Richmond City Council
November 4, 2025

Version May 13, 2024

Human Resource Information Systems and Related Products and Services Executive Summary

Lead Agency: Cobb County Solicitation: 24-6833
RFP Issued: June 28th, 2024 Pre-Proposal Date: July 10th ,2024 Response Due Date: August 8th, 2024 Proposals Received: # Awarded to: UKG Kronos Solutions, LLC

Cobb County, GA, Department of Procurement issued RFP #24-6833 on June 28th, 2024, to establish a national cooperative contract for Human Resources Information Systems and Related Products and Solutions.

The solicitation included cooperative purchasing language Page 3 and Exhibit A: Section 1.1:

NATIONAL CONTRACT
Cobb County, GA, as the Principal Procurement Agency, defined in Attachment A, has partnered with OMNIA Partners, Public Sector, Inc., a Delaware corporation (“OMNIA Partners”) to make the resultant contract (also known as the “Master Agreement” in materials distributed by OMNIA Partners) from this solicitation available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit (“Public Agencies”), through OMNIA Partners’ cooperative purchasing program. Cobb County, GA, is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners (a “Participating Public Agency”) and by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whether pursuant to the terms of a Master Intergovernmental Cooperative Purchasing Agreement, a form of which is attached hereto on Attachment A, or as otherwise agreed to. Attachment A contains additional information about OMNIA Partners and the cooperative purchasing program.

Exhibit A: Section 1.1

1.1 Requirement
Cobb County, GA (hereinafter defined and referred to as “Principal Procurement Agency”), on behalf of itself and OMNIA Partners, Public Sector, Inc., a Delaware corporation (“ OMNIA Partners ”), is requesting proposals for Human Resource Information Systems and Related Products and Services. The intent of this Request for Proposal is any contract between Principal Procurement Agency and Supplier resulting from this Request for Proposal (“Master Agreement ”) be made available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher education entities, non -profit entities, and agencies for the public benefit (“ Public Agencies ”), through OMNIA Partners’ cooperative purchasing

Version May 13, 2024
program. The Principal Procurement Agency has executed a Principal Procurement Agency Certificate with OMNIA Partners, an example of which is included as Exhibit D, and has agreed to pursue the Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners as a Participating Public Agency in OMNIA Partners’ cooperative purchasing program. Registration with OMNIA Partners as a Participating Public Agency is accomplished by Public Agencies entering into a Master Intergovernmental Cooperative Purchasing Agreement, an example of which is attached as Exhibit C, and by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whether pursuant to the terms of the Master Intergovernmental Purchasing Cooperative Agreement or as otherwise agreed to. The terms and pricing established in the resulting Master Agreement between the Supplier and the Principal Procurement Agency will be the same as that available to Participating Public Agencies through OMNIA Partners.

Notice of the solicitation was sent to potential offerors, as well as advertised in the following:

• Cobb County, GA website
• OMNIA Partners website
• USA Today, nationwide
• Arizona Business Gazette, AZ
• San Bernardino County Sun, CA
• Honolulu Star-Advertiser, HI
• The Herald-News – Will County (IL)
• The Advocate – New Orleans, LA
• The New Jersey Herald, NJ
• Albany Times Union, NY
• Daily Journal of Commerce, OR
• The State, SC
• Deseret News, UT
• Richmond Times-Dispatch, VA
• Seattle Daily Journal of Commerce, WA
• Helena Independent Record, MT
• Las Vegas Review-Journal
• Kennebec Journal, ME

On August 8th ,2024 proposals were received from the following offerors:

• Dayforce
• DLT Solutions
• Inovium
• NEOGOV
• UKG Kronos Systems, LLC

The proposals were evaluated by an evaluation committee. Using the evaluation criteria established in the RFP, the committee elected to enter into negotiations with UKG Kronos Systems, LLC and proceed with contract award(s) upon successful completion of negotiations.

Cobb County, GA, OMNIA Partners and UKG Kronos Systems, LLC successfully negotiated a contract, and the Cobb County, GA executed the agreement with a contract effective date of July 14, 2025.

Version May 13, 2024

Contract includes: The suppliers provided federal funds certifications which are available on the OMNIA Partners website for review.

Term:

Initial four-year agreement from July 14, 2025, through July 13, 2029, with the option to renew for three (3) additional one-year periods through July 13, 2032.

Pricing/Discount: Available upon request.

Contract #
for
with
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UKG Kronos Systems, LLC
Human Resource Systems and Related Products and Services 24-6833
July 14, 2025
Cobb County, GA
The following documents comprise the executed contract
effective:

I. Vendor Contract and Signature Form
II. Exhibit A - Supplier’s Response to the RFP
III.Exhibit A-1 - Exceptions
IV. Exhibit B - RFP #24-6833
V. Exhibit C - UKG Public Sector MSA

1. Exhibit C-1 - UKG Service Descriptions

2. Exhibit C-2 - UKG Support Policy

3. Exhibit C-3 - Acceptable USE Policy

4. Exhibit C-4 - US Data Protection Addendum

5. Exhibit C-5 - Details of Processing of Customer
Personal Data

6. Exhibit C-6 - Technical and Organizational
Measures

7. Exhibit C-7 - Supplement to UKG DPA for UKG
Other Products and Services

8. Exhibit C-8 Equipment Addendum
VI. Exhibit D - UKG Perpetual Software Terms and
Conditions Contract

1. Exhibit D-1 - UKG Perpetual Software
Commercial Terms and Conidtions
VII. Exhibit E - UKG Statement of Work
VIII. Exhibit F - UKG Business Associate Addendum
IX. Exhibit G - Terms of Use for MyPeopleDoc
July 22, 2025

Exhibit “A”
Contractor’s Bid/Proposal

1 Cobb County
Human Resource Systems and Related
Products and Services
Sealed Proposal # 24-6833

Brian Coopman
Director, Contracts & Procurement - Public Sector
UKG Inc.

900 Chelmsford Street
Lowell, MA 01851
T: 978.250.9800
www.ukg.com
Exhibit “A” Contractor’s Bid/Proposal

1 UKG Inc. Proposal in response to Cobb County
Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
Table of Contents

5.1 COVER LETTER ......................................................................................................................................... 3

5.2 EXECUTIVE SUMMARY ............................................................................................................................ 6

5.3 COMPANY BACKGROUND/PROFILE ...................................................................................................... 12

5.4 EXPERIENCE ........................................................................................................................................... 14

5.5 PRODUCT INFORMATION/SERVICE CAPABILITY ................................................................................... 16

5.6 PRICING ................................................................................................................................................. 25 Price Book ......................................................................................................................................... 27

5.7 VALUE ADD ............................................................................................................................................ 28

5.8 FINANCIAL STATEMENTS ...................................................................................................................... 30

5.9 NATIONAL CONTRACT ........................................................................................................................... 31 APPENDIX 1 – PROPOSAL SUBMITTAL FORM ............................................................................................. 34 APPENDIX 2 – REQUEST FOR PROPOSALS FORM ........................................................................................ 36 APPENDIX 3 - CONTRACTOR AFFIDAVIT & AGREEMENT (EXHIBIT A) ........................................................ 38 APPENDIX 4 – EXHIBIT A: RESPONSE FOR NATIONAL CONTRACT .............................................................. 40 Exhibit A: Section 3.0 Supplier Response .......................................................................................... 41 APPENDIX 5 – RESPONSE FOR MASTER AGREEMENT ................................................................................. 59 APPENDIX 6 – EXHIBIT F: FEDERAL FUNDS CERTIFICATIONS ...................................................................... 61 APPENDIX 7 – EXHIBIT G: NEW JERSEY BUSINESS COMPLIANCE ................................................................ 90 Exhibit G - DOC #1: Ownership Disclosure Form .............................................................................. 91 Exhibit G - DOC #2: Non-Collusion Affidavit ...................................................................................... 94 Exhibit G - DOC #3: Affirmative Action Affidavit ............................................................................... 97 Exhibit G - DOC #4: Political Contribution Disclosure Form ............................................................ 103 Exhibit G - DOC #5: Stockholder Disclosure Certification ............................................................... 108 Exhibit G - DOC #6: Disclosure of Investment Activities in Iran ...................................................... 110 Exhibit G - DOC #7: Certification of Non-Involvement in P rohibited Activities in Russia/Belarus .. 112

2 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
Exhibit G - DOC #8: New Jersey Business Registration Certificate .................................................. 114 Exhibit G - DOC #9: EEOAA Evidence .............................................................................................. 115 Exhibit G - DOC #10: MacBride Principals Form .............................................................................. 120 APPENDIX 8 – UKG ADDITIONAL AGREEMENTS ....................................................................................... 122 EULA Public Sector MSA .................................................................................................................. 123 UKG Perpetual Software Terms and Conditions Contract .............................................................. 124 APPENDIX 9 – THIRD PARTY TERMS AND CONDITIONS ............................................................................ 125 BSI End User License Agreement (Workforce Central and UKG Pro Workforce Management) ..... 126 BSI End User License Agreement (UKG Ready) ............................................................................... 127 Passport Addendum (UKG Pro Workforce Management) .............................................................. 128 Passport Addendum (Workforce Central) ...................................................................................... 129 UKG SMS Addendum ....................................................................................................................... 130 UKG EZCall Provider Scheduling Agreement ................................................................................... 131 APPENDIX 10 – SPD-SP044 TRADE SECRET AFFIDAVIT ............................................................................. 132 APPENDIX 11 – ADDENDUM ACKNOWLEDGEMENTS ............................................................................... 135 Cobb County Addendum #1 ............................................................................................................ 136 APPENDIX 12 – UKG SUPPORTING ATTACHMENTS .................................................................................. 138 UKG Attachment 1 – UKG Product Overview ................................................................................. 139 UKG Attachment 2 – UKG Public Sector Cobranded Collateral FY24 .............................................. 154

3 UKG Inc. Proposal in response to Cobb County
Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.1 COVER LETTER
The proposer shall provide a cover letter describing a brief history of the Proposer and its organization. The letter will list the Principal or Officer of the organization who will be the County’s primary point of contact during clarifications or negotiations. This individual must have the authority to clarify and/or negotiate all aspects on the scope of products and services on behalf of the Proposer.

An officer authorized to bind the Proposer to the terms and conditions of this RFP must sign the cover letter.

Additional Notes from RFP
Respondents shall provide a cover letter or letter of transmittal to briefly summarize the company’s interest and relevant qualifications for the project. This letter shall not exceed two (2) pages, and shall be signed by an agent of the responding firm who is authorized to negotiate the details of the proposed services. (p.20)

4 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
August 8, 2024

Cobb County Procurement Services Department
122 Waddell Street NE
Marietta, GA 30060

Subject: Sealed Proposal #: 24-6833 – Request for Proposals for Human Resource Information Systems and Related Products and Services

Dear Cobb County Procurement Services Department,
UKG hereby submits our proposal to deliver Human Resources Information Systems and Related Products and Services on behalf of Cobb County, Georgia (Lead Public Agency), and other government agencies (Participating Public Agencies) made available through OMNIA Partners.

In February 2020, Kronos and Ultimate Software announced a definitive merger agreement to unite two industry leaders to form one of the world’s largest cloud companies: UKG . As a long-standing provider partner to Participating Public Agencies delivering human capital management (HCM) and workforce management (WFM) solutions, UKG welcomes the opportunity to further our partnership through our expansive suite of cloud solutions and services:

UKG offers the industry’s most technologically advanced HCM solutions driven by our combined research and development (R&D) spending exceeding $2.8 billion over the past 5 years across our product line— including $671M in FY2023. As a result, UKG is frequently recognized as an HCM industry leader.

5 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
UKG has earned numerous awards for its culture, products, and services, including consecutive years on Fortune’s 100 Best Companies to Work For list. To learn more, visit www.ukg.com/about-us/awards-and- recognition.

Industry expertise: UKG holds the depth and breadth of services defined by the Lead Public Agency to support the vast collection of Participating Public Agencies encompassing this solicitation:

Solution of choice: As Participating Public Agencies consider HCM and WFM solutions, UKG is uniquely poised to collaborate and configure the best solution suite aligning with each agency’s distinct scope of work, complexity, employee population, and service requirements. UKG ensures we deliver the exacting services, compliant with regulatory requirements, to modernize Participating Public Agencies’ HCM and WFM environments as they establish their future-state and long-term organizational ecosystems.

ERP integration: As Participating Public Agencies seek to deploy enterprise software to gain efficiencies across its financials, purchasing, asset management, budgeting/forecasting, or utility billing processes by leveraging cloud -based platforms, UKG delivers integration to support Participating Public Agencies’ current requirements and long-term business needs. UKG frequently supports participating agencies ’ HCM and WFM initiatives by integrating with selected ERP providers to ensure accurate data is refl ected between finance regulatory management processes and HCM and WFM processes. In fact, our 80,000 customers across all verticals are decoupled from ERP environments and integrate to incorporate HCM and WFM.

As the Lead Public Agency’s primary point of contact, I welcome discussion of our solution suite and how UKG can enhance the employee experience across your Participating Public Agencies’ portfolio. I am available and authorized to clarify and/or negotiate all aspects of UKG’s scope of products and services, and I am authorized to bind UKG to the terms and conditions of the RFP and UKG’s proposal.

We look forward to working with the Lead Public Agency and Participating Public Agencies.

Sincerely,

Brian Coopman
Director of Contracts and Procurement
Public Sector
563.370.5356
[email protected]
UKG Inc.

6 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.2 EXECUTIVE SUMMARY
The Proposer shall provide an Executive Summary that presents in brief, concise terms a summary level description of the contents of the proposal.

Cobb County, Georgia (Lead Public Agency) seeks to engage qualified providers of a comprehensive range of Human Resource Information Systems and Related Products and Services to support itself and all states, local governments, school districts, higher education institutes, and nonprofit organizations (Participating Public Agencies) throughout the United States of America by delivering a broad selection of service options to include:
• Employee Information Management
• Recruitment and Applicant Tracking
• Onboarding and Offboarding
• Attendance and Leave Management
• Payroll and Benefits Administration
• Performance Management
• Training and Development
• Compliance and Legal Requirements
• Employee Self-Service
• Analytics and Reporting
• Integration and Security
• Mobile Accessibility

As the Lead Public Agency, Cobb County is pursuing a modernized suite of solutions framed by its motto:

Aligned with the Lead Public Agency’s promise to expect the best, UKG is poised to continue our more than ten years holding the OMNIA Partners contract supporting more than 1,000 customers, which now generates $115 million in annual revenue and represents $350 million in savings for Participating Public Agencies. As a proud recipient of the OMNIA Partners Bronze Partnership Excellence Award, UKG welcomes the opportunity to extend our partnership by delivering full-scope Human Resource Information Systems and Related Products and Services to Participating Public Agencies.

Cobb County…Expect the Best!
Cobb County Procurement Services Department
Sealed Proposal # 24-6833

7 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
To meet this goal, UKG proposes our full-scope human capital management (HCM) solution suite to empower Participating Public Agencies to deliver the best employee experience across their organizations – from hire to retire.

Your biggest investment is your people.

Invest in their employee experience.

Single-provider consolidation. Delivered through SaaS, UKG’s HCM offerings manage hire-to-retire services through one easily accessible web portal. What makes UKG HCM solutions most unique is that one single employee data record drives all modules and delivers visibility across each Participating Public Agency’s distinct employee population. A single update to the employee record effectively updates all modules within the platform.

8 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
Process automation. The Lead Public Agency
is focused on attaining a solution to deliver
operational efficiency and effectiveness. UKG
is aligned with your goals, offering
comprehensive HCM solutions to completely
automate business processes. Intelligent data
collection options capture data at its source.

Exception-based management views focus
attention on areas of concern, and employee
self-service reduces calls to HR, payroll, and
managers.

