including the frequency and details of the status reports − Issue list/tracker requirements The work was completed on __________________ and accepted by Customer. Accepted by: (City of ________): __________________________________ Date: ___________________ Title: __________________________________________ (PerfectMind):____________________________________ Date: ___________________ Title: __________________________________________ CONFIDENTIAL 7 Acceptance Form C – Software Configuration and Reports (Milestone 3) Purpose The purpose of the Software Configuration and Reports Acceptance Form is to confirm that the software and reports configuration is complete. Deliverables • Application configuration and setup • Security and roles configuration • Setup workflows and business rules • Set-up client specific database • Configuration of Email functionality The work was completed on __________________ and accepted by Customer. Accepted by: (City of ________): __________________________________ Date: ___________________ Title: __________________________________________ (PerfectMind):____________________________________ Date: ___________________ Title: __________________________________________ CONFIDENTIAL 8 Acceptance Form D – Data Conversion (Milestone 4) Purpose The purpose of the Data Conversion Acceptance Form is to confirm that the data converted is complete and Accepted by Customer. Deliverables The data conversion is completed and Accepted by Customer. Acceptance Criteria: PerfectMind has provided a detailed Data Conversion Plan that, at a minimum includes: • Description of PerfectMind’s data conversion methodology and tools • Identification of data sources • Method of supplying data • Conversion schedule, including on-site and webinar reviews and planned iterations test conversions • Roles and responsibilities, resources required • Testing process • Issue reporting process • Documentation to be used for field mapping from legacy data sources to the system’s database • Documentation to be used for data transformations from legacy data code tables to system’s database code tables • Options for treatment of exceptions • Final data conversion timetable that includes the minimum number of data conversion iterations The work was completed on __________________ and accepted by Customer. Accepted by: (City of _________): __________________________________ Date: ___________________ Title: __________________________________________ (PerfectMind):____________________________________ Date: ___________________ Title: __________________________________________ CONFIDENTIAL 9 Acceptance Form E – Training (Milestone 5) Purpose The purpose of the Training Acceptance Form is to confirm that the training is complete. Deliverables The training plan is complete and specifies the training schedule and curriculum for the recipients of system administrator training and end-user training. Customer will confirm the following: • System administrators have been trained on all aspects of system configuration, individual and role-based security profiles, enterprise silo security settings and configurations, document template creation, and report queries and changes. • System administrators are able to complete new configuration items with minimal assistance from PerfectMind. • End users have been trained on all aspects of the system and can complete tasks within the system. • Training materials and online learning center access have been delivered. The work was completed on __________________ and accepted by Customer. Accepted by: (City of __________): __________________________________ Date: ___________________ Title: __________________________________________ (PerfectMind):____________________________________ Date: ___________________ Title: __________________________________________ CONFIDENTIAL 10 Acceptance Form F – User Acceptance Testing (Milestone 6) Purpose The purpose of the User Acceptance Testing Form is to confirm that the system testing is complete and the system is functional. Deliverables The test plan including test scripts, schedule, roles and responsibilities, and definitions of passed/failed test is provided to Customer and Customer is coached through the testing phase. Customer will conduct a complete test on the system to ensure the following is tested and passed: • System functions • Work flows and business rules • Reports The work was completed on __________________ and accepted by Customer. Accepted by: (City of __________): __________________________________ Date: ___________________ Title: __________________________________________ (PerfectMind):____________________________________ Date: ___________________ Title: __________________________________________ CONFIDENTIAL 11 Acceptance Form G - Go-Live (Milestone 7) Purpose The purpose of the Final Acceptance Form is to confirm that the system is operational. Deliverables The final data conversion has been completed and the system is pushed to the Production environment. The work was completed on __________________ and accepted by Customer. Accepted by: (City of __________): __________________________________ Date: ___________________ Title: __________________________________________ (PerfectMind):____________________________________ Date: ___________________ Title: __________________________________________ CONFIDENTIAL 12 Fee Payment Schedule Schedule Target Dates Milestones & Deliverable Subscription Implementation Payment Date _________, 201_ Upon signing of the agreement • Contract Signature and Execution • Payments due: $ $ Upon signing of the Agreement _________ 201_ – _________ 201_ Project Kick off (Milestone 1) • Planning of the project kick off/discovery session • Resourcing and Scheduling for the discovery phase • Preliminary review of the requirements by the project team prior to the first meeting • Creation of the live production environment $ $ Upon completion of Acceptance Form A _________ 201_ – _________ 201_ Project Initiation (Milestone 2) • Discovery phase • Project work breakdown structure • Initiation of tasks listed under “Scope/Project Management and Planning” $ $ Upon completion of Acceptance Form B _________ 201_ – _________ 201_ Software Configuration and Reports (Milestone 3) • Application configuration and setup • Security and roles configuration • Setup workflows and business rules • Configuration and creations of the reports $______ $ Upon completion of Acceptance Form C _________ 201_ – _______ 201_ Data Conversion Acceptance Testing (Milestone 4) • Data Conversion $ $ Upon completion of Acceptance Form D CONFIDENTIAL 13 _________ 201_ – _________ 201_ Training (Milestone 5) • System administrators have been trained on all aspects of system configuration, individual and role-based security profiles, enterprise silo security settings and configurations, document template creation, and report queries and changes. • System administrators are able to complete new configuration items with minimal assistance from PerfectMind. • End users have been trained on all aspects of the system and can complete tasks within the system. • Training materials and online learning center access have been delivered $ $ Upon completion of Acceptance Form E _________ 201_ – _________ 201_ User Acceptance Testing (Milestone 6) • System functions • Work flows and business rules • Reports $ $ Upon completion of Acceptance Form F _______ 201_ Go-live (Milestone 7) The system is pushed to the Production environment. $ $ Upon completion of Acceptance Form G Total $ $ $ The above fees do not include any travel, living or any other out-of-pocket expenses incurred by PerfectMind in providing on-site Professional Services. Customer will pay PerfectMind a flat rate of $550 per day per PerfectMind employee or subcontractor who provides on-site Professional Services to Customer to cover accommodation, meal, local transportation and other out-of-pocket expenses, except travel (airfare) expenses. Customer will reimburse PerfectMind for all reasonable travel (airfare) expenses incurred by PerfectMind’s to send its employees and subcontractors to Customer’s site. All such travel (airfare) expenses for which PerfectMind seeks reimbursement will be supported by documentation in a form reasonably acceptable to the Customer. CONFIDENTIAL 14 EXHIBIT C PerfectMind Rate for Professional Services Optional Services Unit Price Description Importation of Data $150/hr Upon termination of this Agreement, PerfectMind shall supply to Customer a basic export of the complete data in a format suitable for importation. Anything beyond will be charged at this rate. Professional Services $150/hr Services outside the agreed to Statement of Work that requires additional resourcing to accommodate Customer’s requests (other than development/programming). Integration to third party software $250/hr Processing Integration with the Customer’s preferred payment processor. Training $150/hr Any future additional training requested outside the Statement of Work. Development $250/hr Services outside the agreed to Statement of Work that requires additional development (programming). The above fees do not include any travel, living or any other out-of-pocket expenses incurred by PerfectMind in providing Professional Services. Customer will reimburse PerfectMind for all reasonable travel, living and other out-of-pocket expenses incurred by PerfectMind’s employees and permitted subcontractors in providing the Professional Services. All such expenses for which PerfectMind seeks reimbursement will be supported by documentation in a form reasonably acceptable to Customer. CONFIDENTIAL 15 EXHIBIT D Service Levels 1. Platform Uptime. The Platform will achieve a system uptime performance level of 99.9% during the Operation Hours on an annual basis inclusive of any downtime caused by the underlying telecommunication services provider. In this Exhibit, “Operation Hours” means 6 am to midnight Pacific Time, seven days a week. PerfectMind will only be responsible for its Platform uptime performance levels and will not be responsible for any failure due to a failure of Customer’s system(s) or a Force Majeure event as described in this Agreement, and such failures shall not be counted against PerfectMind’s required system uptime performance levels. PerfectMind may, upon not less than seven (7) days’ prior written notice to Customer, which may be email notification, cause the Platform to be unavailable for a period of time not to exceed 12 consecutive hours (“Planned Maintenance”). Planned Maintenance will be performed during the Maintenance Window, and not more than once per week, unless any such Planned Maintenance is a result of urgent events outside of PerfectMind’s direct control in which case PerfectMind will provide as much notice as is practicable. Planned Maintenance will apply against PerfectMind’s required uptime performance level unless (i) it is conducted during the Maintenance Window; or (ii) it is as result of remedial work necessary to address a material defect with third party software such as Microsoft® operating system or SQL server. In this Exhibit D, “Maintenance Window” means between 12:01 am and 6:00 am Pacific Time on any day. 2. Technical Support. Following the reporting of a problem by Customer’s technical support personnel either via phone call or email PerfectMind’s technical support, PerfectMind will respond to the problem in accordance with the incident level and provide a fix to the problem all in accordance with the table set forth below: 24x7x365 Technical Support Description Response time Resolution Time Customer report an incident via phone, email, or chat A live agent will immediately discuss the issue with Customer 85% of the incidents are currently addressed on the first call The initial call requires escalation to Level II The initial call will be transferred to a Sr. live agent to further discuss the incident with the customer 95% of the escalated calls to level II are addressed within the first call The escalated call to Level II requires escalation to the Development team Level II agent create a case for the development team to further investigate the incident Resolution time will follow the SLA table below CONFIDENTIAL 16 Service Level Agreement Incident Level Description Resolution Time Critical This incident level is attained when the following conditions are met: - Complete inability to use the Platform; or - A reoccurring temporary inability to use the Platform Within the same business day High This incident level is attained when the following conditions are met: - A significant degradation of the significant features or functions available or the Platform - Recent modifications to the Platform cause some significant features or functions to operate inconsistently Within 24 hours Low This incident level is attained when the following conditions are met: - A minor degradation of some significant features or functions; or - A degradation of some secondary features or function occurs These issues will be reviewed and prioritized according to the severity of the issue. An accurate estimate will be provided to the customer within a week after the incident is reported CONFIDENTIAL 17 EXHIBIT E Platform Features and Functionalities PerfectMind’s Platform will include the following features and functionalities: • Built-In Reporting Engine A built-in reporting engine to help the customer to create reports. • Integrated Workflow Engine Generate workflows to streamline your team’s processes and communications • Business App Store PerfectMind is adaptable through our community-driven App Store. • Open API Having access to an adaptable integration with external apps allows fluid interconnectivity and collaboration across platforms • Data Security, Auditing and Permissions The ability to control app-level access, user auditing, user time limits, specific IP access, as well as group- and role-based data permissions. • Multi-Site Management & Reporting To allow client to manage multiple sites from one account. • 24/7 Customer Service PerfectMind provides 24x7 operation support using live agents/chat/email. Recreation Management Features: • Facility booking and Scheduling PerfectMind booking takes care of conflict and contract management, recurring bookings, equipment and rental inventory, capacity management and more. Your staff and your members can schedule events online or on-site. PerfectMind lets you manage facility dependencies, availability, and multiple rates. Customers can book using desktop, tablet or mobile devices on all popular web browsers. • Membership Management This allows you to manage families, multiple memberships, and related contacts. • Document Management You can create, save, print, upload and manage your documents for your organization in the cloud. Sign waivers, contracts, and other documents electronically with a digital signature and store them safely in the cloud. • Staff Management You can view all your staff schedules in one master calendar. PerfectMind provides