A single, end-to-end HCM solution, UKG’s
integrated system eliminates error-prone
duplicate data entry and consistency issues
that can occur across multiple systems. Our HCM offerings provide standard and custom fields to cover the full range of HR requirements — from pre-hire to separation — so Participating Public Agencies can store and track all employee data in one location. Role-based web and mobile self-service enables employees and managers to view and update information at their convenience. Automation of hiring, onboarding, time, payroll, and training processes — using configurable workflows — eases HR’s administrative burden, supports compliance, and drives results.

User friendly. Participating Public Agencies require solutions that are easy to use for their managers and employees to drive efficiency and engagement via self-service. UKG HCM offers an intuitive user experience through a modern, consumer-grade interface. Our intuitive workflows ensure greater user adoption and a better employee experience. Additionally, Participating Public Agencies can enable their employees to manage their experiences via the UKG mobile app, putting all HR tools at their fingertips whenever they need them.

Whether in the workplace, on the road, or working remotely, employees can access the full system to stay informed, keep tasks moving, and make an impact on people and processes seamlessly. Participating Public Agencies can give their people the exact tools they need anytime, anywhere with personalized self- service options based on their role, common activities, location, and preferences. Participating Public Agencies can build or access reports, charts, and even predictions and recommendations in real time on their mobile devices to ensure they are always ready for strategic actions and conversations.

Focus on compliance. With a commitment to integrity and excellence, UKG drives regulatory compliance for Participating Public Agencies through immediately accessible tools and resources. UKG's robust built- in rules help Participating Public Agencies adhere to critical employment laws and promptly notify them if errors occur. UKG delivers proactive, automated updates to pay, time, and HR rules, giving Participating Public Agencies access to the latest information so they can easily meet regulatory standards. This is supported by access to a centralized, reliable data source, complete with the latest

9 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
government forms, and automated ACA and absence management tools accessible anytime, anywhere, from any device to help reduce risk of noncompliance.

Unified alliance partnerships. Participating Public Agencies may pursue unique service functionality requiring specialized features to supplement UKG HCM across their specified service scope. To meet any ancillary services identified within an individual Participating Public Agency’s service scope, UKG engages partners who bring unique business value. Partnerships with some of the world's leading information and HCM organizations drive innovations in workforce management across geographies and technologies. UKG’s Marketplace Partners deliver advanced features and functionality to UKG HCM solutions through seamless API integrations that automate processes, reduce manual errors, and offer innovative capabilities. Please visit our UKG Marketplace - Partners website to access a comprehensive listing of our partners.

Innovative technology. Understandin g that the Lead Public Agency is focused on acquiring a solution with a foundation in the newest technology . UKG offers the industry’s most technologically advanced HCM solutions driven by our
combined research and development (R&D) spending
exceeding $2.8 billion over the past 5 years across our product line—including $671M in FY2023. As a result, UKG is frequently recognized as an HCM industry leader.

In fact, UKG was recently named a Leader in the NelsonHall NEAT report for HCM solutions in both enterprise and small business markets. The distinction follows similar Leader or #1 rankings from influential analyst firms in 2023 including Forrester, Gartner, Nucleus Research, and Sapient Insights Group . The Lead Public Agency can be confident in UKG’s leadership as an innovative technology provider allowing for a modern and responsive go -forward strategy for Participating Public Agencies as they pursue their HCM future state via UKG.

You tell us your needs, and we’ll develop and present a set of proven solutions.

Market expertise. The Lead Public Agency needs an experienced HCM provider leading its Human Resources Information Systems and Related Products and Services initiative on behalf of your Participating Public Agencies across their multiple jurisdictions, various constituents, and distinct business environments. UKG delivers the depth and breadth of services defined by the Lead Public Agency to support the vast collection of Participating Public Agencies encompassing this solicitation:

10 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

Solution of choice. As Participating Public Agencies consider HCM solutions, UKG is uniquely poised to collaborate and configure the best solution suite aligning with each agency’s distinct scope of work, complexity, employee population, and service requirements. UKG ensures we deliver the exacting services, compliant with regulatory requirements, to modernize Participating Public Agencies’ HCM environments as they establish their future-state and long-term organizational ecosystems.

One contracting vehicle. A multitude of HCM options
Scalable for success. As Participating Public Agencies expand as organizations and communities, UKG will grow with them. Our cloud-based solution delivers automated system updates to incorporate enhanced feature functionality and ensure their regulatory compliance. Our robust HCM solution allows Participating Public Agencies to leverage more complex solution modules, if necessary, as their agencies build over the coming years. By proactively engaging with each agency, UKG commits to understanding their business goals and objectives, which allows us to anticipate their needs and guide them down the right path.

Proven partnership. As a long-
standing provider partner to the
Lead Public Agency delivering our
full range of HCM solutions to you
and your Participating Public
Agencies, UKG welcomes the
opportunity to further our
partnership through our
expansive suite of cloud solutions
and services.

At UKG, we believe that
technology is only as great as the
people behind it. As part of our
Partner for Life approach,
Participating Public Agencies can
leverage trusted advisors for
strategic guidance to evolve their
people strategy and employee

11 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
experience as needs change throughout the lifespan of our contract. UKG’s tenured team helps Participating Public Agencies reduce administrative burdens, optimize their solutions, and support their long-term business goals to achieve their desired business outcomes.

Next steps. As the Lead Public Agency
considers your Human Resources Information
Systems and Related Products and Services
options, UKG is committed to extending our
consultative partnership as your Partner for
Life provider. With Participating Public
Agencies modernizing their systems via
expansive, innovative, and integrated HCM
solutions, UKG understands the distinct
challenges these agencies face across their
diverse workforces.

The Lead Public Agency can expect the best from UKG, as we are poised to work with you to ensure we deliver exacting services, compliant with regulatory requirements, to revitalize the HCM environment throughout the Participating Public Agencies community. We look forward to performing in accordance with our Bronze Partnership Excellence status to uphold our commitment to partnership.

UKG will work with the Lead Public Agency and Participating Public Agencies to ensure their employees are engaged throughout their unique life-work journeys, from hire to retire. Participating Public Agencies can enhance their reputations as employers of choice to attract and retain the most talented and diverse workgroups to serve their agencies and their communities as their futures evolve.

UKG brings our singular HCM solution to your singular biggest investment:
your employees.

12 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.3 COMPANY BACKGROUND/PROFILE
Provide information on company background to include the following:
a. Legal name, address, phone and fax numbers, e-mail, Federal ID#, and website address. • Legal name: UKG Kronos Systems, LLC
• Address: 900 Chelmsford Street, Lowell, MA 01851
• Phone: 978-250-9800
• Fax: 978-367-5900
• Email: [email protected]
• Federal ID#: 04-2640942
• Website Address: www.ukg.com

b. Date business was established under current name.

On October 3, 2023, Kronos Incorporated underwent an entity conversion in accordance with Massachusetts General Laws 156D §§ 9.50-56 and has been renamed and rebranded as UKG Kronos Systems, LLC. As a matter of law, UKG Kronos Systems, LLC is considered the same business entity as Kronos Incorporated.

Prior to the entity conversion, Kronos Incorporated had been in business since 1977.

c. Size of company including the total number of employees.

UKG Inc., parent company to UKG Kronos Systems LLC, employs approximately 14,000 employees worldwide.

d. Type of ownership or legal structure of business
Private Company

e. Has the company ever failed to complete work for which a contract was issued? If yes, explain the circumstances.

UKG is dedicated to completing all its contractual engagements with its customers and has thousands of delighted customers. There may be rare occurrences when contracts are terminated by a customer based on their business circumstances or, in even more rare instances, where they have determined that they prefer another solution. These are unique situations and occur despite UKG’s effort to complete the contract. UKG cannot divulge specific circumstances of its confidential customer situations.

13 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
f. Are there any civil or criminal actions pending against the firm or any key personnel related in any way to contracting? If yes, explain in detail. Are there any current unresolved disputes/allegations? From time to time and in the ordinary course of our business, the company or its subsidiaries is involved in a variety of claims, demands, suits, investigations, or proceedings, including actions concerning contracts, intellectual property, and employment matters. While it is not possible to predict the outcome of these matters with certainty, we do not expect the results of any of these actions to have a material adverse effect on our business or financial condition or on our ability to provide products or services to you.

g. Has the fir
m ever been disqualified from working for any public entity? If yes, explain the circumstances.

No.

h. If a Supplier requires additional agreements to be signed by a Participating Public Agency, include a copy of the proposed agreement(s) as part of Supplier’s proposal.

Included as Appendix 8 – UK
G Additional Agreements.

14 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.4 EXPERIENCE
Include a list of the five (5) most relevant or comparable contracts completed by your firm during the past five (5) years with a public entity. For each contract, provide the following information:

Relevant/Comparable Contract #1
a. Scope of services/contract description.

Ann Arbor Police Department, MI - TeleStaff as its primary scheduling solution for special event deployments and notifications; UKG Pro HCM for HR and Payroll. b. Dollar value of contract.

Estimated Annualized Contract Value - $25,000
c. Assigned project personnel.

UKG Sales and Professional Services
d. The contracting entity’s contact person, current phone number, and current e-mail address as reference information.

Jason McKinley, (810) 623-3971, [email protected]

Relevant/Comparable Contract #2
a. Scope of services/contract description.

City of Memphis, TN - Former Workforce Central customer that migrated to UKG Pro Workforce Management and UKG TeleStaff for 9,200 employes
b. Dollar value of contract.

Estimated Annualized Contract Value - $1.3 million
c. Assigned project personnel.

UKG Sales and Professional Services
d. The contracting entity’s contact person, current phone number, and current e-mail address as reference information.

Sgt Russell Mooney, (901) 314-4446, [email protected]

Relevant/Comparable Contract #3
a. Scope of services/contract description.

City of Waukesha, WI - UKG Pro Workforce Management for 950 employees and UKG Pro HCM for 1,300 employees.

15 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
b. Dollar value of contract.

Estimated Annualized Contract Value - $150,000
c. Assigned project personnel.

UKG Sales and Professional Services
d. The contracting entity’s contact person, current phone number, and current e-mail address as reference information.

Patricia Erickson, ERP, (262) 524-3573, [email protected]

Relevant/Comparable Contract #4
a. Scope of services/contract description.

Las Vegas-Clark County Library District - Former Workforce Central agency that migrated to full suite UKG Ready (WFM and HCM) for 750 employees.
b. Dollar value of contract.

Estimated Annualized Contract Value - $125,000
c. Assigned project personnel.

UKG Sales and Professional Services
d. The contracting entity’s contact person, current phone number, and current e-mail address as reference information.

Glodia Thomas, HRIS Manager, (702) 507-6238, [email protected]

Relevant/Comparable Contract #5
a. Scope of services/contract description.

City of Southlake, TX - Workforce Central customer migration to UKG Ready Time WFM for 575 employees.
b. Dollar value of contract.

Estimated Annualized Contract Value - $60,000
c. Assigned project personnel.

UKG Sales and Professional Services
d. The contracting entity’s contact person, current phone number, and current e-mail address as reference information.

Dylan Welch, Human Resources Business Partner, Systems, (817) 748-8313, [email protected]

16 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.5 PRODUCT INFORMATION/SERVICE CAPABILITY
Provide detailed information on service capabilities of your offering. This information shall detail how the Supplier’s solution meets the requirements of this RFP. a. Detail how supplier is currently in compliance with all relevant regulations for the HR software market. Provide documentation of appropriate certifications and licenses, if applicable.

UKG Inc. and its subsidiaries comply with all relevant laws and regulations applicable to Supplier’s business in performing its obligations worldwide. The company maintains a robust compliance program covering a variety of laws and regulations that impact its operations around the globe.

b. Demonstrate how Software is implemented, what training curriculum’s entail, and what the implementation process entails.

Respondents shall provide an organizational chart for the proposed project team, as well as the relevant background and experience for every proposed team member. (p.20) The Launch methodology provides a framework that generally describes how the project will progress from the start to finish. The project team follows this framework to transition the customer’s existing human capital management and workforce management (where applicable) functions from your legacy provider to the Applications. UKG’s deployment methodology includes the following phases:
• Welcome Phase: Preliminary preparation involves four basic elements: UKG's internal orientation meeting, customer preparation, a project team initial kick off meeting and software installation.
• Requirements Phase: UKG will perform an analysis by interviewing key people from different functional areas. Information that has been gathered during the analysis process is used to determine the current system set up, the new system definition requirements and allow us to determine the best fit between the customer’s business requirements and the functional capabilities of the UKG Pro products.
• Build Phase: This phase includes configuration, integration, and conversion. • Test Phase: Testing is one of the most critical functions of the Launch process. UKG recommends functional and parallel testing.
• Go-Live Phase: This phase consists of UKG assisting the customer with the first live processing of the functionality that is being implemented. In this phase, the consultant officially transitions the customer’s support to the UKG Product Support Team.

UKG will assign project team resources based on availability and bandwidth at the time of contract and the final scope of the project. Should UKG be considered a finalist, we are happy to provide additional details regarding potential project resources and their relevant experience. Below is a summary of the UKG project team roles and typical experience.

Depending on the final scope, the UKG project team may consist of the following UKG personnel:

17 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

Practice Manager
• Responsible for Customer’s overall satisfaction with the UKG project ensuring that quality resources, as well as quality processes and standards, are applied to each task.

Project Manager
• Collaborates with the Customer PM to align the desired project outcomes, producing key results related to the customer’s critical business needs.
• Facilitates business process dialogue and, along with the rest of the UKG project team, ensures the UKG solution will meet the Customer Relationship criteria. • Monitors the project throughout its life cycle – including scope management, change control, issue management, risk management, quality management, resource management, communication management, financial management and schedule management. • Provides regular project status updates on the items above via collaborative tools and workspaces that include the Project Dashboard, Schedule, Timeline, Issues Log, Risk Management Log, Communication Plan and a Change Request Log. • Ensures change requests, risks, issues, or concerns are communicated to the Customer Project Manager and escalated as necessary.
• The UKG Project Manager is the primary contact for the Customer’s deployment project team.

UKG Consultant
• Utilizes their industry experience and domain knowledge to guide and facilitate discussions geared toward delivering a solution that meets the customer’s desired business outcomes. • Makes recommendations based on experience and in conjunction, reviews and considers the business requirements for the project.
• Configures the solution by persona based on customer requirements. • Unit tests the solution and ensures any issues are documented and addressed.

Integration Consultant
• Facilitates discussions to collect interface design requirements. • Configures and tests interfaces.
• Supports questions on function and usage of each.

Cloud Build Manager
• Responsible for the review and first tier technical discussion on Cloud Services purchased and available Cloud offerings.
• Lead customer in discussions, Q&A and where to find supporting documentation on Cloud Services/Offerings

18 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
• Assist the customer, UKG and Partner implementation teams in understanding and following the standard Cloud implementation processes and procedures
• Align with the customer, UKG and Partner implementation teams to deliver and manage the request of the Cloud Services purchased and other available Cloud offerings selected within timeline and scope of the project
• Aid the customer, UKG and Partner implementation teams in planning the go-live activities to coincide with the Cloud go-live approval and audit requirements • Manage acquiring Cloud subject matter experts/technical resources for technical calls which may be required to support customer technical resources in defining variables of the purchased Cloud Services and available Cloud offerings.

Executive Relationship Manager
• Acts as customer advocate and overall relationship manager for UKG. • Works to ensure the customer has a consistent and satisfying experience with UKG. • Provides a central point of contact for the customer after the project is completed.

Education Consultant / Training Specialist
• Holds the knowledge and certifications to guarantee customers the best learning experience. • Leads attendees through content presentations, guided exercises and individual practice exercises to increase proficiency with the UKG solution.

c. Provide a list of any third-party suppliers that might be utilized during implementation and any third-party terms and conditions that would apply.

UKG offers products facilitated by third-parties to meet the needs of participating public entities. These solutions may have additional terms and conditions, in addition to the UKG Master Services Agreement, and can be found at https://www.ukg.com/services-descriptions and/or attached.

Additional terms and conditions associated with these partners are provided in Appendix 9.

d. Provide detailed information on training capabilities for your offering.

At UKG, we understand that one size doesn't fit all regarding education. That's why we provide customized training to project team members, managers, administrators, and IT staff members. Our blended approach includes self-paced training, webinars, instructor-led training, and a user adoption resource center. We offer individualized, role-based, just-in-time learning to prepare your core project team and increase user acceptance of your new solution. Additionally, we provide instructor-led training, demonstrations, and hands-on education to ensure that your functional and technical team members are fully prepared for deployment and ongoing support of your solution. Our User Adoption Resource Center provides expert answers, coaching, and tools to ensure solution adoption.

19 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

e. Provide a list of the top software and programs Supplier’s offering can integrate with.

One size does not fit all when it comes to connecting and syncing data across the different solutions you may be using to run your business, regardless of if they’re in the cloud or not. UKG Integration Hub provides you with the flexibility to securely get data wherever it needs to go quickly and easily. We support customers’ needs to use file transfer and/or APIs, when available.

UKG has developed Integrations across 500+ vendors and our integration experience includes vendors such as ADP, Ceridian/Dayforce, CGI, Cigna, Delta Dental, Ellucian Banner, Empower, Fidelity, Great Plains, Lawson, MetLife, Oracle PeopleSoft, SAP, Tyler Technologies, Workday and many more.

f. Provide any multi-factor authentication features, if applicable.

Multi-factor Authentication (MFA) provides added security by requiring users to enter a supplied code to verify that they are who they say they are. The code “validates” the user for a period of time set by the system administrator. When the period expires, the user will be required to re-authenticate. If your agency uses Multi-factor Authentication, there are three methods that can be used to retrieve the code:
• Email - code sent to the user's email address
• SMS - code sent to the user through text message
• Token - code provided by a password authenticator. This method requires users to have an authenticator installed on their device.

UKG products support SAML 2.0 which then allows the client to use their existing Identity Provider (idP) to manage their user accounts and credentials, including the use of multi-factor authentication if enabled in their idP system.

g. Provide a list of Distributors, if applicable.

Not applicable.

h. Detail the process for software migration and the parties that will be involved.

The Launch methodology provides a framework that generally describes how the project will progress from the start to finish. The project team follows this framework to transition the customer’s existing human capital management and workforce management (where applicable) functions from your legacy provider to the Applications. UKG’s deployment methodology includes the following phases:
• Welcome Phase: Preliminary preparation involves four basic elements: UKG's internal orientation meeting, customer preparation, a project team initial kick off meeting and software installation.

20 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
• Requirements Phase: UKG will perform an analysis by interviewing key people from different functional areas. Information that has been gathered during the analysis process is used to determine the current system set up, the new system definition requirements and allow us to determine the best fit between the customer’s business requirements and the functional capabilities of the UKG products.
• Build Phase: This phase includes configuration, integration, and conversion. • Test Phase: Testing is one of the most critical functions of the Launch process. UKG recommends functional and parallel testing.
• Go-Live Phase: This phase consists of UKG assisting the customer with the first live processing of the functionality that is being implemented. In this phase, the consultant officially transitions the customer’s support to the UKG Product Support Team.

Typically, employee master demographics data is migrated from your legacy system. Depending on the source, we would leverage a data import to import the initial employee information and then automate a recurring import for loading new and changed data from the employee master record in the HR system. A general best practice for historical legacy data is to back up the data to be accessed by third- party reporting tools or keep it available in the current legacy system for access as required. Although it may be possible (each scenario is different), it is not recommended that detailed transactional type historical data be migrated mostly to eliminate the cost of what are usually very complex and expensive integrations.

UKG offers a robust API framework for any data conversion that provides extensibility and simplifies integration with other systems. The architecture allows access to all system resources through REST APIs, managed through a gateway that monitors individual API performance and SLA. Leveraging industry-leading Boomi integration tools, dozens of pre-built connectors are provided for common use cases such as people, payroll, and accruals.

UKG takes a consultative approach when implementing its solutions. A customer can expect the UKG team to offer recommendations based on our experience that are customer and project specific.

Examples may include recommended changes to payroll processes, posting of schedules, managing timecard exceptions, managing time off requests, and overall business process improvement regarding your workforce management and human capital management strategies.

As with any system deployment, we can anticipate operational and organizational change to occur because of your initiatives. Our experience reveals that there are several guiding principles/activities that are crucial to success, due to the challenges associated with bringing together industry best practices, specific user requirements, and software functionality in an agency like yours. The guiding principles/activities that will drive our success include:
• Focusing on outcomes driven by business requirements as opposed to tasks • Identifying a
nd prioritizing processes and associated impacts
• Examining processes holistically as well as independently • Understanding the linking of processes, workflows, and various departments

21 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
• Understanding the role of decision points across processes and departments • Capturing the information as close to the source as possible

i. Detail the process for software upgrades and the parties that will be involved.

Our offering is a multi-tenant SaaS solution. As such, we manage all hardware, software, enhancements, and maintenance to the application code layer. Minor releases are delivered monthly and major releases are delivered quarterly. These releases include new opt-in features and maintenance code.

Each customer is updated concurrently during each release cycle, so every customer remains on the latest software version. Clients are notified of planned enhancements 30 days prior to the release; notifications include links to new features, detailed descriptions, and before-and-after behavior details.

j. Detail what technical support is provided for the life of the product and how service issues will be handled.

Support is included with your purchase of a UKG solution. Support includes 24/7 Mission Critical support for infrastructure outages – if your system is down, we’ll get you back up and running quickly. Support calls are routed through our UKG Customer Relationship team. A call coordinator triages the call and determines the priority based on the issue and your need. Customers registering with their site ID are automatically routed to the support group queue specific to their product. Response times are determined by solution priority level and the call coordinator prioritizes calls based on the UKG solution service level agreement:

Priority Based Support
UKG provides support on a “priority” basis. As such, customers with the most critical request(s) will be serviced first. Below is an example. Please note that target response times will vary depending on the UKG solution:
• Priority Level: High
o Target Response Time: Thirty (30) minutes or immediately via Rapid Response o A critical Customer issue with no available workaround where the Subscription Services cannot be accessed or where the Subscription Services are experiencing significant system degradation, such as:
 Cloud outage
 Unable to sign-off timecards
 Payroll data accuracy or inability to process payroll  Totals are not accurate
 Unable to collect punches from terminals
 Unable to access a critical function within the Subscription Services

22 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
• Priority Level: Medium
o Target Response Time: One (1) business hour or immediately via Rapid Response o A serious Customer issue which impacts the ability to utilize the Subscription Services effectively, such as:
 Intermittent or inconsistent functionality results or data accuracy (e.g., accrual balances not matching pay codes, but balances are accurate)  Data display inaccuracies or inconsistencies across multiple tasks  Application performance is inconsistent or fluctuates • Priority Level: Low
o Target Response Time: Within two (2) business hours
o Non-critical Customer issues generally entail use and usability issues or how-to questions, such as:
 How do I set up a holiday pay rule?
 How do I run a report?

UKG Service Escalation Guidelines
• Critical Outages: UKG will provide continuous effort on all high-priority events through either bug identification, the development of a workaround, or problem resolution. The case may be passed to the after-hours team if this effort goes beyond normal business hours. On-going continuous attempts may also depend on the customer’s ability to provide a resource to work with UKG during this period.
• Technical Escalation: UKG’s case resolution process is a team-based approach structured around specific features within our solution and staffed by support engineers covering the full spectrum of skill sets and technical expertise. The teams are empowered to dynamically apply the appropriate resources to a case, based on severity and complexity, to ensure the fastest resolution time possible. The teams are also integrated with the Development Engineering and Cloud Operations teams. They engage their assistance and technical guidance when necessary and directly escalate depending on case severity and time to resolve considerations. An Escalation Manager may be assigned as a single point of contact and communication regarding case resolution status, action plan development, resource integration, and implementation coordination for situations that contain multiple cases. The Escalation Manager remains engaged until the problem has been successfully remediated. • Management Escalation: Customers may, at any time, ask to speak to the UKG support manager if they experience dissatisfaction with the level of service received concerning a specific case or service in general. To contact the UKG Customer Relationship manager, please call the UKG Customer Relationship Center and ask to speak to a manager.

23 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
• Remote Support: A web-based screen-sharing application that enables UKG to support you by empowering our support representatives to view your computer remotely. By connecting remotely, support representatives will work in real-time with your users and quickly escalate to desktop sharing, which features mutual mouse and keyboard control and whiteboard capability.

UKG Community
As a UKG customer, you will have access to the UKG Community where you can connect with UKG customers, partners and product experts to get help, training and share ideas. Discover the tools and resources you need to maximize your UKG solution, and tap into the educational offerings, remote customer support, eCase management, customer forums, documentation, and more that UKG experts support. This is our vibrant platform allowing for seamless and ongoing networking opportunities with peers. Highlighting a few statistics that make this platform standout include:
• Our UKG Community houses over 150,000 members, including over 5,000 UKG Partners • Among a recent quarter, members logged in 308,984 times, accumulated 367.k searches and viewed 2,340,780 pages!
• Community members continue to enthusiastically submit, collaborate, and vote on product enhancement ideas and our product teams continue to work these ideas into our products – testament to our innovative commitments.

Access to the UKG Community includes:
• Support Cases - Creating and managing support cases is easy in the Community through our Cases portal which enables you to quickly send in cases to our support team and get a full view of your cases to easily see cases by your solution ID, status, owner, and more. . • Get Answers - Questions? Community is fully searchable. The global search bar will make appropriate suggestions, helping you optimize your search term and access the best possible answer. Results include Knowledgebase articles, Documentation, Technical Advisories, Service Packs, Discussions, Answers, and more. And if you can’t find your answer, you can always ask a question for others in the Community to answer.
• Learn - Community offers easy access to UKG training, thought leadership newsletters, and expert insight blogs. Community also provides unlimited access to tutorials, how-to’s, live webinars, sandbox environments, and more. The Learn page is also your gateway to HR and Payroll Answerforce™, which can help improve compliance with one-stop information on up-to- date law, regulation, and industry trend summaries powered by Wolters Kluwer. • Discussions - Connect with UKG customers, partners, and product experts in Discussion Groups that are organized by product, industry, or special interest. With thousands of active Community members, there’s always a valuable conversation to jump in on. Join product-specific Alert groups to receive emails about high-priority product issues like Service Pack releases, technical advisories, and more. And staying up to date on your industry is easier than ever when you follow industry news as it develops in industry-specific groups.

24 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
• Ideas - Have ideas for product or UKG Community improvements? UKG listens to all of our customers. Simply access the Community to add comments to ideas you want to expand on or submit an idea of your own. Search existing Idea posts by product platform and application, and vote ideas up or down so the most popular ones rise to the top.

UKG Aspire Event
Aspire is an annual conference that celebrates UKG's customers. We do this by delivering on their expectations of value, partnership, forming connections, and making memories. Advantages include:
• Easy access to UKG experts for best practice solutions and instant support • Holistic product learning through sessions, roadmap presentations, and demos • Meaningful opportunities for peer-to-peer networking
• Intentional and inspiring thought leadership topics
• Inviting, inclusive, and immersive social experiences

25 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.6 PRICING
Suppliers shall provide a detailed breakdown of the price per user/license for the proposed system(s). a. Provide details of and propose additional discounts for large number of users, minimum user, rebates or additional discounts (if offered).

A sample of UKG software, hardware, and professional services offerings is provided in the attached Price Book. Sample pricing provided is MSRP and is "not to exceed" for net new customers only. Upon award, a comprehensive price book for all readily available products will be provided to OMNIA Partners and the Lead Public Agency. Legacy products and those nearing end of engineering or end of life will not be included but are still available for customers waiting to make the transition to the latest UKG technology.

UKG is proposing a minimum 10 percent discount on most line items greater than $1.00, though restrictions may apply. Additional discounts for volume, active promotions, or incentive programs will be negotiated on an individual basis for each agency and in accordance with current UKG sales policies and procedures, and customer's purchasing policies and procedures.

b. Provide costs for migration.

Customers migrate or upgrade from legacy UKG products on a like-for-like basis plus an applicable multiplier based on complexity of the migration, not to exceed 2x their current subscription cost.

Customers migrating from their legacy third-party systems to UKG systems will follow standard "not to exceed" pricing as detailed in the Order Form and Scope of Work.

c. Provide costs to upgrade software.

Customers migrate or upgrade from legacy UKG products on a like-for-like basis plus an applicable multiplier based on complexity of the migration, not to exceed 2x their current subscription cost.

Customers migrating from their legacy third-party systems to UKG systems will follow standard "not to exceed" pricing as detailed in the Order Form and Scope of Work.

d. Provide any training costs.

UKG will provide Training Services related to a Subscription Service as specified in the Order and in accordance with the applicable Statement of Work or Services Description. Each engagement is scoped by UKG and its partners after a thorough assessment process to truly understand the agency's needs so as to recommend a viable and long-term solution. Rates through this OMNIA Partners agreement are discounted from list price to ensure greater value for the participating public agencies.

26 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
e. Provide any implementation costs.

UKG will provide Implementation Services related to a Subscription Service as specified in the Order and in accordance with the applicable Statement of Work or Services Description. Each engagement is scoped by UKG and its partners after a thorough assessment process to truly understand the agency's needs so as to recommend a viable and long-term solution. Rates through this OMNIA Partners agreement are discounted from list price to ensure greater value for the participating public agencies.

f. Provide payment methods and terms.

UKG understands the flexibility required by participating public agencies in accordance with procurement rules and policies. UKG conducts a thorough needs assessment with every agency to understand their fiscal policies and budget cycles and presents tailored payment methods and terms for every order. Details include currency, term, uplift percentage, shipping terms, ship method, freight term, renewal term, and payment terms (e.g. Net 30 days)

g. Provide any technical support fees.

Technical support fees are generally included in the UKG subscription cost as outlined in the UKG SaaS Support Policies and Services at https://www.ukg.com/saas-support-policies-and-services. Additional technical support options may be available for purchase depending on the criticality of the participating public agency’s needs, as determined in the thorough needs assessment and throughout the lifecycle of the agency’s term.

h. Indicate if
payment will be accepted via credit card. If so, may credit card payment(s) be made online? Also state the Convenience fee, if allowable, per the Visa Operating Regulations.

Not applicable.