your staff with the ability to make their own schedule and to adjust availability for vacations and time off. Manage staff wages, commissions, hours, availability and much more. Restrict access permissions for users and groups to improve security. • Activity Registration Online or on-site registration for all types of bookings including courses, private lessons, drop-in and flexible registrations to accommodate your needs. Intelligent conflict management gives you the flexibility to readily make changes to events. CONFIDENTIAL 18 • POS and Inventory Management To sell products, service or event online or on-site using cutting-edge features within inventory and sales management. Track purchase orders and inventory. • Attendance Tracking and Check-in Allow customers to scan or check themselves in at the front desk using a kiosk, or manually check-in with a staff member. Improve retention with live class statistics, and much more. Guest check-ins allow for quick processing to non-members or during busy periods. • Calendar Flexible, multi-functional calendar with drag-and-drop functionality to make changes and updates to events, activities and facility booking. You can also view multiple facilities, locations and courses. • Marketing A built-in, fully-functional email solution replaces the need for any additional email applications so you can streamline your marketing for programs, campaigns, and personalized operation emails. Increase signups and enrollments using loyalty and referral programs. You can also have access to simple and customizable landing pages and lead-capture forms. • Task Management To schedule automated and recurring tasks with alerts to stay up-to-date, organized and focused. Set reminders based on predefined or custom triggers • Reports PerfectMind’s built-in reporting engine enables you to create, customize and run reports. Create and schedule custom financial, attendance, utilization, and marketing reports all from the same interface. View real-time analytics and historical data in tabular or graphical format. All reports can be exported for use in a third-party application. • Account management To keep track of your clients and contacts including organizations and families CONFIDENTIAL City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 84 13 Non-Collusion Affidavit On the following page is the required signed Non-Collusion Affidavit form. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 86 14 Appendix A – Product Requirements For ease of reference, PerfectMind has specially addressed all requirements in this section. 14.1 Activity Registration Q1. Software shall provide the ability to create activity class registrations and daily drop-ins. a.PerfectMind's activity and Calendar management allows for all types of bookings: courses, private lessons, drop-ins and flexible registration with an advanced conflict management. PerfectMind enables staff members to view the drop-in calendar in a day, week, month, or list view with various filter options including location and program type. Users can export calendars to PDF files for printing. Q2. User friendly interface for customer generated online activity registrations (on-site kiosk or online). a.Online users have a very friendly user interface which allows them to register for any activity provided by the City. The member enters all required fields and is then presented with an option to pay through our POS module. Verification occurs and notification happens that the transaction was successful and a receipt can be emailed or printed. Q3. Ability to calculate percentage based instructor payments and provide printable reports. a.PerfectMind allows the City to calculate pay rates for instructors under 5 different categories: 1.Per Class: Specify a flat wage rate per class. Add a bonus based on additional attendees. Set minimum and maximum amounts of pay. 2.Per Attendee: Specify a wage based on the number of attendees. Add a bonus based on additional attendees. Set minimum and maximum amounts of pay. 3.Incremental: Specify a wage rate for multiple blocks of attendees (two to four blocks). Set minimum and maximum amounts of pay. 4.Percentage: Specify a commission based on the revenue from an event with a predetermined price scheme, or a membership with a drop -in feature. 5.Hourly: Specify an hourly wage rate. Set minimum and maximum amounts of pay based on clock in/clock out times. Q4. Ability to calculate full class refund and print receipts. a.During a refund process, the system will ask if a full refund or partial refund is being done. If the partial refund option is selected, the system will prompt the staff to enter a reason for the partial refund. Receipts can be printed and/or emailed right from the payment summary screen. Q5. Class fees set-up, dates, times, class descriptions, activation, de-activation capability a.Different fees can be assigned to different classes/activities; the system will choose the correct fee based on your criteria. Fees can be based on time, date, age, residency, membership type, and account type. Q6. Electronic waivers (in-house and on-line). City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 87 a. Electronic waivers can be attached to the sale of memberships and facility reservations. Using mail merge functionality, electronic waivers auto-populate the necessary information which is predefined from the electronic waiver creation. From within the electronic waiver, signatures can be taken in one of two ways. The City can accept signatures by either choosing share with device, send to sign or print. Share with device would allow the City to mirror the electronic waiver to a front facing tablet, granted a tablet is attached to the work station. Send to sign would allow the City to email the electronic waiver from within PerfectMind to the customer’s email. Once emailed, the customer can sign the waiver right from their device and send it back by clicking “done.” In doing so, the signed contract would appear in the client’s profile within a secondary PerfectMind internet browser tab. Terms & Conditions acceptance can be performed online. 14.2 Facility Rental Management Q7. Software must have the ability to process facility and park rentals on-line and in-house. a. PerfectMind allows customers to rent facilities and parks online or call in and have an administrator complete the booking. Q8. Software shall provide notification when a facility or park has been reserved to on-line users and in-house users and ability to add it to an outlook/software calendar for reference. a. Users can add reservation to their own iCal/Google Cal/Outlook after booking the event. Notifications are sent to city staff upon booking. Q9. On-line maps and calendar of facility or park locations and availability for reservations. a. PerfectMind provides both graphical and calendar views of park sites. Staff can upload JPEG images including site photos with pins on them so that customers can identify the facility by clicking the pin. PerfectMind is also integrated with Google Maps. Any time a client selects a facility, they will be able to view it on Google Maps. Q10. Deposit refunds and receipts a. PerfectMind has the flexibility to allow multiple payment options including full payment, partial payment, credit, reversals, credit balance refunds and deposit funds. During a refund process, the system will ask if a full refund or partial refund is being done. If the partial refund option is selected, the system will prompt the staff to enter a reason for the partial refund. 14.3 Membership Management Q11. Software shall provide the ability to manage and facilitate membership sign-ups and renewals. a. PerfectMind allows The City to create and sell a variety of Membership Types: Unlimited/Ongoing, Limited by Time, Limited by Class, and Limited by Time and Class. Customers can sign up for multiple memberships under one profile and staff can manage these memberships, freeze memberships, extend membership, or terminate membership from the customer profile. PerfectMind offers automatic membership renewal for some City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 88 types of memberships (pre-defined by the City). If the membership type is not enabled for renewal, customers must purchase a new membership. Q12. Software shall be compatible with Alpha Card printing Magicard Enduro 3E double sided ID printer Model number: 3633-3021, custom pre- printed bar code cards and key tags or alternative methods to print membership cards (in-house only) or provide alternative solutions if software is not compatible. a. PerfectMind is integrated with plastic card printers which will print the user’s picture onto the card (The model presented in this question should be compatible. This picture is also maintained on the user’s profile when scanning their card for easy identification. Barcoded Photo ID cards are produced and have a configurable layout including photo. The cards can be reprinted as required and use bar code technology. Q13. Software should be compatible with interchangeable card scanners a. PerfectMind is compatible with most USB-connected devices. The City may provide a list of current equipment for confirmation of compatibility. 14.4 Account Management Q14. Financial accounting/financial reporting. a. PerfectMind comes standard with Accounting and financial reports. These are some examples: A/R Aging Summary, Deferred Revenue, General Ledger, Income & Loss, Bank Reconciliation, Billing & Payments, Course Revenue, Customer and Account Statements. Q15. Accurate daily reports a. With PerfectMind, you can create limitless custom reports for finance, operations, marketing, and other divisions without relying on additional software. The proprietary built- in reporting engine enables you to define any report on any object in the database, providing your organization with the flexibility to customize and filter specifics, fields, or data to ensure reports meet your business needs. Users can create and access reports online from any device, providing staff with the ability to track facility utilization, number of memberships sold, and class enrollment at any time. Q16. Ability to tabulate accurate percentage instructor pay outs. a. With PerfectMind you can calculate pay rates for instructors and contractors. Instructors and contractors can be paid in multiple ways depending on agreement with the City (examples, Per class, per attendee, Percentage commission based on revenue, and hourly). The city can run a report that will calculate total money earned by instructor based on pay rate. Q17. Credit card merchant/ Plug n Pay. a. The City can utilize one of PerfectMind's integrated payment processors such as Vantiv, or PerfectMind can integrate to the City’s preferred vendor for a one-time fee. PerfectMind can process various payment methods including cash, cheque, credit card, debit card, EFT/ACH, Subsidy and PayPal. Q18. Compatible with current finance software (Tyler) City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 89 a. PerfectMind has the functionality to support fully automated GL exports into an FTP folder for Tyler to grab and import. PerfectMind has already done numerous GL exports and has a list of templates that the City may use. Should the City require a completely custom file that will be imported into Tyler, there could be a fee associated which would be determined after an example has been received. The City may also do manual exports and upload into Tyler. 14.5 Point Of Sale Q19. Software must allow organization to accept credit card, check and cash transactions a. PerfectMind can process various payment methods including cash, cheque, credit card, debit card, EFT/ACH, Subsidy and PayPal. Q20. Process payment receipts, refunds, credits, cash drawers a. PerfectMind has the flexibility to allow multiple payment options including full payment, partial payment, credit, reversals, credit balance refunds and deposit funds. Refunds can be processed to the original payment method, or as a credit to the customer's account. Every receipt has a unique transaction number and transaction date with a time stamp. There is also a unique barcode on each receipt that can be scanned. The City can search for any transaction and print the receipt for that transaction at any time. The user has the option to print or email a receipt. Once the "print receipt" option is selected, a confirmation will appear on the screen. Q21. General admission ticketing a. PerfectMind solution can produce tickets with barcodes and can limit the number of scans that the ticket can have. Q22. Individual item sale set-up a. PerfectMind's POS allows The City to setup Individual item's for sale under 4 categories. 1. Inventory items: Inventory items can be tracked by size, color and quantity left. Purchase orders can be tracked for these items. 2. Non-inventory items: This item does not require inventory tracking. 3. Gift Card: Gift cards hold an amount of money that can be redeemed later by your clients towards any purchase 4. Ticket: Tickets are used to sell access to an event or facility. Tickets can be validated after purchase by scanning the barcode. 14.6 Miscellaneous Q23. Social media applications a. PerfectMind integrates with social media in several ways. Customers may use their Facebook account to login, social media links and logo may be embedded in automated communications through the marketing engine, and customers can share their activity City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 90 through hundreds of different social media sites. All of this functionality is available across mobile devices. Q24. Electronic waivers a. Electronic waivers can be attached to the sale of memberships and facility reservations. Using mail merge functionality, electronic waivers auto-populate the necessary information which is predefined from the electronic waiver creation. From within the electronic waiver, signatures can be taken in one of two ways. The City can accept signatures by either choosing share with device, send to sign or print. Share with device would allow the City to mirror the electronic waiver to a front facing tablet, granted a tablet is attached to the work station. Send to sign would allow the City to email the electronic waiver from within PerfectMind to the customer’s email. Once emailed, the customer can sign the waiver right from their device and send it back by clicking “done.” In doing so, the signed contract would appear in the client’s profile within a secondary PerfectMind internet browser tab. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 91 15 Appendix B – System Functionality 15.1 Account Management PerfectMind is equipped to serve your customers, employees, and staff allowing for complete access to all client information, contacts, communication history, activity history, shared documents, and notes. Our membership management platform is equipped to automate renewals, payment, and billing processes, allowing for easy calculation of fees for various member groups, allowing online or onsite booking and orders of products and services. PerfectMind allows users to view multiple memberships on a single page with selective branded fields. The solution has an exceptional account management system in place ensuring your community’s facilities are organized and structured. For clients and members, PerfectMind provides the best experience by easily allowing them to book, register, and reserve online anytime from any device. Flexible Account management can be tailor made and branded to reflect the City’s work processes and practices. Fields can be added and changed to suit your organizations’ preferences. The platform has been designed with our clients branding and implementation needs in mind; allowing for a solution that is familiar and works for your organization. Duplicate Accounts and Merging Over a period of time, there is a chance of accumulating duplicate records. With no loss of data and easy to search criteria, users with profile permission can search the duplicate accounts and merge them resulting in a better organization of records. Keeping your data clean and structured, PerfectMind performs automated duplicate checks when members create accounts online through the member portal. Transaction Management PerfectMind’s intuitive platform has the ability to perform the following features: • Calculate and track customer balance • Accept customer payments on account • Produce customer statements Split payments between card holders and accommodate blended families or various household structures with PerfectMind’s transaction management module. A transaction could include one or more invoices of one or more payments per invoice. For example, a payment on an invoice could be in cash with secondary payments coming off a credit card on predetermined date(s); this means you can split payments between accounts with ease while supporting multiple payment methods. This can benefit members who split payments between accounts because of their household structure or shared custody arrangements. An invoice could be voided without interruptions to other invoices in a transaction; however, if a transaction is cancelled, all attached invoices will be terminated. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 92 Searching The intelligent PerfectMind search fields are dynamic. It allows you to quickly search and add all at once. For example, simply type in a member's last name and watch as the system pulls up any and all information, relationships, and data related to the referenced client. The search engine is optimized to help pick the best key words and find link building avenues that can increase the search rank; moreover, our solution also has the ability to post adjustments to the customer account balance. Streamlining the search process, PerfectMind allows users to access all related information to the member within their member profile. View transactions, documents, schedules, emails, credits, level of participation within the member’s account. This can be organized by group or specific criteria for each account. 15.2 Membership Management PerfectMind provides a highly integrated solution to help you manage different categories of memberships or levels of access, including: • Unlimited/Ongoing • Limited by time (e.g. six-month pass or one-day pass) • Limited by class (e.g. punch pass) • Limited by time and class (e.g. ten sessions in two weeks) Membership Types Memberships can be defined to have open-ended durations or fixed-term durations. The solution allows for customers and clients to have more than one membership at any given time (e.g. clients can have an ongoing membership for the pool, and a one-day pass for the yoga studio). Each type of pass will allow City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 93 members to attend classes; however, each type of pass is tracked differently. It is important to sell passes through PerfectMind as the platform tracks remaining passes, expiry dates, and delinquencies. Memberships can be linked to specific payment plans, this means funds can be collected on a monthly basis (or however the system is set up to do so). Revenue is recognized as soon as a payment is collected. The customer account view provides staff with information on membership expiry, birthdays, and other special requests captured within the profile. Member Screen PerfectMind allows multiple options for client identification such as turnstiles, self-check in, card scans, punch cards, and personal identification; furthermore, the solution produces and manages access cards for clients. Client residency is determined during the initial creation of the members account. The fees (determined by the City and staff during the discovery phase), are tied to memberships and assigned automatically when selected; furthermore, create member profiles with client descriptions and notes, attach pictures of the clients, and family members for easy administration and recognition. Family Passes/Memberships Contacts are easily grouped together as a family or team using PerfectMind’s Family Account feature, identifying who is related, preventing unnecessary emails, and keeping payments simple. Having a Family Account is easy and beneficial. The system enables a member to create a client login for the group or family, allowing members and clients to review their classes and account details online (e.g. a parent of two children can review and update classes for themselves and their children). Further to this feature, a joint client login can also be created for a Family Account to allow clients and members to book and manage their own group. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 94 The platform allows you to limit the client count in a family pass by selecting the pass and setting the maximum (this limit is determined by the City and is identified during the discovery phase). Suspend, Terminate, and Renew Customers PerfectMind’s solution can freeze or suspend all access to the facility as a temporary measure (e.g. due to vacation or a member’s payment in arrears). The user has the option to permanently terminate accounts. The terminate function is available on transactions and passes, including termination of unpaid portions of any transaction. This means all scheduled invoices for the transaction could continue to be active or will be considered terminated and not charged; furthermore, any overdue invoice will remain active until paid. The PerfectMind solution allows for membership extensions. Simply use the extend functionality and specify the desired dates to extend the membership. Further to this module, the solution allows for auto renewal of memberships. Simply configure the system this way, and watch as memberships are renewed with ease and simplicity, allowing you more time to engage with your community members and facility staff. 15.3 Activity Setup PerfectMind has the ability to accommodate your businesses most stringent tasks, enabling you to service customers with greater efficiency enhancing internal operations. With our robust platform offering a tailored and customized solution to your organization's needs, we enable clients to use PerfectMind as their core business management solution aiding with everyday activity setup and management. Our solution makes activity setup simple and painless, while being easy to manage and understand. PerfectMind helps organizations manage all aspects of their facilities’ operations with an efficient and easy to use Activity Setup feature, allowing for quick and easy online or onsite activation and registration for all types of bookings. The solution can automatically create semester and seasonal programs with various rollover options giving you the ability to ensure full course loaded schedules are in place with selected details for the following seasons. All fields are configurable within PerfectMind and will be identified during the Discovery phase. The City administrators will have the ability to add or delete fields at any time. Activity Setup includes the following activity types: • Appointment: Event has only one occurrence and one attendee (e.g., private lesson or fitness evaluation) • Single Booking: Event has many occurrences, but attendees enroll in one occurrence at a time (e.g., a drop-in class or seminar) • Course: A series of events with a fixed schedule, and attendees must enroll in all occurrences (e.g., marathon training or fitness class) • Custom Booking (Flexible Registration): Users choose the sessions that are convenient to them and pay a fee accordingly, rather than commit to both the schedule and price of the entire series of a Course (e.g. summer camp or day care). City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 95 • Facility Booking: Event marks the rental of a space such as studios, gyms, courts, fields, rooms, halls, auditoriums, etc. Once an activity has been created and enrollment is maximized, administrators can enable the waitlist and the registration will automatically default there. Waitlist information is viewable from the course list page with the waitlisted clients and their applicable queue order. Cloning Activities Users can save a duplicate of an existing activity by cloning it. The system will copy many of the original attributes to the new activity to minimize the amount of work needed to complete the data entry. Users can clone an individual occurrence, or an entire series. Cloning an activity series (such as a course) is especially useful if you want to: • Offer the same course from a previous season in a new season • Duplicate one skill level to apply the same attributes to another skill level Users can choose whether or not to clone the list of attendees in one activity so that they can also participate in another. For example, cloning a swimming course will help you carry forward a group of attendees from one skill level to another. Activity Linking Multiple activities(appointments, single bookings, and courses) can be linked together in an Event Group. An Event Group enables the City to set a total combined program capacity for multiple activities. As soon as the capacity is met across all activities, the system will not allow further registrations; this is helpful to reduce safety concerns related to overcrowding. For example, the total number of registrants for all swimming classes running at the same time should not exceed the actual capacity of the swimming pool. Event Groups also enable users to link multiple levels of courses together to create a program track. For example, a First Aid program may include several different courses that attendees must complete to receive a first aid certificate. Activity Setup Features • Configurable class levels. • Pass/fail tracking for courses. • Prorate classes for late registration. • Programs and the activities are linked to facility and room reservations. • Specify age restrictions to come into effect on a particular date. • Interactive attendance functionality, plus non-attendee tracking for marketing follow-ups. • Ability to generate mailing lists and labels from registration lists. • Disable the ability to delete courses with paid or enrolled customers to minimize the possibility of deleting an active course in error. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 96 15.4 Activity Registration PerfectMind’s enterprise solution provides everything you need to effectively manage programs and courses including activity enrollment and withdrawals, allowing you to create a cohesive and easily manageable community around your business. Easy online and offline activity enrollment and withdrawals for staff and customers, PerfectMind enables business growth in just a few simple consolidated steps. In terms of program management, our proven flexible platform accommodates the most demanding needs. They include but are not limited to the following: • Automatic creation of semester and season programs • Participant ranking • Level management • Limited or ongoing courses • Private and drop-in classes/courses/lessons • Flexible registration (FlexReg) • Childcare management and preschool • Extras • Ongoing courses based on desired occurrence (daily, weekly, monthly, and yearly) • Conflict management for facility, staff, instructor, and holidays • Discounts, early birds, and promotions limited by time or number of participants • Automatic notifications through text message, email, or mass voice broadcasting • RSVP Further to the above, PerfectMind can define and assign the following features: • Multiple and various fee structures • Initiate season rollover • Pre- Requisites (conditions as a prior requirement) • Establish program enrollment • Assign minimum and maximums • Full or partial refund options accommodating multiple payment types (credit card, debit card, or other method of payment) • Set online enrollment dates • Restrict fees based on residency and membership status • Create custom questions to gather additional information from registrants • Tie activities to General Ledger account codes • Wait list and full roster management City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 97 Course Detail Screen If permissions allow, customer details can be accessed by staff. These include but are not limited to the following details: · First and last name · Street address · City or state · Postal or zip code · Phone numbers · Email/Facebook/Twitter · Birth date · Age · Gender · Contract ID numbers · Family/household ID numbers · Denotation of primary · Customer balance · Customer type · Text notes All information related to the activity including: status, enrollment, (including current clients and waitlisted clients), space available, date of activity, start and end times, facility location, activity location, costs, cancellations, pay now, and refund options are all view able and manageable through PerfectMind’s solution, allowing your business to run seamlessly. All fields within PerfectMind are customizable. The activity enrollment and withdrawal process can be tailored and branded to reflect the City’s work City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 98 processes and practices. The platform has been designed with client branding and implementation needs in mind, enabling a solution that is familiar and works for your organization. 