27 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
Price Book

Product Name MSRP
UKG Pro Pay and People Center $ 22.00
HR Only Employees $ 8.00
Global Employees $ 8.00
UKG Pro Limited Access (fka Terminated Web Employees) $ 2.00 UKG Pro Talent Acquisition $ 6.00
UKG Pro Recruiting $ 3.00
UKG Pro Onboarding $ 3.00
UKG Pro Candidate Texting $ 0.30
UKG Pro Performance and Coaching $ 7.00
UKG Pro Performance Reviews $ 3.00
UKG Pro Succession $ 3.00
UKG Pro Coaching and Development $ 4.00
UKG Pro Career Designer $ 4.00
UKG Pro Compensation $ 4.00
UKG Pro Learning $ 8.00
External Learners in UKG Pro Learning (fka UltiPro Learning) $ 2.00 UKG Pro Employee Voice $ 4.00
UKG Pro Benefits Administration $ 6.00
UKG Pro Benefits Hub $ 6.00
UKG Pro Document Manager $ 4.00
UKG Pro People Assist $ 4.00
UKG Pro Talk $ 2.00
UKG Great Place To Work Hub $ 6.00
UKG Pro Employee Pay $ 2.00
Interface Files
BI Reports
UKG Pro Employee Pay
(fka UltiPro Employee Pay)
UKG Pro Check Printing
(fka UltiPro Check Printing Services)
Year End Tax Forms (W2, 1099, T4, RL-1, 1095)
UKG Pro Communications Broadcast-Text Notifications (fka UltiPro Community Broadcast – Text Notifications)
UKG Pro HCM NPRD (add-on) $ 10.00
US Customers Adding Canadian Employees AFTER the initial sale UKG Pro Workforce Management (Hourly) $ 12.00 UKG Pro Workforce Management (Salaried) $ 7.00 UKG Pro Scheduling $ 1.50
UKG Pro Advanced Scheduling $ 3.50

UKG Pro Forecasting $ 6.00
UKG Pro Rotation Schedule $ 1.00
UKG Pro Workforce Management Analytics $ 2.50 UKG Pro Workforce Management Healthcare Productivity $ 5.50 UKG Pro People Analytics with Pro WFM Data
UKG Pro People Analytics with Pro WFM Data Premium
UKG Pro People Analytics with Pro WFM Data Enterprise
UKG Pro Workforce Management Data Hub Enterprise
UKG Pro Workforce Management Data Hub Premium $ 0.25 UKG Pro Accruals $ 1.50
UKG Pro Leave (includes Accurals) $ 3.00
UKG Pro Attendance $ 3.50
UKG Pro Absence (Includes Attendance, Leave, and
Accruals) $ 3.50
UKG Pro Activities $ 3.50
UKG Pro Gaming $ 1.00
UKG Pro WFM Talk $ 3.50
UKG Pro WFM PointClickCare Census Import $ 0.50 UKG Pro Auctions $ 3.50
UKG Pro Strategic Workforce Planning $ 6.00 UKG Dimensions Additional Non-Production Environments $ 0.40 UKG Dimensions Additional SFTP
(2 included at no additional charge) $ 65.00 UKG Dimensions Additional VPN
(2 included at no additional charge) $ 195.00
UKG Dimensions Microsoft Outlook Integration (fka Workforce Dimensions Microsoft Outlook Plug-In) $ 1.00 UKG Dimensions Google Integration (fka Workforce Dimensions Add- In Google Sheets and Calendar) $ -
UKG One View Connect $ 10.00
UKG One View Managed Services
UKG One View Managed SaaS Fee
UKG One View Payments

UKG Pro Workforce Management (WFM) (Formally UKG Dimensions) Standard License
Seasonal
License
Cloud Only - PEPM US$ US$
Suggested Suggested
Description Retail Retail
Core Products
UKG PRO TIMEKEEPING HOURLY $10.00 $13.00
UKG PRO TIMEKEEPING SALARIED $5.00 $6.50
Activities
UKG PRO ACTIVITIES (Formerly Work) $2.50 $3.25
Absence Management Products
UKG PRO ACCRUALS $1.00 $1.30
UKG PRO LEAVE (Includes Accruals) $2.00 $2.60
UKG PRO ABSENCE (Includes Attendance, Leave and Accruals) $2.50 $3.25 Gaming
UKG PRO GAMING $0.50 $0.65
Talk
UKG PRO WFM TALK $2.50 $3.25
Auctions
UKG PRO AUCTIONS $2.50 $3.25
Strategic Workforce Planning
UKG PRO STRATEGIC WORKFORCE PLANNING $5.00 $6.50
Scheduling Products
UKG PRO SCHEDULING $1.00 $1.30
UKG PRO ADVANCED SCHEDULING (includes UKG Pro Scheduling) $2.50 $3.25 UKG PRO FORECASTING (Includes UKG Pro Advanced Scheduling) (Formerly called: Optimized Scheduling With Forecasting) $5.00 $6.50 UKG PRO ROTATION SCHEDULE $0.50 $0.65
UKG PRO WFM POINTCLICKCARE CENSUS IMPORT $0.30
US and Canada only, no Seasonal
Requires: UKG PRO ADVANCED SCHEDULING
or
UKG PRO FORECASTING (Includes UKG Pro Advanced Scheduling) Count must match

Required Quote Note QT-42835: For the PointClickCare Census Data Import, the following terms apply: a) Kronos may terminate this integration on 30 days’ written notice; b) responsibility for PointClickCare API availability, stability and proper function remains with PointClickCare; and c) customer is required to enter into a contract with PointClickCare prior to subscribing to the EMR PointClickCare solution Clinical Scheduling Extensions
UKG PRO CLINICAL SCHEDULING EXTENSIONS (Requires Clinical Scheduling Ext. Encryption Gateway) $5.00 $0.00 Note: UKG PRO Clinical Scheduling Extentions is a manual license code which is sent to Cloud Services - Licensing team for installation.

UKG PRO CLINICAL SCHEDULING EXTENSIONS ENCRYPTION GATEWAY $0.00 Note: Part number 8605325-000 is required when ordering Encryption Gateway. Encription Gateway is sold as a quantity of 1 per customer.

Analytics Products
UKG PRO WORKFORCE MANAGEMENT ANALYTICS $2.00 $2.60
UKG PRO WORKFORCE MANAGEMENT HEALTHCARE PRODUCTIVITY (Includes UKG Pro Workforce Management Analytics) $4.50 $5.85 Data Hub
UKG PRO WORKFORCE MANAGEMENT DATA HUB ENTERPRISE $0.00 $0.00 UKG PRO WORKFORCE MANAGEMENT DATA HUB PREMIUM $0.10 $0.13 Add-In
UKG PRO WORKFORCE MANAGEMENT GOOGLE INTEGRATION (Requires 4 hours of PS, or applicable Onboarding Fees) (Formerly called: ADD-IN GOOGLE SHEETS AND CALENDAR)
$0.00
5,000 to 9,999
UKG PRO WORKFORCE MANAGEMENT OUTLOOK INTEGRATION (Requires 4 hours of PS, or applicable Onboarding Fees) (Formerly called: Microsoft Outlook Plugin) Tiered Pricing 1 to 2,499 $1,500.00
2,500 to 4,999 $3,000.00
5,000 to 9,999 $6,000.00
> 10,000 $12,000.00
Integrations
UKG PRO WFM INTEGRATION TO UKG TELESTAFF $0.00
UKG PRO WFM INTEGRATION TO UKG WORKFORCE PLANNER $0.00
Other
UKG PRO WORKFORCE MANAGEMENT NON-PROD ADDITIONAL TENANT $0.25 Full Term Only
Existing customers that original purchased SAAS-WFD-ADD-TENANT with Tiered pricing will continue to order using the Tiered part #.

UKG PRO WFM NON-PROD ADDITIONAL TENANT Tiered Pricing
Full Term Only
$500.00
$500.00
$1,000.00
$1,500.00

$2,500.00
$5,000.00
$10,000.00
$20,000.00
$37,500.00
UKG PRO WORKFORCE MANAGEMENT SFTP LICENSE $50.00
UKG PRO WORKFORCE MANAGEMENT ADDITIONAL VPN $150.00
UKG DIMENSIONS TAX FILING BY BSI Tiered Pricing
Equal to or less than, 1000 Employees (Base) $700.00
1001 to 2000 Employees $0.70
2001+ Employees $0.25
UKG DIMENSIONS GOOGLE FOR WORK SETUP FEE $5.00
UKG DIMENSIONS PAYROLL SERVICES ADDITIONAL EIN'S(For each EINs greater than 2) $550.00 UKG DIMENSIONS PAYROLL SERVICES ONE TIME SETUP FEE (Includes 2 EINs) $3,000.00 Success Offerings
Offering Fee
ESSENTIALS -$
TECHNICAL ACCOUNT MANAGER (TAM) 130,000$
ENHANCED CUSTOMER SUCCESS PLAN 10%
TECHNICAL ACCOUNT MANAGER (TAM) 130,000$

Hardware - UKG InTouch™ DX G2 US Retail
Suggested Device SW Device SW Depot Depot Per
Description Retail Maintenance <99
terminals
Maintenance >100
terminals Repair Exchange Event
UKG InTouch DX G2 with Bar Code Badge Reader $4,495.00 $175.00 $109.00 $225.00 $300.00 $1,600.00 UKG InTouch DX G2 with Magnetic Stripe Card Reader $4,695.00 $175.00 $109.00 $225.00 $300.00 $1,675.00 UKG InTouch DX G2 with HID Proximity Card Reader $5,325.00 $175.00 $109.00 $225.00 $300.00 $1,950.00 UKG InTouch DX G2 with Smart Card Reader $5,435.00 $175.00 $109.00 $225.00 $300.00 $2,000.00 UKG InTouch DX G2 with Legic Reader $5,435.00 $175.00 $109.00 $225.00 $300.00 $2,000.00 InTouch DX/DX G2 North America Power Kit For External AC Outlet $0.00 Kronos Touch I
D Plus Biometric Option for InTouch DX/DX G2 $1,485.00 - - $108.00 $135.00 $625.00 Kronos TouchFree ID Face Biometric Option for InTouch DX/DX G2 $1,650.00 $120.00 $150.00 $ 700.00 Wi-Fi Option Kit for InTouch DX G2 $360.00
InTouch Linear Imager Bar Code Scanner Option $975.00 - - $65.20 $81.50 $420.00 InTouch DX/DX G2 NIMH Backup Battery Option $420.00
InTouch DX/DX
G2 External Reader Board Option $145.00
InTouch DX/DX G2 Transition Board Option (required if ordering one or more of the following options) $145.00 Universal Relay Option $315.00
InTouch Remote HID MiniProx Reader Option $700.00 - - $46.40 $58.00 $375.00 InTouch Remote HID ProxPro Reader Option $700.00 - - $46.40 $58.00 $375.00 Spare Parts - UKG InTouch DX G2
InTouch DX/DX G2 Enclosure Top Filler Plate $7.50
InTouch DX/DX G2 Replacement Enclosure Back Cover $100.00 InTouch Replacement Security Screw Removal Tool $6.00
InTouch DX Replacement Hardware Accessory Packet $10.00 InTouch DX Replacement Reset Switch Access Door $7.50
InTouch DX Replacement WiFi Option Access Door $7.50
InTouch DX Replacement Internal Power Transformer $235.00 InTouch DX Replacement 6' Power Cord - North America $18.00

UKG Pro WFM Professional Services
UKG Pro Workforce Management Professional Services include implementation and consulting services.

Part Description USD$ Notes
SMB
UKG PRO WORKFORCE MANAGEMENT ONBOARDING SERVICES SMB $200 Billing Role =
Kronos Consultant,
Integration Consultant,
Informatics Consultant,
Management Consultant,
Analytics Consultant,
Data Hub Consultant,
Integration Strategic
Service, Project Manager

UKG PRO WFM READINESS ADVISORY SERVICES SMB
$5,500.00
Billing Role = Kronos
Consultant
UKG PRO WORKFORCE MANAGEMENT SMB ONBOARDING FEE quoted
Billing Role = Grouped
UKG PRO WFM SMB ONBOARDING A LA CARTE FEE quoted Billing Role = Grouped UKG PRO WORKFORCE MANAGEMENT MIGRATION SMB $0.00
Billing Role =
Kronos Consultant,
Integration Consultant,
Informatics Consultant,
Management Consultant,
Analytics Consultant,
Data Hub Consultant,
Integration Strategic
Service, Project Manager

ENTERPRISE

UKG PRO WFM ONBOARDING SERVICES ENTERPRISE
$220
Billing Role =
Kronos Consultant,
Integration Consultant,
Informatics Consultant,
Management Consultant,
Analytics Consultant,
Data Hub Consultant,
Integration Strategic
Service, Project Manager

UKG PRO WFM READINESS ADVISORY SERVICES ENTERPRISE
$11,000.00
Billing Role = Kronos
Consultant

UKG PRO WORKFORCE MANAGEMENT MIGRATION ENTERPRISE $0.00 Billing Role =
Kronos Consultant,
Integration Consultant,
Informatics Consultant,
Management Consultant,
Analytics Consultant,
Data Hub Consultant,
Integration Strategic
Service,Project Manager
ENTERPRISE and SMB
UKG PRO WFM READINESS ADVISORY SERVICES $235.00
Billing Role = Kronos
Consultant
UKG PRO WORKFORCE MANAGEMENT ADVISORY SERVICES $275.00
Billing Role = Strategic
Advisor
UKG PRO WORKFORCE MANAGEMENT ADVANCED TESTING SERVICES $205.00 Billing Role = Kronos
Consultant
UKG PRO WORKFORCE MANAGEMENT EDUCATION CONSULTING $220.00 Billing Role = Education
Consultant
UKG PRO WORKFORCE MANAGEMENT TRAIN THE TRAINER PACKAGE $3,000.00 Billing Role = Education
Consultant
UKG PRO WORKFORCE MANAGEMENT USER ADOPTION SERVICES $220.00 Billing Role = Education
Consultant
UKG PRO WORKFORCE MANAGEMENT USER ADOPTION ASSESSMENT $3,000.00 Billing Role = Education
Consultant
UKG PRO WORKFORCE MANAGEMENT ANALYTICS PROMO SETUP $0.00 Billing Role = Kronos
Consultant or Integration
Consultant or Informatics
Consultant or
Management Consultant
or Analytics Consultant or
Vision Consultant or
Integration Advisor
UKG PRO WORKFORCE MANAGEMENT INTEGRATION BUILD SERVICES $110.00 Billing Role = Integration
Build Consultant
UKG PRO WFM EFR- ENGINEERING FEATURE REQUEST $240.00
Billing Role = Technology
Consultant
UKG PRO WFM EFR - ENGINEERING FEATURE REQUEST FIXED FEE Call for Quote Billing Role = Grouped UKG PRO WORKFORCE MANAGEMENT ENGINEERING DISCOVERY $240.00 Billing Role = Technology
Consultant
UKG PRO WFM ENGINEERING DISCOVERY FIXED FEE Call for Quote Billing Role = Grouped UKG PRO WFM ADVISORY SERVICES FIXED FEE $240.00
Billing Role = Kronos
Consultant
UKG PRO WFM ADVANCED TESTING SERVICES FIXED FEE $205.00 Billing Role = Kronos
Consultant
UKG PRO WORKFORCE MANAGEMENT DATA EXTRACTION TOOLKIT $16,500.00 Billing Role = Integration
Consultant
UKG PRO WORKFORCE MANAGEMENT FF ONBOARDING SERVICES Call for Quote

APPLICATION MAINTENANCE SERVICES
UKG PRO WFM INTEGRATION / API APPLICATION MAINTENANCE Call for Quote Billing Role = Integration
Consultant

MANAGED SERVICES
UKG WORKFORCE MANAGEMENT EEC - HELP DESK Call for Quote UKG WORKFORCE MANAGEMENT MANAGED APPLICATION SERVICES Call for Quote

Passport for UKG Pro WFM US$
Table of Contents Suggested
Description Retail PEPM
Passport InTrack
PASSPORT INTRACK ESSENTIALS UKG Pro Timekeeping (WFM) $2.00 PASSPORT INTRACK ESSENTIALS ADDITIONAL MANAGER LICENSE Passport inTrack Essentials $10.00 PASSPORT INTRACK ENTERPRISE UKG Pro Timekeeping (WFM) $6.00 PASSPORT INTRACK ENTERPRISE ADDITIONAL MANAGER LICENSE Passport inTrack Enterprise $30.00 PASSPORT INTRACK PRO UKG Pro Timekeeping (WFM) $4.00
PASSPORT INTRACK PRO ADDITIONAL MANAGER LICENSE Passport inTrack Pro $20.00 Passport InOrder
PASSPORT INORDER ESSENTIALS UKG Pro Timekeeping (WFM) $4.00 PASSPORT INORDER ESSENTIALS ADDITIONAL MANAGER LICENSE Passport inOrder Essentials $10.00 PASSPORT INORDER ENTERPRISE UKG Pro Timekeeping (WFM) $12.00 PASSPORT INORDER ENTERPRISE ADDITIONAL MANAGER LICENSE Passport inOrder Enterprise $30.00 PASSPORT INORDER PRO UKG Pro Timekeeping (WFM) $8.00
PASSPORT INORDER PRO ADDITIONAL MANAGER LICENSE Passport inOrder Pro $20.00 Passport Event Scheduling
PASSPORT EVENT SCHEDULING ESSENTIALS UKG Pro Timekeeping (WFM) $2.00 PASSPORT EVENT SCHEDULING ESSENTIALS ADDITIONAL MANAGER LICENSE Passport Event Scheduling Essentials $10.00 PASSPORT EVENT SCHEDULING PRO UKG Pro Timekeeping (WFM) $4.00 PASSPORT EVENT SCHEDULING PRO ADDITIONAL MANAGER LICENSE Passport Event Scheduling Pro $20.00 Passport Add-ons
PASSPORT LOTRACK UKG Pro Timekeeping (WFM) $4.00
PASSPORT LOTRACK MANAGER ADDS-ON Passport LoTrack $20.00 PASSPORT PLAN VERSES ACTUAL ROUTE ANALYTICS Passport inOrder Enterprise or Pro $4.00 PASSPORT PLAN VERSES ACTUAL ROUTE ANALYTICS MANAGER ADD-ON Passport Plan verses Route Analytics $20.00 PASSPORT DATA STORAGE - 100 GIG
Passport inOrder Essentials, Enterprise, or Pro
OR
Passport inTrack Essentials, Enterprise, or Pro
OR
Passport Event Scheduling Essentials or Pro
OR
Passport LoTrack
OR
Passport Data Transformation
$100.00
PASSPORT DATA TRANSFORMATION UKG Pro Timekeeping (WFM) $4.00 Passport Professional Services Billing Role USD$/hr
3RD PARTY PASSPORT PROFESSIONAL SERVICES Third Party $215.00 3RD PARTY PASSPORT PROFESSIONAL SERVICES FIXED FEE Grouped Call for Quote

ThinkTime Standard
License
Seasonal
License
US$ US$
Suggested Suggested
Description Retail Retail
3rd Party Software
UKG PRO TASK MANAGEMENT BY THINKTIME $5.00 $6.50
3rd Party Professional Service
3RD PARTY INSTALLATION UKG PRO WFM THINKTIME (Enterprise) $200.00 (SMB) $180.00
3RD PARTY UKG PRO WFM THINKTIME FIXED FEE Call For Quote 3rd Party Disk Space Overages
THINKTIME - UKG PRO WFM DISK SPACE OVERAGE $0.25

UKG Ready Software US Retail
Table of Contents US$
Suggested
Description Retail PEPM
UKG Ready Time
UKG READY TIME (Formerly Worforce Ready Time Keeping) $6.00 UKG Ready Accruals Manager
UKG READY ACCRUALS MANAGER $1.00
UKG Ready HR
UKG READY HR $6.00
UKG Ready Payroll
UKG READY PAYROLL $6.00
UKG Ready Payroll Canada
UKG READY PAYROLL CANADA $6.00
UKG Ready Payroll Services
UKG READY PAYROLL SERVICES $1.75
UKG Ready Payroll Services With Smartcheck
UKG READY PAYROLL SERVICES WITH SMARTCHECK $2.00
UKG Ready Payroll by Payroll Metrics
UKG READY PAYROLL BY PAYROLL METRICS n/a
UKG READY STP GATEWAY ASSIST BY PAYROLL METRICS n/a
UKG READY DEDUCTION MANAGEMENT GATEWAY ASSIST BY PAYROLL METRICS n/a UKG READY EFT GATEWAY ASSIST BY PAYROLL METRICS n/a
UKG READY PAYROLL BY PAYROLL METRICS - TRAINING (Flat Fee) n/a UKG READY PAYROLL BY PAYROLL METRICS - ADDITIONAL REMOTE SERVICES (per hour) n/a UKG READY PAYROLL BY PAYROLL METRICS ONE TIME SETUP FEE (Tiered Pricing)

UKG Ready ACA Manager
UKG READY ACA MANAGER $0.50
UKG Ready Tax Filing by BSI
UKG READY TAX FILING BY BSI Tiered Pricing:

Monthly Base: $160.00
201ee - 500ee: $0.57
501ee - 1000ee: $0.79
1001ee - 2000ee: $0.70
2001ee - 5000ee: $0.25
UKG Ready Leave
UKG READY LEAVE $1.50
UKG Ready Compensation
UKG READY COMPENSATION $1.00
UKG Ready Scheduler
UKG READY SCHEDULER $2.50

UKG Ready Access Control
UKG READY ACCESS CONTROL n/a
UKG Ready Attestation
UKG READY ATTESTATION $0.50
UKG Ready Performance Management
UKG READY PERFORMANCE $1.00
UKG Ready Recruiting
UKG READY RECRUITING (Formerly Talent) $1.00
UKG Ready Integration Hub
UKG READY INTEGRATION HUB $0.00
UKG Ready People Insights
UKG READY PEOPLE INSIGHTS (Formerly Advanced People Analytics) $2.00 UKG Ready Learning
UKG READY LEARNING $3.50
UKG Ready Benefits
UKG READY BENEFITS $5.50
UKG Ready COBRA Administration Services
UKG READY COBRA ADMINISTRATION SERVICES $1.50
Professional Services
UKG READY UKG CONSULTANT (TIME AND MATERIALS) $187.50
Services

UKG READY SETUP FEE

UKG READY TAX FILING ADMIN SETUP FEE

UKG READY TAX FILING ONE TIME SETUP FEE

UKG READY ADDITIONAL SERVICES

Hardware - Kronos InTouch™ DX US Retail
US$ **US$ **US$ US$ US$ US$
Suggested Device SW Device SW Depot Depot Per
Description Retail Maintenance <99
terminals
Maintenance >100
terminals Repair Exchange Event
Step 2: Select Power Option for InTouch DX
InTouch DX/DX G2 North America Power Kit For External AC Outlet $0.00 Step 3: Select Additional Options as required for InTouch DX Kronos Touch ID Plus Biometric Option for InTouch DX/DX G2 $1,485.00 - - $108.00 $135.00 $625.00 Kronos TouchFree ID Face Biometric Option for InTouch DX/DX G2 $1,650.00 $120.00 $150.00 $700.00 Wi-Fi Option Kit for InTouch DX & InTouch 9100 H4 $360.00 InTouch Linear Imager Bar Code Scanner Option $975.00 - - $65.20 $81.50 $420.00 InTouch DX/DX G2 NIMH Backup Battery Option $420.00
InTouch DX/DX G2 External Reader Board Option $145.00
InTouch DX/DX G2 Transition Board Option (required if ordering one or more of the following options) $145.00 Universal Relay Option $315.00
InTouch Remote HID MiniProx Reader Option $700.00 - - $46.40 $58.00 $375.00 InTouch Remote HID ProxPro Reader Option $700.00 - - $46.40 $58.00 $375.00 Spare Parts - Kronos InTouch DX
InTouch DX/DX G2 Enclosure Top Filler Plate $7.50
InTouch DX/DX G2 Replacement Enclosure Back Cover $100.00 InTouch Replacement Security Screw Removal Tool $6.00
InTouch DX Replacement Hardware Accessory Packet $10.00 InTouch DX Replacement Reset Switch Access Door $7.50
InTouch DX Replacement WiFi Option Access Door $7.50
InTouch DX Replacement Internal Power Transformer $235.00 InTouch DX Replacement 6' Power Cord - North America $18.00 InTouch DX Replacement 2M Power Cord - China $18.00
InTouch DX Replacement 6' Power Cord - India $18.00
InTouch DX Replacement 2M Power Cord - United Kingdom $18.00 InTouch DX Replacement 2M Power Cord - Australia $18.00 InTouch DX Replacement 6' Power Cord - Japan $18.00
InTouch Replacement 6' Power Cord - EURO $18.00
InTouch Replacement 2M Power Cord - South Korea $18.00
InTouch Replacement 6' Power Cord - Argentina $18.00
InTouch Replacement 2M Power Cord - South Africa $18.00 Allowed Coverage for Clocks and Options
Clocks Allowed?
Depot Exchange Yes
Depot Exchange No
Depot Exchange No
Depot Repair Yes
Depot Repair No
Depot Repair No
Device SW Maintenance Yes
Device SW Maintenance No
Device SW Maintenance No

KSS (UKG Solution Services ) SoftwareTools v8
US$ US$ US$
Please note that the KSS tools listed in this section fall under our Standard UKG Sales, Software License and Service Agreement. Suggested Gold* Platinum* Description Retail Support
Services
Support
Services
KSS Tool Attestation Tool Kit
KSS Tool Attestation Tool Kit v8 $15.00 $3.30 $3.75
KSS Tool Scheduling Attestation
KSS Tool Scheduling Attestation V8 $10,000.00 $2,200.00 $2,500.00 KSS Tool Full Time - Part Time Analysis Report
KSS Tool Full Time - Part Time Analysis Report v8 $5,000.00 $1,100.00 $1,250.00 KSS Tool UKG Time Capture for Cisco*
Solution Services SFW Tools Professional Services $215.00 n/a n/a KSS Tool,UKG Time Capture For CISCO V8 $31.50 $6.93 $7.88 KSS Tool Puerto Rico Meal Penalty Support
KSS Tool Puerto Rico Meal Penalty Support v8 $24,000.00 $5,280.00 $6,000.00

UKG Telestaff IVR
US$ US$ US$
Suggested Gold* Platinum*
Description Retail Support Services Support Services
UKG Telestaff IVR Service
UKG TELESTAFF IVR SERVICE $0.00 $0.00 $0.00
UKG Telestaff IVR License Per Port
UKG TELESTAFF IVR LICENSE PER PORT $2,500.00 $550.00 $625.00

UKG TELESTAFF CLOUD US$
Cloud Only - PEPM
Table of Contents Suggested
Description Retail
UKG TELESTAFF CLOUD $10.00
Note: UKG TELESTAFF CLOUD is a bundled item and includes the following items:

Bidding
Blueprints
Bulk Data Extract
Contact Manager
Gateway Manager
Global Access
Institution Focus
Intouch Timeclock Device
SMS Manager
UKG TELESTAFF CLOUD EXTRA DUTY EVENTS $1.50
UKG TELESTAFF CLOUD NON-PROD ADDITIONAL TENANT $0.60
Professional Services - TeleStaff Billing Role US$/HR
TSG Professional Services
Project Manager, Engagement Principal,
Application Consultant, Solution Consultant, or
Integration Consultant $180
TSG Solution Services KSS Consultant $215
TSG Technical Services Technical Consultant $215

UKG TELESTAFF CLOUD NON-PROD ADDITIONAL TENANT

UKG TELESTAFF CLOUD

UKG TELESTAFF CLOUD EXTRA DUTY EVENTS

Software - UKG TeleStaff v7.1+
US$ US$ US$
Suggested Gold* Platinum*
Descrip
tion Retail Support Services Support
Services
UKG TeleStaff Enterprise v7.1+
UKG TELESTAFF Enterprise V7.1+ $135.00 $29.70 $33.75
UKG TeleStaff Enterprise v7.5 ESD Software Kit $0.00
UKG TeleStaff Enterprise v7.4 ESD Software Kit $0.00
UKG TeleStaff Enterprise v7.3 ESD Software Kit $0.00
UKG TeleStaff Enterprise v7.2 ESD Software Kit $0.00
UKG TeleStaff Enterprise v7.1 ESD Software Kit $0.00
UKG TeleStaff Global Access v7.1+
UKG TELESTAFF GLOBAL ACCESS V7.1+ $25.00 $5.50 $6.25
UKG TeleStaff Gateway Manager v7.1+ - one per customer UKG TELESTAFF GATEWAY MANAGER V7.1+ $5,000.00 $1,100.00 $1,250.00 UKG TeleStaff Institution Focus v7.1+
UKG TELESTAFF INSTITUTION FOCUS V7.1+ $20.00 $4.40 $5.00 UKG TeleStaff Contact Manager v7.1+
UKG TELESTAFF CONTACT MANAGER V7.1+ $15.00 $3.30 $3.75
UKG TeleStaff Bidding v7.1+ (Formerly Auctions)
UKG TELESTAFF BIDDING V7.1+ $50.00 $11.00 $12.50
UKG TeleStaff Blueprints v7.1+
UKG TELESTAFF BLUEPRINTS V7.1+ $0.00 $0.00 $0.00
UKG Telestaff Bulk Data Extract v7.1+
UKG TELESTAFF BULK DATA EXTRACT V7.1+ $0.00 $0.00 $0.00 UKG Telestaff SMS Manager v7.1+
UKG TELESTAFF SMS MANAGER V7.1+ $0.00 $0.00 $0.00
UKG Telestaff Intouch Timeclock Device v7.1+
UKG Telestaff Intouch Timeclock Device v7.1+ $0.00 $0.00 $0.00 UKG Telestaff Extra Duty Events v7.4+
UKG Telestaff Extra Duty Events v7.4+ $65.00 $0.00 $0.00 Professional Services - TeleStaff
T&M or Fixed Fee
Hourly Rate US$
TSG Professional Services $180
UKG TeleStaff Contact Manager v7.1+ is required on Version Upgrade orders; product $0, maintenance Billing Role
Project Manager, Engagement
Principal, Application Consultant,
Solution Consult
ant, or Integration
Consultant

TSG Solution Services $215
TSG Technical Services $215 Technical Consultant
KSS Consultant

Software - EZCall
Table of Contents US$
Suggested
Description Part Number
Pricing
Context SaaS
UKG EZCALL 8604409-000 License $300.00
Workforce Periop Scheduler Powered By EZCall 8604410-000 License $300.00 UKG EZCall Setup Fee (for Kronos EZCall and/or WF Periop Users) 9999800-100 $150.00 The set up fee is per provider (per user).

QTY the total of UKG EZCall and/or Workforce periOp Scheduler license count (combine count, if both) Billing Role: Grouped
PSA Contact Type: Fixed Fee
Workforce Periop Scheduler by OR Room, Powered By EZCall 8604412-000 License $3,500.00 UKG EZCall Setup Fee (for WF Periop by OR Room) 9999800-100 $1,500.00 The set up fee is per provider (per room).

QTY the total of Workforce periOp Scheduler by OR Room count (license count = number of rooms) Billing Role: Grouped
PSA Contact Type: Fixed Fee
UKG EZCall Light 8604411-000 License $150.00
UKG EZCall Setup Fee (For UKG EZCall Light users) 9999800-100 $50.00 The set up fee is per provider (per user).

QTY the total of UKG EZCall Light license count
Billing Role: Grouped
PSA Contact Type: Fixed Fee
UKG EZCall Enterprise Portal 8604560-001 $25,000.00
One per customer
No Setup fees for Enterprise Portal and Portal Interface UKG EZCall Enterprise Portal Interface 8604562-000 License $1,000.00 Customers must own or be ordering EZCall Enterprise Portal to order EZCall Enterprise Portal Interface License = number of Departments
Subscription Software Service SUB-SW-EZCALL
Note:

Billing Frequency: Annual in Advance
Cloud Context: PEPY
EZCall items may be quoted together, but cannot be combined with any other modules.