15.5 Facility Management PerfectMind makes booking a facility simple and painless, both online and on-site. Our Facility Management module is optimized for use on all devices, and enables users to manage: · facility dependencies · advanced availability search · multiple rates and fees · payment plans · operational hours · booking conflicts · online facility reservations · interactive facility maps · questionnaires and alerts · rental extras and add-ons · customizable contracts with digital signatures · integrated lighting options PerfectMind’s customizable Facility Management module helps save time and increase operational efficiency. Facility calendars provide staff and customers with a real-time view of availability across your network of fields, swimming pools, courts, arenas, and other public-facing amenities, and our integrated conflict manager eliminates the risk of double booking. PerfectMind makes facility reservations simple and painless, whether you are completing a single reservation or multiple bookings. There is no delay when generating contracts containing over 100 reservations. PerfectMind’s intuitive search capabilities help staff and customers easily identify available resources that meet their rental needs. Users can search for a facility by keyword, including facility name or contract ID. PerfectMind also offers an advanced availability search, which sets a time range and duration for a booking starting from a specific date, and can search particular days of the week. Users can also filter by calendar, service, facility type, location, and amenities in their availability search. Search parameters can be saved for future use if needed. Users can choose between two views in the facility schedule: • Availability View: Displays a horizontal view of facilities with color coded blocks indicating availability. Users can click on a block to show the availability details for that specific time. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 99 • Timeline View: Displays all existing events that connect with the facilities you have selected in your search. Existing reservations appear in the color that is associated with the facility calendar they were created in. Easily reserve events that cover multiple days and multiple venues within your organization using custom repeat patterns. Users can select independent booking dates to create a booking series, and modify or add any date within a recurring series without breaking the original repeat pattern. Using dependencies, customers can book an entire facility, or a partial portion (e.g. one lane of a swimming pool instead of the entire swimming pool). If a partial portion is reserved, the entire facility will no longer be available for booking. Extras and add-ons (such as equipment) can be attached to any facility reservation, and can be required or optional. Custom questionnaires can be added to the service level of any facility which will be activated during the reservation process. This is where you can ask customers to provide any information required for a reservation, including room setup preferences, waivers, or terms of service agreements. Multiple questionnaires can be added to a single facility if multiple services are attached to that facility; for example, a facility may be used for both Basketball and Volleyball services which require different questionnaires. Multiple reservation rates can be assigned to a facility, including prime time/non-prime time rates and fees for residents/non-residents. If a reservation overlaps between two rates, the system will automatically charge the correct rate for each of the hours booked. For example, if prime time hours are 9am to 5pm and a reservation is booked for 4pm to 6pm, 1 hour will be charged at the prime time rate and 1 hour will be charged at the non-prime time rate. Multiple payment plans can be configured for facility reservations, including equal payments, term payments, or custom payment dates. Quick Rental For simple facility bookings that do not require a contract, PerfectMind offers a Quick Rental option. Users can select the facility and time for the reservation, then proceed directly to the Point of Sale system for processing. The system will run the conflict manager and any associated questionnaires, then will proceed to the payment process, including the addition of any applicable extras, fees, taxes, and discounts. If there City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 100 is no fee for a quick reservation (for example, booking a tennis court that is free for members) the Point of Sale system will be bypassed and a receipt will be generated for the reservation. Online Facility Booking Facility information and reservation options can be available to staff and customers online at the City’s discretion. There are four options to choose from when setting up facilities for online booking: • Allow Reservation: Allows reservations to be completed online without staff approval. • Allow Reservation with Approval: Reservation is placed in a “tentative” state pending staff approval. Staff members must contact customers to complete reservations. • Show Information and Availability: Displays the searchable availability schedule of a facility. Customers must complete reservations over the phone or in person. • Show Information: Displays only the facility information. Customers must complete reservations over the phone or in person. The City can also set a maximum limit for online bookings a customer can complete, either by the total number of all future reservations, or by the total number per bookings per day or per week. This is helpful during busy seasons, so facilities aren't all booked up by the same customer. Interactive Facility Maps Make the online booking process simpler and more visual with customizable facility maps for gyms, pools, classrooms, camp grounds, courts, marinas, and other facilities. Customers can conveniently view a group of facilities on an interactive map that provides an overview of a location’s physical space and includes clickable pins, each corresponding to a unique facility. Once a facility is selected, users can view and search facility details, amenities, and available booking times. Campground Map City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 101 Facility Lighting PerfectMind works seamlessly with Musco Sports Lighting and Skylogix Wireless Switching and Monitoring Solutions, allowing you to manage facility lighting and related fees with full control and flexibility. This may reduce the amount of power consumed by facilities, as the lights can be turned on only when a facility is reserved. Our automated lighting integrations are fully customizable, and facility lighting can be set to turn on and off at predetermined times. For example, if a facility has LED lighting, lights can be turned on 15 minutes prior to an event start time to allow the lights to warm up. Fees for lighting options are just as flexible – you can choose to bill customers for lighting, and can modify fees to apply per time block, or charge a flat fee. PerfectMind’s solution automatically determines the times of sunrise and sunset, which enables the City to charge fees only when lights are being used. Any facility calendar updates or changes are automatically updated to the lighting service's control panel, which can be manually adjusted if required. 15.6 Point of Sale PerfectMind’s robust point of sale module streamlines the checkout process for both customers and staff. Easily record sales transactions, print or email receipts for customers, and manage product pricing, discounts, and inventory. PerfectMind’s Point of Sale module is intuitive to navigate, and has a dynamic layout compatible with mobile devices and tablets. PerfectMind maintains and stores receipts and endorsement documents in user-defined formats. The solution allows for item prompts as required by the City. Customizable to any product, administrator privileges allow you to add or remove prompts as needed. These can include: • Discounts • Promotional codes • Gift Cards • Early bird pricing Customers and staff can search for any product within the City’s inventory using various item attributes. Products and memberships will appear together in the same search results, unless filtered by tab group. Custom PLU buttons can be easily created within PerfectMind to enable groupings of items including the placement of frequently sold items. Supported Payment Types PerfectMind supports the following payment types: · Cash · Check · Gift Card · Debit Card · EFT/ACH · PayPal · Account Credit · Visa · MasterCard · American Express · Subsidy City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 102 · Custom Payment Types (i.e. rewards) Payment Plans PerfectMind’s point of sale module includes the option for customers to Pay Now or Pay Later using a pre- defined payment plan. The City can configure multiple payment plans that will be available for all customers; for example, the City could offer 3-month, 6-month, and 12-month payment plan options. Both Pay Now and Pay Later amounts can be split between multiple payers and multiple payment methods. This split payment feature is beneficial for blended families, or customers who prefer to split financial responsibilities. Payment Plan Screen Inventory Management PerfectMind’s point of sale module provides fully integrated inventory management features. The customizable platform enables the City to create unlimited products within the online store, with branded store interfaces and featured products by location. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 103 As the City sets the inventory threshold, the system has the ability to alert users when inventory thresholds are reached, and can automate the reorder process if required. This function can be turned on and off by the administrator. Receipts PerfectMind can generate a receipt to include the following: • Organization name • Address • Date • Parent and child name • City tax ID number • Fees: membership, regular, late, additional, field trip, and release date feeds Point of Sale Highlights • Fully responsive layout is compatible with mobile devices and tablets. • Purchase multiple memberships in a single transaction. • Assign memberships and activities to a customer other than the payer. • Add multiple fees or taxes to memberships, residents, non-residents, facility bookings, and courses. • Items, Products, and Memberships are grouped by tab for easy navigation. • “Frequently Sold” buttons can be configured by location. Simply tap a button to add the associated item to the cart for purchase. • Inline menu enables users to update Discounts, Taxes, Price, or Item Properties (e.g. color or size) directly from the cart screen. • Void any scheduled payment, preventing the payment from being processed. • Refund or credit processed payments in real time to the original form of payment or to a General Ledger account. • Refund permissions can be adapted or configured based on the user profile. This means that users will not have the ability to process refunds without granted permissions. • All account information is recorded per user and per location site. • PerfectMind is PCI compliant, and only stores the last four digits of credit cards in line with PCI standards. • When adding a new product, administrators can select if the price will be inclusive of tax, or not. This enables flat fees, with no hidden charges. 15.7 Payment Processing PerfectMind will not be your organization’s payment processor. We do however forward the card information, which is why our company and software needs to be a certified PCI compliant. We do not store credit card information in its entirety, instead we simply store the last four digits in conjunction with PCI standards. PerfectMind can integrate with the City’s desired payment processing vendor for a one- time fee, making the transitional process familiar and comfortable. Or, if preferred, the City can work with City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 104 one of PerfectMind’s integrated processing partners for no additional cost. PerfectMind is currently integrated with the following payment processors in the United States: • Vantiv Integrated Payments • Elavon • PayPal • Paysafe • EVO Payment • Payliance • Paytrace Additionally, PerfectMind is in the process of integrating with Bank of America, which is planned to be complete by Q2 2018. 15.8 General Ledger and Accounting PerfectMind has an internal general ledger that tracks financial accounting for all transactions, such as revenues related to classes, programs, and facility rentals. The General Ledger is central to the financial management system, the source of the transactions and balances that define the financial state of your business. PerfectMind’s Accounting module incorporates income, expenses, assets, and liabilities, capturing the business context and measures of your operation. The software makes it simple and easy to export the data and import it to a third party financial or accounting software without manually charging a fee. General Ledger and Accounting Highlights • Create unlimited General Ledger accounts • When selling a pass or membership online or onsite, invoices will be automatically generated and processed to the applicable payment plan tied to the membership. Different General Ledger accounts can be assigned to each membership, allowing the system to take care of deferred revenue • Assign multiple revenue General Ledger accounts for any facility booking, reservation, or equipment rentals. Users can define the General Ledger account for the applicable facility or equipment; thus, allowing the system to computer the deferred revenue • Assign multiple revenue General Ledger accounts for any sales item such as memberships, events, and Point of Sale items. Users can define the percentage split of each income associated with the different General Ledger accounts • The user has the ability to manually create and modify a post-dated transaction; in fact, the software solution has a pay now or pay later feature creating a user friendly Point of Sale system for all that access the site. If the user has opted for this module, A/R accounts will be updated according to the General Ledger report • Manually enter account numbers to adjust posting between General Ledger Accounts • Void and/or forfeit any scheduled payment, preventing the payment from being processed • Payments that are processed can be refunded or credited at any time. Users can choose to refund the amount to the original form of payment or refund to a General Ledger account. General Ledger reports will reflect the changes based on cash or accrual method accounting City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 105 • General Ledger account information can be printed, emailed, or exported to Microsoft Excel at any time • PerfectMind’s solution has complete API integration capabilities which allows easy assimilation with accounting software applications. All payment information can be extracted from the system through PerfectMind’s API General Ledger Report 15.9 Reporting With PerfectMind, the City can create limitless custom reports for finance, operations, marketing, and other divisions without relying on additional software. The proprietary built-in reporting engine enables the City to define any report on any object in the database, providing your organization with the flexibility to customize and filter specifics, fields, or data to ensure reports meet your business needs. Users can create and access reports online from any device, providing staff with the ability to track facility utilization, number of memberships sold, and class enrollment at any time. Reports can be run on an ad-hoc basis, and can be exported in CSV or XLS format. Data is accessible in JSON through PerfectMind’s RESTful API or in their native format through the regular API. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 106 Activity Rosters PerfectMind enables organizations to produce roster reports sorted by alphabetical or chronological entry order, team name, or age. Roster reports include the following options and data elements: • All rosters for a facility, category, instructor, or supervisor • All rosters for activities starting within a specific date range • “Brief” or “Expanded” roster formats • Printed rosters, or mailing labels for participants on a roster • Inclusion or exclusion by enrollment type (such as wait list) and refunded entries Financial Reporting PerfectMind provides standard consolidated day end financial reports that contain combined totals from all functional areas, including enrollments, reservations, or membership sales. PerfectMind’s built-in reporting engine is robust and has similar functionality to Crystal Reporting (a business intelligent application, designed to generate reports from a wide range of data sources). If permissions are granted, a user can group several General Ledger accounts by income and account type, and generate these reports for tracking. PerfectMind allows the user to define General Ledger accounts by site. Users can then choose to view the General Ledger account information for their site when setting up activities and generating reports. Successful Payments Report Customizable Filters PerfectMind provides the user with user controlled selection screens prior to running each report. These selection screens allow the user to narrow the report specification by choosing only relevant data or user applicable information. This could mean running a report for just a single center, for a single or group of facilities, with specific dates and times. Robust reports with customizable filters include but are not limited to the following: City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 107 · Activity number and name · Category, instructor, and location · Activity status · Beginning date and time of course · End date and time of course · Registration start date · Instructor payment data · Revenue account Ad-Hoc Reporting PerfectMind’s platform provides permission-based access to all data included within tables and fields. Users can create custom reports using drag and drop tools within the application. System reports are defined for billing, attendance, and similar core functionalities. Grid views and chart views can be generated for any table defined in the system. Other means of accessing the data for export to more sophisticated statistical analysis and charting tools are also provided through table export and SQL data connections. Data Management Tables and fields in the database are fully customizable and their relationships can be defined as required. The fundamental and essential system objects such as member and transaction are built in, with the applicable business processes defined around them. Other custom objects and fields can be defined using the drag and drop platform module. This means lists can be created using the same interface with customizable field selection options. Views are defined on objects (tables in the database) and can include or exclude fields (columns) in the grid view. Page layouts are defined for each object and can include or exclude fields for specific profiles. Reporting can be defined on objects and their related objects, limited to ensure performance. As part of the basic functionality of the system, unlimited navigation through objects and related objects is available. Standard Reports PerfectMind’s solution comes with over 100 standard reports including the following: Accounting Reports · A/R Aging Summary · Deferred Revenue · General Ledger · GL Adjustment · GL Assignment Audit · Income & Loss · Journal Entries · Punch Pass Revenue · Staff Payment Estimate Bank Reconciliation Reports · Payment Detail – Cash · Payment Detail – Check · Payment Detail – Credit Card (eSelect) · Payment Detail – Credit Card (Merchant Direct) · Payment Detail – Debit (Merchant Direct) · Payment Detail – EFT · Payment Summary City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 108 Membership Reports · Expiring Limited Passes · Expiring Punch Passes · Frozen Memberships · Member Demographic · Membership by Status · Membership Cancellations · Membership Renewal · Membership Sales · Membership Sold by Salesperson · Membership Types · Membership Scans Daily Cash Out Reports · Cash Out Report (Cash Only) · Cash Sales – Open to Close Marketing Reports · Broadcast Recipients · Broadcast Summary · Campaign Logs · Emails Bounced · Email Delivery · History Log · New Online Members Financial Reports · 3rd Party Billing · Bank Reconciliation · Bank Reconciliation (AMEX) · Billing & Payments · Cash Reward Details · Cash Rewards · Course Revenue · Credit (Owing) · Credit Summary · Customer and Account Statements · Daily Cash Balance Report · Discount usage · EFTs in-Progress · Expense By Category · Expense By Vendor · Expiring Credit Cards · Facility Booking · Financial Performance per Location · Gift Card Sales · Gift Card Usage · Income Forecast · Inventory Report · Memberships By Month · Overdue · Payroll · Products by Month · Sales Information Report · Security Deposit Deduction Details · Successful Payments · Successful Payments By Station · Taxable Sales Scheduling & Activity Reports · Activity Registration Summary · Attendance per Station · Attendance Sheet · Contracts to be Completed · Event Roster by Session · Facility Schedule · Facility Usage Report · Maintenance Report City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 109 · Courses Status · Event Conflict Report · Event Master Report · Event Roster by Series · Prompts Report · Sessions Report With Revenue · Survey Results Level Promotion Reports · Promotions This Month Time Card Reports · Hours Last 7 Days · Hours This Month · Hours Today 15.10 Online Customer Access Providing the best experience with easy online access is a necessity to your members and the public around your community. PerfectMind accomplishes this with its responsive and social platform. The apps and website integration run flawlessly for both your employees and customers. Regardless of screen size or browser type, PerfectMind allows the City’s members to access all public areas of the site while at home or on the go, without having to download a mobile app. PerfectMind provides a modern and user friendly interface for the public to access the City’s recreation and facility services. Here the public can view class schedules, book facilities, purchase memberships, and view their accounts with ease. Simple to use, PerfectMind’s online responsive platform will allow users to access to the City’s recreation services from any device regardless of screen size or browser type. Online users are given complete access to programs, memberships, online stores, and facilities from any computer, tablet, or smart phone 24/7/365 days a year. PerfectMind is fully functional across all operating systems (iOS, Android, and Windows), allowing for full operation on all platforms and devices (mobile, tablet, PC, and MAC). The only requirement is an internet connection; furthermore, clients and members can login with their social media accounts. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 110 Client Facing Public Portal Home Page At the discretion of the administrator, PerfectMind will provide web access to these modules and features. PerfectMind provides clients and users with a single access point for the public to manage their recreation activities and services. The public will be able to access password reset, tax receipts, permits, league information, and schedules for themselves and other members. The solution enables social sharing of content by clients and their customers. PerfectMind allows facility customers to use a variety of social channels to update their networks and share their fitness bookings, purchases, registrations, and experiences. This allows people in their networks to easily view information and sign up for the same programs, products, and services. The ability to socially share helps businesses and municipalities generate positive feedback, word of mouth referrals, and growth revenues. PerfectMind has the ability to show all or some of the activities offered by the City on the online registration portal. Items include but are not limited to the following: • Activities • Facilities • Programs • Memberships • Store City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 111 Class Registration on Online Public Portal PerfectMind enables users to create, export, and print catalogs, brochures, and schedules online based on program and activity data. Our management platform includes an online catalog and brochure builder that facilitates custom page layouts based on program and activity data; further to this feature, the City has the ability to style, publish, and print activity brochures. Users can enable and disable what information they want presented online and create customized widgets (an application, or a component of an interface, that enables a user to perform a function or access a service). PerfectMind will provide a link or an embedded code with custom CSS to be added to the City's website. When booking a facility or making a reservation, the action is placed in a “tentative” state followed by the initiation of PerfectMind intelligence. The workflow engine will flag the booking as “tentative” and send the booking by email or task, to the appropriate person or staff for approval. If denied, the facility will not be available to book immediately. If approved, the facility will be confirmed and payment will be processed. At that point the facility will not be available to be booked by any other individual. PerfectMind has the ability to check the name and email addresses to prevent creating new accounts online; furthermore, PerfectMind has automatic search for duplicate account feature. This is where duplicate accounts can be quickly and easily merged without losing transactional information. Staff can search by emails, names and telephone numbers to find and merge records. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 112 15.11 Online Document Center PerfectMind provides the ability to scan, upload, share, and manage documents (e.g. annual waivers, permits, tickets, medical forms, and proof of staff certifications) in the hosted database within the cloud. Populate a variety of documents such as waivers, contracts, and disclaimers using PerfectMind’s mail merge functionality. Create custom labels, membership cards, and gift certificates with your logo and branding standards. The document management solution has the ability to obtain a physical signature or an electronic signature that can be stored in the system. New documents can be created directly through the Document Center. These can be a variety of forms, waivers, and disclaimers. Files can be created on any computer and the merged fields from PerfectMind can be added to the document through the document editor. This editor will function similarly to Microsoft Word, Pages, and Open Office, giving the user a familiar feel. Any documents created outside PerfectMind can be added for simple organization and storage; however, only HTML documents built in PerfectMind and Word documents are supported for merging. Sample Contracts in Document Center Digital Signatures PerfectMind helps you save on paper, ink, and postage when you give your members the convenience of signing documents such as waivers and agreements electronically. With the addition of a new signature field, your clients can digitally sign documents on any electronic device. Members no longer need to worry about coming into the office to sign documents, with PerfectMind simply email the document to the applicable members and check later for verification and completion. Signed and completed documents can be saved in the contact’s profile, a module of Account Management. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 113 Highlights of Document Center • Customize boilerplate contracts and create several types of standard contracts and other forms. • Create and modify contracts complete with all relevant details. • Retrieve data to generate quotes, receipts, and fees for members. • Create, print, and modify contracts, work orders, addenda, and waivers. • PerfectMind has workflow capability to upload and send contracts for approval to other City team members and staff. • Send contracts, work orders, and documents to clients and staff electronically. • Upload and print templates for contracts, work orders, tickets, and event checklists. 15.12 Calendar and Scheduling Prevent scheduling conflicts, increase operational efficiency, and simplify the facility booking process for your staff and customers with PerfectMind’s customizable calendar. The PerfectMind calendar organizes your calendars and events and provides ready access to related functions like managing services, staff, and facilities. The calendar provides automated conflict alerts, providing staff and customers with a real- time view of facility availability and operational hours across your network of fields, courts, arenas, and other community facing facilities. The PerfectMind calendar can be edited, revised, and printed by staff and clients with appropriate access from any device that is connected to the internet. The calendar easily integrates with the City's forward facing website, providing the public with real time access to schedules, facilities, and activities. How events are handled in the calendar and in reports is determined by the booking types: • Appointment: Event has only one occurrence and one attendee (e.g., private lesson or fitness evaluation) • Single Booking: Event has many occurrences, but attendees enroll in one occurrence at a time (e.g., a drop-in class or seminar) • Course: A series of events with a fixed schedule, and attendees must enroll in all occurrences (e.g., marathon training or fitness class) • Custom Booking (Flexible Registration): Users choose the sessions that are convenient to them and pay a fee accordingly, rather than commit to both the schedule and price of the entire series of a Course (e.g. summer camp or day care). • Facility Booking: Event marks the rental of a space such as studios, gyms, courts, fields, rooms, halls, auditoriums, etc. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 114 Calendar List View Calendar Highlights • Customize columns shown by clicking the arrow beside a column title and selecting from the drop down list. • Search by keyword, course ID, or contract ID to easily find the facility or event aligning with client needs . • Filter calendars by period of time, age, gender, service, and season. • Manage full-time and part-time employee schedules and availability. • Define color, default view, and time scale (e.g. intervals of 15, 30, or 60 minutes), and groupings (e.g. group by staff member) for each calendar. • Set up automated reminders about events for attendees. • Export calendars to PDF files to print or save offline. • Choose to show or hide cancelled events. • Share events to various social media platforms. • Set recurring operational hours for statutory holidays. Simply set the holiday hours once, and the system will apply it to all future years. • Customize the text that appears on the online calendar when online reservation for a facility is closed. Instead of "Call to Reserve", you can include custom text up to 15 characters (for example, a phone number to call). 15.13 Communication and Marketing PerfectMind’s solution includes exceptional built in communication and interaction tools, giving you the options and variety to effectively connect with customers and staff. Accommodating all individuals and preferences, communication through PerfectMind can be done by voice broadcast, text messaging, and City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 115 email. Users can create a mass voice broadcast to notify contacts about important updates and alerts (e.g. the closure of a facility due to inclement weather, or a special promotion). At any given time, users can utilize voice broadcasting to contact specific targets (customers, employees, residents, or non-residents) or communicate important alerts, promotions, and updates. The platform allows staff to send SMS or text messages to a designated group of recipients. PerfectMind’s solution includes a built-in email application. This allows you to send emails from directly within the system to one or many individuals, accounts, and companies. With no need to export and import to another software, PerfectMind allows you to take advantage of email marketing technology maximizing your delivery and open read email rate. Successfully send mass emails to groups or selective individuals hassle free without needing to copy and paste email addresses and templates. Adaptable to any email template, PerfectMind’s communication tool sends automated and smart emails based on defined criteria. It can schedule emails and create regularly recurring emails of any pattern. Users can insert merge fields from the database, add any field from transactions, payments, and passes, provide suppression list management (opened, bounced, unsubscribed), and add content to templates (sorting and reporting). The variety of communication methods available through PerfectMind can accommodate the assortment of individuals within your community allowing for equal access for participants with visual, hearing, or cognitive disabilities. Information is accessible in various formats to ensure everyone has a similar understanding of programs, services, and activities. Social Media Marketing When accessing the online portal, clients and members can log in with their social media accounts. Client and member activities can be posted to social media accounts, which can then be liked and shared by the poster’s social media contacts. This “social media marketing” will widen the visibility of the City within social media circles. 15.14 Subsidy Management With PerfectMind, the City can create, apply, and manage subsidies and scholarships for qualified clients or families, to assist them in enrolling in courses, buying memberships, booking facilities, or purchasing products. With different subsidy types, the City can apply rules to qualify eligible families or individuals, and set restrictions on subsidy amounts. When setting up a subsidy, the City can apply parameters such as activation and expiration dates, total subsidy amount, and maximum amount allocated to a single contract or account. Restrictions to subsidies can include demographics such as a minimum or maximum age, and maximum times a customer may receive a subsidy. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 116 Subsidy Setup PerfectMind provides full auditing and tracking capabilities for scholarships and subsidies. The City can perform the following tasks through the subsidy management module: • Sell courses and memberships to qualified clients through the Point of Sale system • Remove a subsidy allocation from a client so they can no longer use the subsidy funds • Refund courses or memberships back to the original subsidy fund • Receive donations that can be allocated to a specific scholarship or subsidy • Generate reports showing subsidy allocation and usage breakdown 15.15 League Management PerfectMind’s league management module will help your organization manage a variety of sports including softball, basketball, volleyball, and golf. PerfectMind understands that different types of leagues require different registration options, which is why we offer a flexible platform to manage league and tournament programming. With PerfectMind’s league management module, customers and staff can register either a full team or an individual team member. The registration process is the same as for activities and programs, making the sign-up process familiar and comfortable. Different questionnaires can be added to each registration type, enabling the City to collect specific information for teams or individuals. Questionnaire responses can be used to manually assign individuals to teams or complete scheduling; any custom question can be created in the questionnaire to meet your business requirements. A “Team” field is included in registered customers’ profiles to provide league assignment at-a-glance. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 117 Different types of leagues can be created for scheduling, including group, knockout, and group knockout. Once teams are added to a league, schedules are created manually by creating an event in the league calendar; these events are immediately added to the league schedule upon creation. PerfectMind’s conflict manager will notify users of any scheduling or team conflicts when validating league events. Users can view a full league schedule with all game information, or the schedule for a specific team’s home and away games. Results (scores) are added manually once a game is finished, including game status (e.g. played, tied, forfeited, etc.). Team rosters, schedules, and game results can be printed or exported at any time. An enhancement to PerfectMind’s league management module is planned for Q1 2018, which will include automatic scheduling and team management. TeamSideline Integration If the City requires more robust league and tournament scheduling functionality, PerfectMind offers an exclusive integration with TeamSideline, a leader in league scheduling software. TeamSideline provides full league management functionality including automatic scheduling, team and player registration, team websites, automatic game scoring, roster building, and tournament management. PerfectMind and TeamSideline’s two-way integration consists of sharing facility, division, and team information between the systems. This provides the following benefits: • Facility availability is shared between the systems to prevent double bookings • Create and update events automatically in PerfectMind when a game schedule is created or changed in TeamSideline • View non-tournament events for a location or multiple locations 15.16 Custom Booking and Child Care PerfectMind’s highly intuitive registration platform will make the City’s organization and daily operations easier regarding advanced custom bookings. With an easy to use, flexible, modular format, PerfectMind’s solution simplifies the management of advanced custom bookings such as childcare registration or day camps. With a complete set of modules to manage daily operations and tasks, below are some highlights: • Multiple fee and payment options are available by utilizing the calendar module. This module can be completely customized during implementation or by the administrator post implementation. • For the above-mentioned fees, a customer account management and accounts receivable system is included to track customer balance and provide accessible reports for all payments coming due. • Calculate and track customer balances, accept customer payments, and produce customer statements. A transaction could include one or more invoice or payments per invoice, meaning users can easily split the payment method. • Parents or guardians can search and view the custom booking schedules online. • The software solution allows the purchase and renewal of custom booking packages online. • Parents ability to make changes is dictated by the administrator. • Full receipts can be generated at any time. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 118 • PerfectMind offers flexible document application which allows the user to create a custom receipt template, print, and merge at any time. • FlexReg (Flexible Registration) makes it easy for the City to facilitate different booking patterns (e.g. morning, afternoon, and evening) for different days of the month; further to this, fees are calculated automatically. • Tax receipts can be printed or emailed on a yearly basis; furthermore, the receipt can be generated through the report engine or the document application using a custom receipt template. Daycare Calendar 15.17 Staff Management PerfectMind’s staff management module makes it easy to schedule staff, post shifts, and track hours and activities. Generate reports and view analytics about your staff, including hours worked, pay rates. The platform supports the management of detailed staff profiles from skills and availability to training, and certifications. Information and data in PerfectMind is readily available in a streamlined format with the ability to add notes and attachments on each staff member. Staff Management Highlights • PerfectMind allows for City staff to log into a shared calendar system. This system can be edited, revised, and printed by staff and clients from any device that has access to the internet. Calendar includes but is not limited to: staff schedule, class schedule, facility schedule, equipment availability, day care, concerts, and special events. • PerfectMind’s calendar system allows for multiple locations and other locations to be managed and viewed from the same interface. • Manage fulltime and part-time employee schedules and availability. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 119 15.18 Ticket Management PerfectMind’s ticket portal will allow for the sale of tickets online directly through the PerfectMind platform either in person or online. Tickets can be limited to specific venues and can limit the access by time. Tickets can be sold individually or in groups. All ticketing is General Admission but can also be sold in tiers (seating groups) as well. The system can print bar codes with in-and-out privileges along with tickets corresponding to the event. The design of tickets can be fully customized, and there are several options for ticket customization: • PerfectMind has pre-set templates for tickets • Custom ticket templates can be designed and created by PerfectMind’s professional services department (fees will apply) • Create your own custom ticket designs using HTML5 to be added to PerfectMind Tickets can be used to scan to open gates using PMScan (linked with a gate kicker system) or with a handheld scanner. There can be multiple scans on a ticket; this is useful for group admissions which can either have 1 ticket per person, or 1 ticket with multiple number of scans. 15.19 General Administration PerfectMind’s enterprise platform provides everything your organization needs to effectively manage programs and courses including membership, enrollment, and withdrawals, accommodating the most challenging needs. The solution allows the user to effortlessly manage and add new members to your facility and/or program(s) with just a few clicks. The intuitive system accommodates family management, multiple memberships, related contracts, member activity records, and includes a built in marketing component. Restrict access permission for users and groups to improve security and safekeeping of confidential files and documents. PerfectMind is adaptive to the changing needs of your organization and community members. Accessible booking and registration online or offsite for staff and clients, PerfectMind is simple to use and easy to understand, a platform that evolves with you. Password Management PerfectMind’s solution allows for customers to access their member account information over the internet with a personalized assigned username and password. Here the client can book classes and make online purchases. Members and clients can change their account information and specify the information that they want readily available, preventing staff from changing the customer’s login or password on the public site or domain. PerfectMind provides the option to allow customers to change their account information and specify what information they can change themselves. Using a Facebook account, staff and the public can adjust their account and reset their password. When a password is reset and requested, an email is generated for the member or client with the following PerfectMind enforced reset instructions: • Passwords must be a minimum of six characters in length City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 120 • Passwords must not contain more than two repeating characters (e.g. 111222 is not a valid password and will not be accepted) • Passwords cannot contain a sequence of characters (e.g. 123456 or abcdefg) • Passwords can be reset when forgotten Below are some optional password security features for members or clients: • Minimum password length (between six and sixteen characters) • Contains lowercase letter • Contains uppercase letter • Contains number • Contains punctuation mark • Enable password history check (cannot use any of the last five passwords) • Lock out by IP address • Lock out by hours Export Data and Brochures PerfectMind allows for the user to create, export, and print catalogs and brochures online based on program and activity data. Our facility management software includes an online catalog and brochure builder that facilitates custom page layout based on program and activity data; further to this feature, the has the ability to style, publish, and print activity brochures. External and Internal Availability Externally and internally, PerfectMind allows for searches by facility name, type, center, and geographic location. PerfectMind has a built-in email application that is programmed to send emails directly from the system to one or many individuals, accounts, and/or companies; in fact, the software is designed to search for unique keywords within specific facilities (e.g. meeting rooms, cable TV outlet, and wireless outlet). PerfectMind will display a list of all facilities, or allow limited searches for facilities. If a user desires to filter the criteria, PerfectMind will permit the search to be narrowed by limiting the displayed facilities to a center, facility type, site, area, or various combinations. 