Required Agreement(s):

EZCALL Provider Scheduling Agreement - located on SharePoint https://kronos.sharepoint.com/teams/Legal%20Dept/Agreements/SitePages/Home.aspx Professional Services Rate USD
Discounting over 15% needs Bradley Mclain's approval
UKG EZCALL PRO SVCS ENTERPRISE 9990141-PRO $200.00
Billing Role: UKG Consultant
UKG EZCALL PRO SVCS SMB 9990142-PRO $180.00
Billing Role: UKG Consultant
EZCall Non-Prod Environment USD
UKG EZCALL NON-PROD ENVIRONMENT SAAS-EZCALL Call for Quote Call for Quote: Contact CSS reps (Corrie Halas, Courtney Green, Sam Glennon, and Pam Camerlin) for pricing.

Required: 10 hours of Professional Services are required for the Non-Prod Environment. Use one of the two Professional Services parts list in the section above.

Professional Services
Kronos Professional Services include implementation and consulting services.

Table of Contents
Implementation Services - Kronos offers implementation services for the mid-market and the enterprise.

Kronos Paragon™
Part Description Part Number USD$
Paragon Service Part Number US$/hr
Paragon Enterprise 9990002-ENT $220.00
Paragon Hospital 9990002-HOS $220.00
Paragon Retail 9990002-RET $220.00
Paragon Mid-Market Field Team 9990002-MID $200.00
Paragon Mid-Market 9990004-MID $200.00
Used to identify
activity sized for
Paragon Online, but
delivered in the field.

Paragon Online Remote Team 9990002-ONL $200.00
Paragon Online Time Essentials 9990004-ONL $200.00
Paragon Online Data Launch Service 9990007-ONL $200.00
Paragon Online iSeries* 9990008-ONL $205.00
*to be used for iSeries
implementation performed
by the Remote (non-
Cleburne) team and tracked
in PSA
Paragon Online Analytics 9990009-ONL $200.00
.

Other Professional Services Part Number US$/hr
Professional Services - Workforce Teletime 9990029-PRO $240.00 TTE - Implementation 9990002-TTE $220.00
Labor Analytics Implementation* 9990030-PRO $220.00

Professional Services 3i WebTA PRSVC3I-000 **$240.00
** will vary depending on
Billing Role see WebTA
page
Engineering Discovery 9990003-CED $103.50
Rate could vary by
customer and will be
provided by the project
manager
Solution Services Discovery 9990003-KSS $240.00
Solution Services Reporting 9990004-KSS $240.00
Solution Services Consulting 9990010-KSS $240.00
Paragon Senior Integration 9990070-PRO $240.00
Billing Role = Senior
Integration Consultant
Professional Services ESP 9990038-PRO $220.00
Consulting Svcs ESP 9990027-CON $220.00
Advisory Services 9990117-CON $275.00
Billing Role =
Strategic Advisor
UKG Advanced User Experience Performance Testing 9990264-PROF $220.00 Monthly Dedicated - US offering only Part Number Per Month Monthly Dedicated - PM/SC/AC/ANALYTIC CONSLT/ MC/TC/IC**** 9990003-DED $31,000.00 ****Required for this
part number: Quote
Note: Monthly
Dedicated Pricing
Services
Monthly Dedicated - EC**** 9990006-DED $31,000.00
****Required for this
part number: Quote
Note: Monthly
Dedicated Pricing
Services
Training delivered via Open Air Part Number US$/hr
C/T,EDUCATION CONSULTING 9999913-0 $240.00

SINGLE TERM TEMPLATE: This Order Form states the Monthly Dedicated Services for [Enter # of Months] months of [Enter QTY and Professional Services Role] dedicated professional services. Monthly Dedicated S
ervices means those dedicated services ordered by Customer on a monthly basis for an established fixed fee regardless of the number of hours used in the month but in no event to exceed 40 hours per week. Normal business hour s (8 a.m. - 5 p.m.), Monday to Friday, excluding any Customer approved time (i.e., Customer holidays). At the end of the month in which dedicated professional services were provided to Customer, Kronos will invoice Customer the amount identified herein for the month in which the dedicated professional services were provided.

TWO TERM TEMPLATE: This Order Form states the Monthly Dedicated Services for [Enter # of Months] months of [Enter QTY and Professional Services Role] dedicated professional services and [Enter # of Months] months of [Enter QTY and Professional Services Role] dedicated professional services. Monthly Dedicated S
ervices means those dedicated services ordered by Customer on a monthly basis for an established fixed fee regardless of the number of hours used in the month but in no event to exceed 40 hours per week.

Normal business hour s (8 a.m. - 5 p.m.), Monday to Friday, excluding any Customer approved time (i.e., Customer holidays). At the end of the month in which dedicated professional services were provided to Customer, Kronos will invoice Customer the amount identified herein for the month in which the dedicated professional services were provided.

THREE TERM TEMPLATE: This Order Form states the Monthly Dedicated Services for [Enter # of Months] months of [Enter QTY and Professional Services Role] dedicated professional services, [Enter # of Months] months of [Enter QTY and Professional Services Role] dedicated professional services, and [Enter # of Months] months of [Enter QTY and Professional Services Role] dedicated professional services. Monthly Dedicated S ervices means those dedicated services ordered by Customer on a monthly basis for an established fixed fee regardless of the number of hours used in the month but in no event to exceed 40 hours per week. Normal business hour s (8 a.m. - 5 p.m.), Monday to Friday, excluding any Customer approved time (i.e., Customer holidays). At the end of the month in which dedicated professional services were provided to Customer, Kronos will invoice Customer the amount identified herein for the month in which the dedicated professional services were provided.

Currenty, International Office are not utizlizing any of the items below for Consulting Consulting Services - Kronos offers a full portfolio of Productivity, Technology, and Industry Consulting services.

Consulting Services Portfolio
Consulting Services Part Number US$/hr
Optimization Services 9990003-CON $240.00
Reporting Analysis 9990004-CON $240.00
Report Writing Services 9990007-CON $240.00
Database Support Services 9990009-CON $240.00
Technical Mentoring 9990010-CON $240.00
Change Management Consulting 9990011-CON $240.00
System Arch and Best Practices 9990015-CON $240.00
Project Management - BC Nontax 9990016-CON n/a British Columbia only.

Kronos' Services Portfolio provides comprehensive offerings for prospects and customers that will solve critical business issues through the entire lifecycle of their software investment, ensuring a

Consulting - BC Nontax 9990017-CON n/a British Columbia only.

Business Process Improvement 9990021-CON $240.00
Workforce Management ROI Assessment 9990024-CON $240.00 Change Management Planning 9990028-CON $240.00
Empirical Study 9990029-CON $240.00
Upgrade Technology Assessment 9990030-CON $240.00
System Health Check - One Time 9990031-CON $240.00
Upgrade Solution Assessment 9990032-CON $240.00

Technology,
Application & System
System Health Check - Quarterly 9990033-CON $240.00
Program Management 9990034-CON $240.00
Frontline Labor Management Analysis 9990035-CON $240.00 Enabling Email Notifications 9990036-CON $240.00
Configuration Services in all Systems 9990037-CON $240.00 System Integration Assessment 9990038-CON $240.00
Roadmap Planning 9990039-CON $240.00
Performance Management Standardization 9990041-CON $240.00 Implementation Planning Study 9990042-CON $240.00
Engagement Principal 9990043-CON $305.00

Inventory Reduction & Evaluation 9990045-CON $275.00
Product Costing Consulting & Development 9990046-CON $275.00 Labor Standards Consulting 9990047-CON $275.00
Testing Services 9990048-CON $205.00
Operational Review 9990049-CON $240.00
Absence Management Program Planning 9990053-CON $250.00 Advanced Consulting Services 9990115-CON $220.00

UKG Professional Services
Implementation Services - UKG offers implementation services for the mid-market and the enterprise.

Part Description USD$ Notes
ENTERPRISE and SMB
UKG Advanced User Experience Performance Testing (160 hr minimum) $220 Billing Role = Technology
Consultant
UKG Standard User Experience Performance Testing $11,000.00 Billing Role = Technology
Consultant
UKG Professional Services include implementation and technology services

Great Place To Work
Standard
License
Table of Contents US$
Suggested
Description Part Number Retail
Great Place To Work includes access to an annual Trust Index survey and an opportunty to earn Great Place to Work Certification.

Great Place To Work is a standalone product and available platforms:

Great Place To Work
GREAT PLACE TO WORK 8605063-001 $1.00
No Discounting
**USD Only
• UKG PRO
• UKG Ready
• HRSD
• UKG Pro WFM Dimensions
• Workforce Central
• Banking Solutions

28 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.7 VALUE ADD
Provide any value-added services or offerings.

The UKG Marketplace is a digital catalog of vetted Technology and Services partners that extend the value of UKG products through seamless API integrations and contracted implementation and consulting services. UKG Marketplace provides built-in features and functionality to ensure you find partner integrations and services that complement the UKG products you use today, generate greater return on investment (ROI), and increase your team’s productivity. https://marketplace.ukg.com/en-US/home More than a simple tool to learn more about our partner ecosystem, the UKG Marketplace provides built-in features and functionality to ensure you find partner integrations and services that complement the UKG products you use today, generate greater return on investment (ROI), and increase your team’s productivity.

Explore, select, and connect with right-fit partners and solutions to extend the value of UKG products.

Browse and filter through all our solutions using the “All Products” drop-down on the navigation bar at the top of the main page, learn more about partners on their specific listing page, and start a conversation through the “Learn More” or “Contact Us” buttons on those partners’ pages. • Technology Partners deliver advanced features and functionality to UKG® solutions through seamless API integrations that automate processes, reduce manual errors, and offer innovative capabilities.
• Services Partners specialize in consulting and implementation, helping drive successful business outcomes before, during, and after go-live date.

29 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

30 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.8 FINANCIAL STATEMENTS
Proposers shall submit a recent history of financial solvency and provide the following:
a. Financial Statement: Include the most recent, independently certified financial statement. Financial statements must include a balance sheet and income statement.

In support of our proposal, UKG has submitted our latest Audited Financial Statements under separate cover in a sealed envelope. These statements are tagged as "Confidential." Our financial books and record are audited by Ernst & Young, with quarterly reviews and annual audits to assure complia
nce with US Generally Accepted Accounting Principles. We have received a clean opinion from our auditors for our most recently annual financial results.

b. Name and address of firm preparing the attached financial statement including a letter stating the independent audit or review has been performed by the firm.

Our financial books and record are audited by Ernst & Young, with quarterly reviews and annual audits to assure compliance with US Generally Accepted Accounting Principles. We have received a clean opinion from our auditors for our most recently annual financial results.

In support of our proposal, UKG has submitted our latest Audited Financial Statements under separate

cover in a sealed envelope; that includes auditor notes for review. These statements are tagged as "Confidential."

c. State whe
ther the Proposer has ever had a bankruptcy petition filed in its name, voluntarily or involuntarily. If yes, specify all relevant details.

No

31 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

5.9 NATIONAL CONTRACT
a. Include a detailed response to Attachment A, Exhibit A, OMNIA Partners Response for National Cooperative Contract. Responses shall highlight experience, demonstrate a strong national presence, describe how Supplier will educate its national sales force about the contract, describe how products and services will be distributed nationwide, include a plan for marketing the products and services nationwide, and describe how volume will be tracked and report to OMNIA Partners.

Experience
In March 2014, Kronos Incorporated entered into its first cooperative contracting agreement for Workforce Management Solutions Systems with its lead agency, Harford County Public Schools and at the time, US Communities. In 2018, Cobb County became the lead agency and Kronos Incorporated and its affiliate, Kronos SaaShr, Inc., were awarded for Workforce Management Systems with the final option year expiring in 2025.

Much has changed over ten years: US Communities is now OMNIA Partners. Kronos is now the Ultimate Kronos Group (UKG) and expanded its capabilities and offerings for workforce management (WFM) and human capital management (HCM). Throughout these changes, a dedicated national account manager has overseen the program to ensure continuous growth and improvement in cooperative contracting.

In 2024 UKG received The Bronze Partnership Excellence Award from OMNIA Partners for its steadfast commitment to the partnership.

Strong national presence
UKG is a leading provider of HR, payroll, and workforce management solutions for all people. We are the only enterprise vendor ranked as a leader by all major analysts and peer review sites and have been recognized around the world for our workplace culture, innovative practices, and commitment to customer success. Current awards include:

UKG Public Sector provides its solutions to more than 3000 agencies in federal government, state government, city and county government, public safety (police/fire/corrections), K-12 school districts, higher education institutions, special districts, and nonprofit organizations.

32 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
Education and training
UKG maintains a team of subject matter experts each with decades of experience in government procurement, contracting, budgeting, payroll, and human resources. This team is responsible for the success of the UKG’s Government Contracts Portfolio and facilitates new and existing employee training programs. A dedicated subject matter expert is the OMNIA Partners National Account Manager and oversees all operations and training for the sales force and its supporting cross-functional units. He is supported by multiple cross-functional teams in Sales Operations, Order Management, Legal Counsel, Renewals, Contracts, Accounting, and Global Alliances; all with deep understanding of cooperative contracting and OMNIA Partners.

UKG’s Public Sector sales force is well-tenured, many of them with 20+ years of seniority. All are familiar with OMNIA Partners, the contracts that UKG holds, and have unlimited access to personnel, resources, and training programs to increase utilization of the OMNIA Partners contract.

Additional training for freshman sales executives will be provided using the UKG OMNIA Partners Connect portal, its available training materials, and first-hand ‘Lessons Learned’ UKG curriculum developed after holding successful contracts for more than ten years. Staff will also be alerted to the webinars hosted by OMNIA Partners and the OMNIA Partners Connections regional events.

Marketing
Marketing UKG products and services alongside the purchasing power of OMNIA Partners is an ongoing and important initiative at UKG. UKG and OMNIA Partners teams meet regularly to discuss business advancement and marketing initiatives that include microsite promotion, white papers, customer success stories, and social media.

UKG participates alongside OMNIA Partners at regional and national tradeshows for organizations such as the National Institute of Government Procurement (NIGP), Society for Human Resource Management (SHRM), National Association of College and University Business (NACUBO), and Association of School Business Officials (ASBO).

Tracking
All Orders pursuant to one of UKG’s OMNIA Partners contracts are tracked inside UKG’s Salesforce environment. At the conclusion of each month, revenue reports are generated on these tracked customers and audited by support teams in Sales Operation, Finance, and Business Strategy before reporting to OMNIA Partners. The National Account Manager maintains the master account record of all contract revenue and analyzes the data to identify trends and develop ongoing business advancement strategy. These trends are discussed and strategized monthly via remote sessions and in person with key OMNIA Partners personnel at their corporate headquarters in Franklin, Tennessee at least quarterly.

Distribution
UKG is a global provider of SaaS solutions deployed in the Google Cloud Platform (GCP) with multiple audits, certifications, and controls in place to ensure the highest level of availability to its customers.

Professional services are determined via an individual scope of work with options for remote or customer-site implementation and training either direct through UKG resources or through certified professional services partners.

33 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
b. The successful Supplier will be required to sign Attachment A, Exhibit B, OMNIA Partners Administration Agreement, Suppliers shall have any reviews required to sign the document prior to submitting a response. Supplier’s response shall include any proposed exceptions to the OMNIA Partners Administration Agreement.

Please refer to the redlined Attachment A, Exhibit B, OMNIA Partners Administration Agreement on the following pages.

34 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
APPENDIX 1 – PROPOSAL SUBMITTAL FORM

35 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

36 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
APPENDIX 2 – REQUEST FOR PROPOSALS FORM

37 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

38 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
APPENDIX 3 - CONTRACTOR AFFIDAVIT & AGREEMENT (EXHIBIT A)

39 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

40 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
APPENDIX 4 – EXHIBIT A: RESPONSE FOR NATIONAL CONTRACT
See redlined document on the following pages.

28 which is included as Exhibit D,
Principal Procurement Agency Certificat e with OMNIA Partners, an example of Exhibit A
Response for National Cooperative Contract

1.0 Scope of National Cooperative Contract

Capitalized terms not otherwise defined herein sh all have the meanings given to them in the Master Agreement or in the Administrati on Agreement between Supplier and OMNIA Partners.

1.1 Requirement
Cobb County, GA (hereinafter defined and referred to as “ Principal Procurement Agency”), on behalf of itself and OMNIA Partners, Public Sector, Inc., a Delaware corporation (“ OMNIA Partners ”), is requesting proposals for Human Resource Information Systems and Related Products and Services. The intent of this Request for Proposal is any contract between Principal Procurement Agency and Supplier resulting from this Request for Proposal (“ Master Agreement ”) be made available to other public agencies nationally, including state and local governmental entities, public and private primary, secondary and higher ed ucation entities, non-profit entities, and agencies for the public benefit (“ Public Agencies ”), through OMNIA Partners’ cooperative purchasing program. The Prin cipal Procurement Agency has executed a

and has agreed to pursue the Master Agreement. Use
of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners as a Participating Public Agency in OMNIA Partners’ cooperative purchasing program. Registration with OMNIA Partners as a Participating Public Agency is accomplished by Public Agencies entering into a Master Intergovernmental and
by using the Master Agreement, any such Participating Public Agency agrees that it is registered with OMNIA Partners, whethe r pursuant to the terms of the Master Intergovernmental Purchasing Cooperative Agreement or as otherwise agreed to. The terms and pricing established in the resulting Master Agreement between the Supplier and the Principal Procurement Agency will be the same as that available to Participating Public Agencies through OMNIA Partners.

All transactions, purchase orders, invoices, payments etc., will occur directly between the Supplier and each Participating Public Agency individually, and neither OMNIA Partners, any Principal Procurement Agency nor any Participating Public Agency, including their respective agents, directors, employees or representatives, shall be liable to Supplier for any acts, liabilities, damages, etc., in curred by an y other Participating Public Agency. Supplier is responsible for knowing the tax laws in each state.

This Exhibit A defines the expectations for qualifying Suppliers based on OMNIA Partners’ requirements to market the resulting Master Agreement nationally to Public Agencies. Each section in th is Exhibit A refers to the capabilities, requirements, obligations, and prohib itions of competing Suppliers on a national level in order to serve Participating Public Agencies through OMNIA Partners.

Cooperative Purchasing Agreement, an example of which is attached as Exhibit C, Commented [JC1]: Use of the Master Agreement for these
types of Public Agencies must be on a case-by-case basis for UKG.

29 These requirements are incorporated into and are considered an integral part of this RFP. OMNIA Partners reserves the right to determine whether to make the Master Agreement awarded by the Principal Procurement Agency available to Participating Public Agencies, in its so le and absolute discretion, and any party submitting a response to this RFP acknowledges that any award by the Principal Procurement Agency does not obligate OMNIA Partners to make the Master Agreement available to Participating Procurement Agencies.

1.2 Marketing, Sales and Administrative Support
During the term of the Master Agreem ent OMNIA Partners intends to provide marketing, sales, partnership development and administrative support for Supplier pursuant to this section that directly promotes the Su pplier’s products and services to Participating Public Agencies through mult iple channels, each designed to promote specific products and services to Public Agencies on a national basis.

OMNIA Partners will assign the Supplier a Director of Partner Development who will serve as the main point of contact for the Supplier and will be responsible for managing the overall relationship be tween the Supplier and OMNIA Partners. The Director of Partner Development will work with the Supplier to develop a comprehensive strategy to promote the Master Agreement and will connect the Supplier with appropriate stakeholders within OMNIA Partners incl uding, Sales, Marketing, Contracting, Training, and Operations & Support.

The OMNIA Partners marketing team will work in conjunction with Supplier to promote the Master Agreement to both exis ting Participating Pu blic Agencies and prospective Public Agencies through channels that may include:

A. Marketing collateral (print, electronic, email, presentations) B. Website
C. Trade shows/conferences/meetings
D. Advertising
E. Social Media

The OMNIA Partners sales teams will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through initiatives that may include:

A. Individual sales calls
B. Joint sales calls
C. Communications/customer service
D. Training sessions for Public Agency teams
E. Training sessions for Supplier teams

30 The OMNIA Partners contracting teams will work in conjunction with Supplier to promote the Master Agreement to both ex isting Participating Public Agencies and prospective Public Agencies through:

A. Serving as the subject matter expert for questions regarding joint powers authority and state statutes and regulations for cooperative purchasing B. Training sessions for Public Agency teams
C. Training sessions for Supplier teams
D. Regular business reviews to monitor program success
E. General contract administration

Suppliers are required to pa y an Administrative Fee of 23% of the greater of the Contract Sales under the Master Agreement and Guaranteed Contract Sales under this Supplier will be required to execute the OMNIA Partners Administration Agreement (Exhibit B). At Supplier’s option, Suppliers may pay additional fees beyond administrative f ees, such as technology fees, to OMNIA Partners and/or a third party for additional support and/or access to OMNIA Partners’ technology platform.

1.3 Estimated Volume

The dollar volume purchased under the Ma ster Agreement is estimated to be approximately $200 million annually. While no minimum volume is guaranteed to Supplier, the estimated annu al volume is projected based on the current annual volumes among the Principal Procuremen t Agency, other Participating Public Agencies that are anticipated to utilize th e resulting Master Agreement to be made available to them through OMNIA Partners, and volume growth into other Public Agencies through a coordinated marketing approach between Supplier and OMNIA Partners.

1.4 Award Basis

The basis of any contract award resulting from this RFP made by Principal Procurement Agency will, at OMNIA Partners’ option, be the basis of award on a national level through OMNIA Partners. If multiple Suppliers are awarded by Principal Procurement Agency under the Master Agreement, those same Suppliers will be required to extend the Master Agreement to Participating Public Agencies through Utilization of the Master Agreement by Participating Public Agencies will be at the discretion of th e individual Particip ating Public Agency.

Certain terms of the Master Agreement sp ecifically applicable to the Principal Procurement Agency (e.g., governing law) are subject to modification for each Participating Public Agency as Supplier an d such Participating Public Agency may agree without being in conflict with the Master Ag reement as a condition of the Participating Agency’s purchase and not a modification of the Master Agreement applicable to all Participa ting Agencies. Participating Ag encies may request to enter into a separate supplementa l agreement to further defi ne the level of service requirements over and above the minimum defined in the Master Agreement (e.g., OMNIA Partners.

Request for Proposal.

Commented [JC2]: UKG proposes a 2% Administrative
Fee.

31 governing law, invoice requ irements, order requiremen ts, specialized delivery, diversity requirements such as minority and woman owned businesses, historically underutilized business, etc.) (“Supplemental Agreement”). It shall be the responsibility of the Supplier to comply, when applicable, with the prevailing wage legislation in effect in the jurisdiction of the Participating Agency . It shall further be the responsibility of the Supplier to monitor the prevailing wage rates as established by the appropriate department of labor for any increase in rates during the term of the Master Agreement and adjust wage rates accordingly. In instances where supplemental terms and conditions create a dditional risk and cost fo r Supplier, Supplier and Participating Public Agency may negotiate additional pricing above and beyond the stated contract not-to-exceed pricing so long as the added price is commensurate with Any supplemental agreement developed
as a result of the Master Agreement is exclusively between the Participating Agency and the Supplier (Contract Sales are reported to OMNIA Partners).

All signed Supplemental Agreements and purchase orders issued and accepted by the Supplier may survive expiration or termination of the Master Agreement. Participating Agencies’ purchase orders may exceed the term of the Master Agreement if the purchase order is issued prior to the expi ration of the Master Agreement. Supplier is responsible for reporting all sales and paying the applicable Administrative Fee for sales that use the Master Agreement as the basis for the purchase order, even though Master Agreement may have expired.

1.5 Objectives of Cooperative Program

This RFP is intended to achieve the following objectives regarding availability through OMNIA Partners’ cooperative program:

A.

Provide a comprehensive competitively solicited and awarded national agreement offering the Products covered by this solicitation to Participating Public Agencies; B. Establish the Master Agreement as the one of Supplier’s primary go to market strategy to Public Agencies nationwide;
C. Achieve cost savings for Supplier and Public Agencies through a single solicitation process that will reduce the Supplier’s need to respond to multiple solicitations and Public Agencies need to conduct their own solicitation process; D. Combine the aggregate purchasing volumes of Participating Public Agencies to achieve cost effective pricing.

2.0 REPRESENTATIONS AND COVENANTS

As a condition to Supplier enteri ng into the Master Agreement, which would be available to all Public Agencies, Supplier must make certain representations, warranties and covenants to both the Principal Procurement Agency and OMNIA Partners designed to ensure the success of the Master Agreement for all Participating Public Agencies as well as the Supplier.

2.1 Corporate Commitment

Supplier commits that (1) the Master Agreement has received all necessary corporate authorizations and support of the Supplier ’s executive management, (2) the Master the additional cost incurred by the Supplier.

32 Agreement is one of Supplier's primary “go to market ” strategy for Public Agencies, (3) the Master Agreement will be promoted to all Public Agencies, including any existing customers, and Supplier will transition existing customers, upon their request, to the Master Agreement, and (4) that the Supplier has read and agrees to the terms and conditions of the Administration Agre ement with OMNIA Partners and will execute such agreement concurrent with and as a condition of its execution of the Master Agreement with the Principal Procurement Agency . Supplier will identify an executive corporate sponsor and a separate national account manager within the RFP response that will be responsible for the overall management of the Master Agreement.

2.2 Pricing Commitment

Supplier commits to the not-to-exceed pricing provided under the Master Agreement pricing is its lowest available (net to buyer) to Public Agencies nationwide and further commits that if a Participatin g Public Agency is eligible for lowe r pricing through a national, state, regional or local or cooper ative contract, the Supplier will match such lower pricing to that Participating Public Agency under the Master Agreement.

2.3 Sales Commitment

Supplier commits to aggressively market the Master Agreement as one of its go to market strategy in this defined sector and that its sales force will be trained, engaged and committed to offering the Master Agreement to Public Agencies through OMNIA Partners nationwide. Supplie r commits that all Master Agreement sales will be accurately and timely reported to OMNIA Partners in accordance with the OMNIA Partners Administration Agreement. Supplie r also commits its sales force will be compensated, including sales incentives, for sales to Public Agencies under the Master Agreement in a consistent or better manner compared to sales to Public Agencies if the Supplier were not awarded the Master Agreement.

3.0 SUPPLIER RESPONSE

Supplier must supply the following informa tion for the Principal Pr ocurement Agency to determine Supplier’s qualifications to extend the resulting Master Agreement to Participating Public Agencies through OMNIA Partners.

3.1 Company

A. Brief history and description of Supplier to include experience providing similar products and services.

B. Total number and location of salespersons employed by Supplier.

C. Number and location of support centers (if applicable) and location of corporate office.

D. Annual sales for the three previous fiscal years.
a. Submit FEIN and Dunn & Bradstreet report.

E. Describe any green or environmental initiatives or policies.

33 F. Describe any diversity programs or partners supplier does business with and how Participating Agencies may use diverse partners through the Master Agreement.

Indicate how, if at all, pricing changes when using the diversity program. If there are any diversity programs, provide a list of diversity alliances and a copy of their certifications.

G. Indicate if supplier holds any of the below certifications in any classified areas and include proof of such certification in the response:
a. Minority Women Business Enterprise
Yes No
If yes, list certifying agency:
b. Small Business Enterprise (SBE) or Disadvantaged Business Enterprise (DBE)
Yes No
If yes, list certifying agency:
c. Historically Underutilized Business (HUB)
Yes No
If yes, list certifying agency:
d. Historically Underutilized Business Zone Enterprise (HUBZone) Yes No
If yes, list certifying agency:
e. Other recognized diversity certificate holder
Yes No
If yes, list certifying agency:

H. List any relationships with subcontractors or affiliates in tended to be used when providing services and identify if subcontractors meet minority-owned standards.

If any, list which certifications subcontractors hold and certifying agency.

I. Describe how supplier differentiates itself from its competitors.

J. Describe any present or past litigation, bankruptcy or reorganization involving supplier.

K.

Felony Conviction Notice: Indicate if the supplier:
a. is a publicly held corporation and this reporting requirement is not applicable;
b. is not owned or operated by anyone who has been convicted of a felony; or c. is owned or operated by and individual(s) who has been convicted of a felony and provide the names and convictions.

L.

Describe any debarment or suspension actions taken against supplier

34 website and why those portions should not be available. diligence.
its website so Participating Public Agencies may easily conduct their due

3.2 Distribution, Logistics

A. Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier.

B. Describe how supplier proposes to dist ribute the products/service nationwide.

Include any states where products and services will not be offered under the Master Agreement, including U.S. Territories and Outlying Areas.

C. Describe how Participating Agencies are ensured they will receive the Master Agreement pricing; include all distribution channels such as direct ordering, retail or in-store locations, through distributors, etc. Describe how Participating Agencies verify and audit pricing to ensure its compliance with the Master Agreement.

D. Identify all other companies that will be involved in processing, handling or shipping the products/service to the end user.

E. Provide the number, size a nd location of Supplier’s distribution facilities, warehouses and retail network as applicable.

3.3 Marketing and Sales

A. Given the public nature of the solicitation and contract, OMNIA Partners makes solicitation and contract documentation, including pricing documents, available on

Describe any portions of the response that should not be available on the

B.

Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to immediately implement the Master Agreement as one of supplier’s primary go to market strategy for Public Agencies to supplier’s teams nationwide, to include, but not limited to:

i. Executive leadership endorsement an d sponsorship of the award as the public sector go-to-market strategy within first 10 days ii. Training and education of Supplier’s national sales force with participation from the Supplier’s executive leadership, along with the OMNIA Partners team within first 90 days

C. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to ma rket the Master Agreement to current Participating Public Agencies, existing Pu blic Agency customer s of Supplier, as well as to prospective Public Agencies nationwide immediately upon award, to include, but not limited to:
i.

Creation and distribution of a co-branded press release to trade publications

35 ii. Announcement, Master Agreement details and contact information published on the Supplier’s website within first 90 days iii. Design, publication and distribution of co-branded marketing materials within first 90 days
iv. Commitment to attendance and participation with OMNIA Partners at national (i.e., NIGP Annual Forum, NPI Conference, etc.), regional (i.e., Regional NIGP Chapter Meetings, Re gional Cooperative Summits, etc.) and supplier-specific trade shows, conferences and meetings throughout

v. Commitment to attend, exhibit and participate at the NIGP Annual Forum in an area reserved by OMNIA Partners for partner suppliers. Booth space will be purchased and staffed by Supplier. In addition, Supplier commits to provide reasonable assistance to th e overall promotion and marketing efforts for the NIGP Annual Forum, as directed by OMNIA Partners. vi. Design and publication of national and regional advertising in trade publications throughout the term of the Master Agreement vii. Ongoing marketing and promotion of the Master Agreement throughout its term (case studies, collateral pieces, presentations, promotions, etc.) viii. Dedicated OMNIA Partners internet web-based homepage on Supplier’s

 OMNIA Partners standard logo;
 Copy of original Request for Proposal;
 Copy of Master Agreement and amendments between Principal Procurement Agency and Supplier;
 Summary of Products and pricing;
 Marketing Materials
 Electronic link to OMNIA Partners’ website including the online registration page;
 A dedicated toll-free number and email address for OMNIA Partners
D. Describe how Supplier will transition any existing Pu blic Agency customers’ accounts to the Master Agreement available nationally through OMNIA Partners.

Include a list of current cooperative cont racts (regional and national) Supplier holds and describe how the Master Agreement will be positioned among the other

E.