15.20 Administration Portal (SmartClient) PerfectMind’s administration portal, Smart Client, can be used for back-end tasks such as the creation of workflow automations, user profiles and permissions, object related customizations, and custom report creation. Smart Client enables the platform to be fully configured to meet the needs of the City through custom application development. This functionality has made PerfectMind simple enough to use for a solopreneur martial arts studio while being robust enough for a municipality serving hundreds of thousands of residents. Through Smart Client, the configuration possibilities are endless, enabling your organization to have a platform specifically designed for you. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 121 Smart Client is not intended to be used for day-to-day operations, and PerfectMind recommends that Smart Client only be used by City administrators or super users who should have access to these complex functions. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 122 16 Appendix C - Technical Functionality 16.1 Cloud Hosting PerfectMind is a platform as a service (PaaS) solution that is licensed on a subscription basis, which can save your organization time and money. There is no software installation or additional hardware needed; PerfectMind’s only requirement is a web browser and active internet connection to access the database hosted on the cloud. System updates happen overnight on a monthly basis and have minimal impact. Clients are notified one week in advance of any planned updates. PerfectMind’s platform includes 80 GB of storage, with the opportunity of adding secure quantities of data (in 80 GB increments) in a safe platform. Cloud computing enables your organization to engage more with the public and build relationships within your community. Cloud Security and Advantages Cloud computing focuses on maximizing the effectiveness of shared resources. As a veteran of the cloud community, PerfectMind utilizes this infrastructure and in doing so achieves the following: • High Security • 24-hour backup • Site redundancy protecting against hosting facility outages, providing service to multiple geographic regions when connectivity between them is lost • A disaster recovery plan • Hosting in Canada and the United States with 99.9% availability Cloud computing provides the City the flexibility to connect with clients, files, and documents anywhere at any given time. With the number of web-enabled devices in today’s environment (e.g., smartphones, tablets, mobile devices) access to data is easier with the cloud. The following points outline several benefits of moving to a secure, cloud-based solution: • Mobile Access: There are no components deployed to desktop or mobile devices as PerfectMind works with all modern desktop and mobile web browsers. • Reduced IT costs: PerfectMind is a cloud-based solution, so there is no need for on-premise server- side hardware or software. The City can reduce overhead costs by using PerfectMind’s cloud computing service. • Scalability: PerfectMind’s platform enables organizations to scale operations and storage needs up or down as need and demand changes. Servers are monitored 24/7/365 and thresholds are carefully audited by PerfectMind. Servers are over-provisioned to meet future growth and unexpected spikes in workload. However, in the event of a resource constraint, additional resources are added without service interruptions. • Business Continuity: Whether the City experiences a natural disaster or power failure, stored data is backed up and protected in multiple secure and safe locations. Restoration of services is prioritized by the failover provided in our hosted architecture; by default, all PerfectMind client databases are stored in a shared-tenancy environment and subject to our failover procedures. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 123 • Flexibility: Cloud computing enables flexibility in employee work practices. If permission is granted (based on IP address restrictions or profile), users can access data from specified devices such as a home office, mobile device, etc. The only requirement is an internet connection and a web browser. 16.2 Hosting and Availability PerfectMind is hosted on Amazon Web Services (AWS). Client information is housed in multiple data centers, geographically separated to maximize risk mitigation. AWS is designed to host mission critical servers and computer systems, with fully redundant subsystems. By utilizing AWS, troublesome infrastructure nuisances are removed along with many of the security issues that accompany them. AWS’s world-class and highly secure data centers utilize state-of-the-art electronic surveillance and multi-factor access control systems. With fully staffed data centers and trained security guards, access is only authorized on a strict privileged basis. Environmental systems and processes are designed and set in place to minimize the impact of disruptions to operations. Resiliency and accessibility is maintained due to the multiple geographic regions and availability zones providing solutions to failure modes, including natural disasters and/or system failures. Data Center City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 124 Accessibility Customer access points, also called API endpoints, allow secure HTTP access (HTTPS). This allows the user to establish secure communication sessions with your AWSD services using SSL/TLS. Multi-Factor Authentication (MFA) Amazon Web Services provides built-in support for multi factor authentication (MFA) for use with your root AWS account as well as individual IAM user accounts under it. Availability Availability is the ratio of time a system or component is functional to the total time it is required or expected to function. Below is PerfectMind’s availability summarized and given as a percentage value. • Infrastructure SLA (AWS): 99.95%. This is standard for infrastructure providers. • Application SLA: 99.9%. This equates to 43 minutes of downtime per month (approximately eight hours per year). 16.3 Business Continuity and Disaster Recovery - USA A strong business continuity plan is an important part of every organization, and as such PerfectMind comes with a complete disaster recovery plan. Below is an overview of PerfectMind’s business continuity and disaster recovery plan that is upheld within the United States: • PerfectMind’s application and infrastructure is designed for high availability, and is hosted on Amazon Web Services (AWS). PerfectMind’s platform infrastructure does not rely on legacy media such as tape drives to back up or store data. • The PerfectMind primary and disaster recovery data centers are located in the regions of Oregon and Virginia, respectively. • Each region has multiple, isolated locations known as Availability Zones (AZs). AZs consist of one or more discrete data centers, each with redundant power, networking and connectivity, housed in separate facilities. In the event of an outage or disaster at the primary AZ, the system will automatically failover to the secondary AZ. In the highly unlikely event of a catastrophic disaster within an entire region, system will failover to the secondary region. • The infrastructure exists to replicate and synchronize data between the primary and disaster recovery data centers, is available in real-time, and uses synchronous replication within the primary data center between data centers with a latency of no more than 100ms. • Client databases are backed up to the same storage every night and archived. • PerfectMind provides weekly full backups with daily differential backups for all client databases. Additionally, all client databases have log shipping enabled at 15 minutes interval for point-in-time recovery (PITR) as part of the default policy. • Under the standard policy, PerfectMind platform transaction logs are backed up every ten minutes to a highly available storage center which is then replicated between multiple data centers. • In the event of a system failure, the previous night’s backup will be restored followed by the most recent transaction logs. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 125 • For payment processing, PerfectMind backs up transaction logs every ten minutes; therefore, in case of disaster, the maximum data loss on the billing service will be ten minutes. • In the event of an outage, downtime could vary between a few minutes (most likely) to a few hours (in case of disaster which may take up to three hours). • In conjunction with the standard disaster recovery policy, critical data such as billing information are protected by a dedicated database with a zero data loss policy. • A custom backup and retention policy can be agreed upon during the contract negotiation phase. 16.4 Data Access and Security Each PerfectMind customer has its own, fully encapsulated and dedicated database not shared or visible to any other customer. These databases are encrypted individually to ensure maximum security in a shared, hosted environment. Restrictions and controls, such as ITIL security management (based on the ISO 27001 standard) and ITSM change management are put in place to ensure our Servers’ resources are available to all customers. These ensure all requirements for establishing, implementing, operating, monitoring, reviewing, maintaining and improving a documented security management system within the context of your organization’s overall business risks are met; furthermore, we have been validated as a Level-1 service provider under the Payment Card Industry (PCI) Data Security Standard (DSS). PerfectMind has established processes and procedures for access to client information and incident response. The Director of Customer Service is responsible on the client side and the VP Product Development is responsible on the development side. Servers, replicated and located in multiple Tier 4 Data Centres, are protected by firewalls and restrictive Access Control Lists (ACLs); in more detail, they are scanned for vulnerability and penetration testing on a monthly and quarterly basis. All access to encrypted client information including SQL Database and Server access is restricted to only those staff that need to access the data for trouble shooting and client service issues. This access list is reviewed regularly and staff removed or added as appropriate. Encryption Encryption is one of the most effective data protection controls available today. Encryption is a primary data (and application) protection technique, and as such, PerfectMind clients have dedicated databases which are individually encrypted for protection. With state of the art security, client data is encrypted during transmission (PerfectMind supports and recommends client access using the HTTPS protocol to ensure secure transmission) and stored on Amazon datacenters. All production servers are assessed and scanned on a monthly basis by a third-party company. Financial information, passwords, and other sensitive information is encrypted in the system and saved as encoded information within the database. Access to encrypted secure data is limited to a select group within the company which is continuously reviewed. The encryption keys (or the piece of information to determine the encrypted information) is also limited to select development team members. This restrictive security measure provides the tightest controls over access to the encryption keys and encrypted data. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 126 All login and post login pages are secured through SSL and encrypted using Triple DES (symmetric key block cipher applying the Data Encryption Standard Cipher Algorithm three times). All access and database logs are available for review, while tier-3 and development team members can help with tracking and securing any breach. PerfectMind understands how important security measures are, and as such has monitors in place to catch unwanted access while taking every precaution to avoid security discrepancies. Data Ownership The City retains ownership of all data, and can extract any data from the database at any time. 16.5 Data Retention and Backup Data is stored within a dedicated client database in a shared-tenancy environment. The City retains ownership of all data, and can extract data from the database at any time. PerfectMind does not delete or archive data unless a client specifically requests it. PerfectMind provides weekly full backups with daily differential backups for all client databases. Data backups are individually verified and tested upon creation, and retained for 90 days as part of PerfectMind’s default data retention policy. Data backups are individually encrypted and replicated across geo-redundant datacenters to ensure high availability and minimal data loss in the event of a site-wide failure at the primary datacenter. Data replication occurs at 15-minute intervals under the default data retention policy to ensure the maximum data loss never exceeds 15 minutes. PerfectMind verifies and tests all backups upon creation to ensure they are healthy and restorable. In the event of a system failure, the previous night’s backup will be restored, followed by the most recent transaction logs. PerfectMind staff can also perform database restores on demand as necessary. Data Retention Policy Databases are maintained while a client is active and has a valid contract on file. Once a client leaves PerfectMind, their databases are marked as inactive, backed up, and retained for 90 days as part of the default retention policy. The retention period is open to negotiation during the contract phase and can be modified to fit the City’s needs. PerfectMind provides clients with a copy of their data upon termination of the contract. At the end of the retention period, backup and recovery data is sanitized and destroyed following the DoD 5220.22-M standard. 16.6 User Profiles and Permissions User Profiles PerfectMind allows the system administrator to create profile permissions and/or role-based permissions that grant security rights to various functions within the system. Each group can be given a read, write, or read-only access where applicable. Security rights are at the sole discretion of the administrator. PerfectMind does not limit the number or types of profiles and permission the City can create. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 127 Public Profiles PerfectMind’s public access to information will be controlled by the City. The public can have access to all or some of the information stored within their user account profile. The administrator has complete control over public profiles and the information contained in and collected online. The administrator has the ability to control, add, and/or delete fields available online. Our software’s reporting engine can report on any field within the database, collecting and reporting on demographic information as required. Permissions Member/client/user permissions specify what tasks users can perform and what features users can access. PerfectMind permissions are customized to: • Allow customers to view & print their family schedule • Allow for booking, registration, and payments • Allow customers to view their account deposits • Allow customers to view their gift card and credit balance-both current, prior, with printed results for their record • Allow customers to view their previous transactions • Allow customers to view transactions that require attention (e.g. unsigned waivers or checklist items they must return prior to their reservation being approved) • Allow customers to view their activity and program grades in their current enrollments • Allow customers to change their login name, password, address, and personal information • Allow customers to change, revise, add, and update information about their family members • Allow customers to view their account balance • Allow customers to view a list of their previous payments and receipt details • Allow coaches and instructors to view their evaluated skills • Allow coaches and instructors to run roster reports for activities they are teaching and involved in. This function would be available to those coaches and instructors who are authorized to perform online administration of their activities • Allow instructors to view and print the standard attendance sheet for activities that they are teaching • Allow instructors to send emails to participants and enrollees that they are teaching • Allow instructors to enter pass/fail marks of participants and enrollees that they are teaching • Allow instructors to edit participants’ skills. This function would be available to those coaches and instructors who are authorized to perform online administration of their activities • Allow instructors to view their bookings online. This function would be available to those coaches and instructors who are authorized to perform online administration of their activities • Permissions can be set for limited access. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 128 16.7 Business Processes and Workflows Business Processes Business processes, or rules, are composed of the tasks that users complete and the order that they are completed within your organization. What happens when you sign up a new customer? Create an invoice? Make a sale? Order office supplies? By creating these rules within the application, the City can ensure that the necessary steps to carry out an action are taken, that the people who need to know are informed, and that these events are recorded within PerfectMind so users can review and monitor the status of tasks being performed. A business process is a chain of linked steps that occur in sequence; one step begins when the previous step in the process has been completed. The City defines when a process will begin, and what steps will occur within that specific process. For example, one business process may begin when a customer withdraws from a course with a waitlist. Once the customer withdraws, the first customer on the waitlist will be automatically put into Pending status within that course, then will be sent an email requesting them to contact the front desk to complete their registration. Each step occurs after the completion of the previous one. Because these are linked together as a business process, users can track each ongoing process, the status of the process, what steps have occurred at what times, and so on. Business processes define what step to complete now, what step to complete next, and when each step should be completed. Workflows A workflow is an action, or a set of actions, that the application runs automatically when certain conditions are met. Workflows help to automate your business processes, saving time for users. Workflows are triggered by specific pre-set events that occur within the application. When a workflow is triggered, it immediately performs an action according to the pre-set criteria. A workflow can be triggered by an external output (such as adding information from a web form or the API), or by another workflow. Developers can also create timed system workflows, which do not require any external or workflow actions to be triggered. They run on an hourly or daily schedule, evaluate the specified objects and records by their criteria, and perform any necessary actions. Workflows can only be created and modified by admin users with the appropriate permissions. Workflow Business Process • Actions are not tracked or reportable • All actions occur immediately when the workflow is triggered • Actions are tracked and reportable • Actions can be completed in the future, and may take place over hours, days, weeks, or longer. City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 129 16.8 Audit Logs Audit logs and trails are important for maintaining security relevant chronology records, which is why audit logs in PerfectMind are tracked for every record, allowing you to view which user made what changes and the time it occurred. In fact, sign in/out sheets are recorded and time stamped for all activities across facilities and locations. These audit logs are kept and never deleted. Audit for database tables in PerfectMind can selectively be switched on while some system level tables have it on by default. The audit trail is kept as records in the database and is archived and available even when data is removed. All tables in PerfectMind have views that can show the records and for each record with audit enabled, there is a history page that shows the content at each step with the ability to only see the difference. System logs are also kept on servers that collect any exceptional behavior and can be referred to in the event of an issue. PerfectMind offers a complete audit log that tracks all changes within the system for clients, activities and facilities which keeps record of the person that made the change as well as all details of the change such as time and date. Data can be exported in CSV format. Audit trails are saved in XML. All other data is stored and accessible in JSON through the RESTful API or in their native format through the regular API. 16.9 PCI Compliance The Payment Card Industry Data Security Standard (PCI DSS) is a set of requirements developed by the Payment Card Industry Security Standards Council (PCI SSC) to ensure that companies that store, process, or transmit credit card information maintain a secure environment. PerfectMind is PCI-DSS V3.2 Level 1 compliant, and all new features affiliated with financial data are developed to ensure this compliancy is preserved and maintained. As a Level-1 PCI compliant service provider, PerfectMind undergoes rigorous annual on-site assessments as well as quarterly vulnerability scans by ControlScan, a PCI SSC Approved Scanning Vendor, to ensure security is upheld. The following table provides high-level overview of the twelve PCI DSS requirements that companies must meet to be PCI compliant: Build and Maintain a Secure Network and Systems 1. Install and maintain a firewall configuration to protect cardholder data 2. Do not use vendor-supplied defaults for system passwords and other security parameters Protect Cardholder Data 3. Protect stored cardholder data 4. Encrypt transmission of cardholder data across open, public networks Maintain a Vulnerability Management Program 5. Protect all systems against malware and regularly update anti-virus software or programs City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 130 6. Develop and maintain secure systems and applications Implement Strong Access Control Measures 7. Restrict access to cardholder data by business need to know 8. Identify and authenticate access to system components 9. Restrict physical access to cardholder data Regularly Monitor and Test Networks 10. Track and monitor all access to network resources and cardholder data 11. Regularly test security systems and processes Maintain an Information Security Policy 12. Maintain a policy that addresses information security for all personnel 16.10 API Integration PerfectMind has an open application program interface (API) allowing for easily adaptable integration with external applications supporting fluid, user-friendly interconnectivity and collaboration across platforms. A full automatic integration and process from PerfectMind’s platform to your solution is explained below. • Option 1 – Export/Import: PerfectMind supports the export of records from any object within the database. The City will have the ability to export all invoice records, or selected records with criteria (if needed), and import into your solution. Export file format is XLS, CSV. • Option 2 – API integration: PerfectMind will enable access to client data from other systems through API integration. The frequency of data interchange and level of detail are determined by the City. PerfectMind will meet with the City to determine the scope of integration and what items within PerfectMind will need to automatically import into your solution. The Product Managers will estimate the amount of time and additional cost needed to integrate the two products. Information on API integration Required development and/or customizations to meet interface requirements will be assessed. PerfectMind provides standard APIs that provide access to data within our database. Standard data connections can also be used to access data. Many of the features of the system can be embedded in other web pages using iframes. All other data is stored and accessible in JSON through the RESTful API or in their native format through the regular API. System Integrations and Interfaces Development PerfectMind provides standard APIs that provide access to data within the database and some fundamental business processes. Standard data connections can also be used to access data (for example to create reports in Office products). Many of the features of the system can be embedded in other web pages using iframes. Data can be exported in CSV or XLS format. Audit trails are saved in XML. Stated City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 131 previously, all other data is stored and accessible in JSON through the RESTful API or in their native format through the regular API. A one-time consulting and implementation fee is required to set up and deploy the proposed solution. 16.11 Supported Software PerfectMind is fully functional across all operating systems (iOS, Android, and Windows), allowing for full operation on all platforms and devices (mobile, tablet, PC, and MAC). The only requirement is an internet connection. The only requirement is a web browser and an internet connection with a minimum bandwidth of 2 MB. PerfectMind recommends a bandwidth of 5 MB or over for an optimal online experience. Supported Desktop Software Supported Mobile Software • Internet Explorer 10+ • Chrome 42+ • Firefox 32+ • Safari 5+ • Android Kit Kat+ • Safari 7+ 16.12 Recommended Hardware As a cloud-based solution, PerfectMind has no required hardware. However, if the City is looking to purchase hardware for its operations, PerfectMind’s recommendations are provided in the following table. Hardware Description Price USB/1D Scanner Hyperion 1300g Featuring an ideal balance of performance, durability and ergonomics, the Hyperion 1300g is the ideal choice for customers who value aggressive scan performance and durability in a general duty handheld linear scanner. Fast intuitive bar code reading out to 18 inches (457mm), and high-density bar code reading are both enabled in a single device, eliminating the need to purchase specialty scanners. $375 Wireless/ Bluetooth / 1D Scanner Honeywell Voyager 1202g Honeywell’s Voyager 1202g single-line laser scanner incorporates the freedom of Bluetooth wireless technology and offers a field-replaceable battery that can be quickly and easily exchanged. Built on the platform of the corded Voyager 1200g, the 1202g is optimized for scanning linear bar codes, including poorly printed and damaged codes. $625 USB/2D Scanner Honeywell Xenon 1900 $875 City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 132 The Xenon 1900 delivers superior bar code scanning and digital image capture with a custom sensor, enabling extended depth of field, faster reading, and improved scanning performance on poor quality bar codes. The Xenon 1900 decodes virtually all bar codes with ease, including bar codes on mobile devices. Credit Card Swiper MiniMag Duo The MiniMag Duo offers one of the smallest form factors for the industry. It reads 3 tracks of magnetic stripe card data regardless of swiping direction and over a large speed range. Two magnetic heads provide the most convenience to the user and ensures the data is captured on every swipe. $150 Receipt Printer Pioneer STEP-5e The STEP-5e offers an outstanding value and speed, printing up to 300mm/second. The printer has an autocutter life of 3 million cuts to meet high-volume printing needs. The STEP-5e’s USB or Ethernet port allows fast data transfer, while mPOS printing can be achieved through WiFi or Bluetooth. $375 Card Printer Zebra ZXP Series 3 The ZXP Series 3 offers vivid, high quality full color and monochrome card printing. The card printer can meet the needs of a variety of applications, including ID and access control cards, as well as personalized gift, membership, and loyalty cards. $3,125 Cash Drawer APG Series 4000 Exceeding customer and industry expectations, the APG Series 4000 is the ultimate heavy-duty cash drawer. Industrial grade steel ball bearing slides ensure effortless performance and durability. A robust latch mechanism and a proven four-function lock assembly offer several levels of security. The APG Series 4000 offers flexible storage space along with various sizing, color and customization options. $300 Ticket Printer STIMA CLS The STIMA CLS thermal ticket printer is fast, up to 250mm/sec. It can handle paper thickness up to 350 g/m2. The cutter is designed to withstand 2 million cuts during its lifetime. The printer is 200dpi and 300dpi compliant. The STIMA CLS ticket printer is supplied with USB, serial and Ethernet ports as standard. Contact us Payment Processing Terminal Pin pad terminal for processing debit card, credit card, and gift card payments. Depends on Payment City of La Quinta Recreation Software for the City of La Quinta PerfectMind Inc. CONFIDENTIAL April 13, 2018 www.perfectmind.com 18-0024 Page 133 Processor - Contact us Gate kicker Make your doors and turnstiles work with PerfectMind so your clients can enjoy easy entry using their member cards. Contact us Hardware Bundle USB/1D Scanner, Credit Card Swiper, Receipt Printer, Cash Drawer $880