Acknowledge Supplier agrees to provide its logo(s) to OMNIA Partners and agrees to provide permission for reproduction of such logo in marketing communications and promotions subject to Supplier’s policies regarding use of such logo .

Acknowledge that use of OMNIA Partne rs logo will require permission for reproduction, as well.

F. Confirm Supplier will be proactive in direct sales of Supplier’s goods and services cooperative agreements.
website with:
the term of the Master Agreement

36 to Public Agencies nationwide and the ti mely follow up to le ads established by OMNIA Partners. All sSales materials are to use the OMNIA Partners logo when targeting Public Participating Agencies. At a minimum, the Supplier’s sales initiatives should communicate:

i. Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency
ii. Best government pricing
iii. No cost to participate
iv. Non-exclusive

G. Confirm Supplier will train its national sa les force on the Master Agreement. At a minimum, sales training should include:

i. Key features of Master Agreement
ii. Working knowledge of the solicitation process
iii. Awareness of the range of Public Agencies that can utilize the Master Agreement through OMNIA Partners
iv. Knowledge of benefits of the use of cooperative contracts

H. Provide the name, title, ema il and phone number for th e person(s), who will be responsible for:

i. Executive Support
ii. Marketing
iii. Sales
iv. Sales Support
v. Financial Reporting
vi. Accounts Payable
vii. Contracts

I. Describe in detail how Su pplier’s national sales force is structured, including contact information for the highest-level executive in charge of the sales team.

I. Explain in detail how the sales teams will work with the OMNIA Partners team to implement, grow and service the national program.

J. Explain in detail how Supplier will ma nage the overall national program throughout the term of the Master Agreement, including ongoing coordination of marketing and sales efforts, timely new Pa rticipating Public Agency account set- up, timely contract administration, etc.

K. State the amount of Supplier’s Public Agency sales for the previous fiscal year.

Provide a list of Supplier’s top 10 Public Agency customers, the total purchases for each for the previous fiscal year along with a key contact for each.

L. Describe Supplier’s inform ation sys tems capabilities and limitations regar ding
Commented [JC3]: Can’t agree to “all” at UKG’s scale
but happy to use targeted approach managed through Public Sector sales and marketing

37 order management through re ceipt of payment, including description of multiple platforms that may be used for any of these functions.

M. Provide the Contract Sales (as defined in Section 12 of the OMNIA Partners Administration Agreement) that Supp lier will guarantee each year under the Master Agreement for the initial th ree years of the Master Agreement (“Guaranteed Contract Sales”).

$ .00 in year one
$ .00 in year two
$ .00 in year three
To the extent Supplier guarantees minimum Contract Sales, the Administrative Fee shall be calculated based on the greater of the actual Contract Sales and

N. Even though it is anticipate d many Public Agencies will be able to utilize the Master Agreement without further formal solicitation, there may be circumstances where Public Agencies will issue thei r own solicitations. Th e following options are available when responding to a solicitation for Products covered under the Master Agreement.

i. Respond with Master Agreement pricing (Contract Sales reported to

ii. If competitive conditions require pricing lower than the standard Master Agreement not-to-exceed pricing, Supplier may respond with lower pricing through the Master Agreement. If Supplier is awarded the contract, the sales are reported as Contract Sales to OMNIA Partners under the Master Agreement.
iii. Respond with pricing higher than Master Agreement only in the unlikely event that the Public Agency refuses to utilize Master Agreement (Contract Sales are not reported to OMNIA Partners). iv. If alternative or multiple proposals are permitted, respond with pricing higher than Master Ag reement, and include Master Agreement as the alternate or additional proposal.
v. Detail Supplier’s strategies under these options when responding to a solicitation.

OMNIA Partners).
the Guaranteed Contract Sales.

41 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
Exhibit A: Section 3.0 Supplier Response
Supplier must supply the following information for the Principal Procurement Agency to determine Supplier’s qualifications to extend the resulting Master Agreement to Participating Public Agencies through OMNIA Partners.
----SECTION 3.1 COMPANY----
A. Brief history and description of Supplier to include experience providing similar products and services.

In February 2020, Kronos Incorporated and Ultimate Software announced a definitive merger agreement to unite two industry leaders to form one of the world’s largest cloud companies: UKG.

UKG's extensive experience in providing workforce management (WFM) and human capital management (HCM) solutions to the public sector is marked by continuous innovation, a deep understanding of public sector challenges, and a commitment to delivering tailored solutions that drive efficiency and employee engagement.

Through its comprehensive suite of products and ongoing support, UKG helps public sector agencies optimize their workforce operations and achieve their mission of serving the public effectively.

Below is a point-by-point macr o view of how public sector agencies benefit from UKG solutions and services:

Operational Efficiency
• Streamlined Processes: UKG solutions have automated many manual and time-consuming processes such as timekeeping, scheduling, and payroll. This automation reduces administrative burdens and allows staff to focus on more strategic tasks. • Real-Time Data and Analytics: With real-time data and advanced analytics, public sector agencies can make informed decisions quickly. This capability helps in optimizing workforce deployment, managing overtime, and ensuring that resources are allocated efficiently. • Integrated Systems: The integration of WFM and HCM systems into a single platform reduces data silos and ensures seamless information flow across departments. This integration enhances coordination and improves overall operational efficiency.

Compliance and Risk Management
• Regulatory Compliance: UKG solutions help public sector agencies stay compliant with various labor laws and regulations. Automated compliance tracking and reporting features ensure that agencies adhere to federal, state, and local labor laws, reducing the risk of non-compliance penalties.
• Audit Readiness: The robust reporting and documentation capabilities of UKG solutions make it easier for agencies to prepare for audits. Comprehensive audit trails and detailed reports provide transparency and accountability.

42 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
Employee Engagement and Satisfaction
• Self-Service Portals: UKG’s self-service portals empower employees by giving them easy access to their schedules, pay information, and benefits. This transparency and accessibility enhance employee satisfaction and engagement.
• Professional Development: HCM solutions from UKG include tools for performance management, training, and career development. These tools help public sector agencies invest in their employees' growth, leading to higher retention rates and a more skilled workforce. • Work-Life Balance: Advanced scheduling features allow for more flexible work arrangements, helping employees achieve a better work-life balance. This flexibility is particularly beneficial in sectors like healthcare and public safety, where shift work is common.

Cost Savings
• Labor Cost Management: By optimizing scheduling and reducing overtime, UKG solutions help public sector agencies manage labor costs more effectively. Real-time labor analytics provide insights into cost drivers and help in making budget-conscious decisions. • Reduced Administrative Costs: Automation of HR and payroll processes reduces the need for extensive administrative staff, leading to significant cost savings. The reduction in errors and rework also contributes to lower operational costs.
• Resource Optimization: Efficient workforce management ensures that the right number of staff is deployed at the right time, minimizing idle time and maximizing productivity.

Enhanced Service Delivery
• Improved Citizen Services: With a more efficient and engaged workforce, public sector agencies can deliver better services to citizens. Faster response times, improved service quality, and higher employee morale contribute to enhanced public satisfaction. • Scalability and Flexibility: UKG’s cloud-based solutions offer scalability and flexibility, allowing public sector agencies to adapt to changing needs and demands. This adaptability is crucial for handling emergencies, seasonal variations, and long-term strategic planning.

UKG’s WFM and HCM solutions have provided substantial benefits to public sector agencies by enhancing operational efficiency, ensuring compliance, boosting employee engagement, achieving cost savings, and improving service delivery. These macro-level successes demonstrate the transformative impact of UKG solutions on public sector workforce management and human capital development.

B. Total number and location of salespersons employed by Supplier.

UKG employs approximately 14,000 employees worldwide. In North America, UKG employs approximately 100 public sector-focused employees in Sales and Sales Support.

43 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
C. Number and location of support centers (if applicable) and location of corporate office.

UKG has two headquarters: Lowell, MA and Weston, FL. The UKG Customer Relationship Center is located at our Lowell, MA headquarters. We have support services groups around the world and provide local language support from these groups. Below is a listing of our offices and support centers:
• North America
o Lowell, MA, USA
o Weston, FL, USA
o Chicago, IL, USA
o Indianapolis, IN, USA
o New York, NY, USA
o Atlanta, GA, USA
o Toronto, Ontario, Canada
o Montreal, Quebec, Canada
o Kelowna, BC, Canada
• Latin America
o Miguel Hidalgo, Mexico
• EMEA
o Bracknell, UK
o London, UK
o Utrecht, Netherlands
o Amsterdam, Netherlands
o Paris, France
o Munich, Germany
o Stuttgart, Germany
o Madrid, Spain
• ASIAPAC
o Macquarie Park, Australia
o Bangalore, India
o Singapore

For more information about our office locations, please visit UKG.com/contact.

44 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
D. Annual sales for the three previous fiscal years.

For details on UKG's financial strength FY2023 annual sales, plea se refer to the UKG Confidential Audited Financial package provided with this proposal. As a private company, UKG does not release annual sales numbers in public RFP proposals. We can provide details of our annual sales further in procurement process should UKG be down selected.

D(a) Submit FE
IN and Dunn & Bradstreet report.

FEIN
• UKG Kronos Systems LLC FEIN: 04-2640942
Dunn & Bradstreet Report
• UKG Kronos Systems LLC D&B Number: 09-427-3653. UKG cannot distribute its Dun & Bradstreet report as it would violate our agreement with Dun & Bradstreet. You can obtain a credit report for UKG from their website: www.dnb.com.

E. Describe any green or environmental initiatives or policies.

The UKG Global Environmental Policy outlines the key environmental principles and requirements that support UKG’s approach to environmental management. These principles and requirements apply when dealing with environmental matters for business reasons and are in addition to those found in the UKG ESG Policy, Code of Conduct, Third Party Code of Conduct, Human Rights Policy, Global Cleaning Policy, and other UKG policies. UKG with the cooperation of its employees, contractors, and suppliers, is committed to environmental management.

F. Describe any div
ersity programs or partners supplier does business with and how Participating Agencies may use diverse partners through the Master Agreement. Indicate how, if at all, pricing changes when using the diversity program. If there are any diversity programs, provide a list of diversity alliances and a copy of their certifications.

UKG Supplier Diversity Program
UKG is committed to fostering an inclusive and diverse supply chain through its Supplier Diversity Program. This initiative aims to create opportunities for businesses owned by minorities, women, veterans, LGBTQ+ individuals, and other underrepresented groups. By actively seeking and engaging with diverse suppliers, UKG not only promotes economic growth within these communities but also enhances the innovation and competitiveness of its supply chain. The program is designed to ensure that diverse suppliers have equitable access to procurement opportunities, thereby contributing to a more inclusive economy.

In regard to Tier 1 and Tier 2 spending, currently UKG tracks both Tier I and II diverse spending. Please note that currently Tier II spend is only captured at a macro level. Presently, we utilize a third-party tool named supplier.IO to assist us with the tracking of UKG’s Tier II supplier spend at a macro level. Diverse

45 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
spend includes businesses that are owned 51% or more owned by minority, women, small (women owned small business, HUBZone, veteran, service-disabled veteran and small disadvantage businesses), LGBTE, and large veteran owned businesses are all tracked through the diverse spend process. Certification from one or more of the following is required:  the National Minority Supplier Development Council (NMSDC), Women Business Enterprise National Council (WBENC), National Gay Lesbian Chamber of Commerce (NGLCC), National Veterans Business Development Council (NVBDC) and self-certification through the Small Business Administration.

UKG is also a member of the Greater New England Minority Supplier Development Council.

UKG Global Alliances and Government Business Strategist teams actively support partnership from the various Diversity Programs & Alliances mentioned below. Our network consists of technology partners and services partners specializing in various aspects of HCM and WFM. There are no pricing changes when engaging with a partner that has a diversity program designation.

Advantages for Participating Agencies
The UKG Supplier Diversity Program offers significant advantages to other UKG customers by promoting a more inclusive and innovative supply chain. By partnering with diverse suppliers, participating agencies can benefit from a broader range of perspectives and solutions, which can lead to enhanced creativity and problem-solving capabilities. Additionally, supporting diverse suppliers can help customers meet their own diversity and inclusion goals, improve their corporate social responsibility profiles, and foster goodwill within their communities. Ultimately, this commitment to diversity can drive better business outcomes and create a more resilient and adaptable supply chain.

UKG Recognized Diversity Programs & Alliances
UKG recognizes and values a variety of diversity certifications to ensure a broad and inclusive supplier base. Some of the key certifications acknowledged by UKG include:

1. Minority Business Enterprise (MBE)

2. Women’s Business Enterprise (WBE)

3. Veteran-Owned Small Business (VOSB)

4. Service-Disabled Veteran-Owned Small Business (SDVOSB)

5. LGBT Business Enterprise (LGBTBE)

6. Disadvantaged Business Enterprise (DBE)

7. HUBZone Small Business (HUBZone)

8. Small Disadvantaged Business (SDB)

9. 8(a) Business Development Program
UKG is also proud of our internal diversity programs that our employees actively lead. These ERGs are integral to UKG's commitment to fostering an inclusive and supportive workplace, providing employees with opportunities for connection, advocacy, and professional development:

46 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
• UKG Women in Leadership: Focuses on empowering and supporting women in their professional growth and leadership development.
• UKG PRIDE: Supports LGBTQ+ employees and allies, promoting an inclusive and accepting workplace for all sexual orientations and gender identities. • UKG Veterans: Provides a community for military veterans and their families, offering support and resources for transitioning to civilian careers.
• UKG Multicultural: Celebrates and supports employees from diverse racial and ethnic backgrounds, fostering an inclusive environment that values cultural diversity. • UKG Abilities in Motion (AIM): Advocates for employees with disabilities, promoting accessibility and inclusion within the workplace.
• UKG Young Professionals: Focuses on the development and networking of early-career professionals, providing opportunities for growth and mentorship. • UKG Parents and Caregivers: Supports employees who are parents or caregivers, offering resources and a community to balance work and family responsibilities. • UKG Generations: Encourages intergenerational collaboration and understanding, leveraging the diverse experiences and perspectives of employees from different age groups. • UKG Black Leadership Network: Aims to support and advance the careers of Black employees, providing mentorship, networking, and professional development opportunities. • UKG Latinx: Focuses on the needs and interests of Latinx employees, promoting cultural awareness and professional growth within the community.

47 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
G. Indicate if supplier holds any of the below certifications in any classified areas and include proof of such certification in the response:
• Minority Women Business Enterprise:
o UKG Response: No
o If yes, list certifying agency: N/A
• Small Business Enterprise (SBE) or Disadvantaged Business Enterprise (DBE):
o UKG Response: No
o If yes, list certifying agency: N/A
• Historically Underutilized Business (HUB):
o UKG Response: No
o If yes, list certifying agency: N/A
• Historically Underutilized Business Zone Enterprise (HUBZone):
o UKG Response: No
o If yes, list certifying agency: N/A
• Other recognized diversity certificate holder:
o UKG Response: No
o If yes, list certifying agency: N/A

H. List any relationships with subcontractors or affiliates intended to be used when providing services and identify if subcontractors meet minority-owned standards. If any, list which certifications subcontractors hold and certifying agency.

NAME HQ DBE Certifying Agency
Ascend Inc CO
Connors & Associates, LLC PA
Covalence Consulting FL
Epi-Use ON
Human Resource Time
Management, HRTM
NJ MBE State of New Jersey
PayTech CO
Sability GA
Worldgate, LLC

VA WBE National Women's Business Enterprise
National Council
WBE Commonwealth of Massachusetts
SWBE Commonwealth of Virginia

48 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

WBE City of Philadelphia
SBE City of Los Angeles
LDBE Metropolitan Airports Authority
Mosaic Consulting Group, LLC

TN WBE National Women's Business Enterprise
National Council
WBE State of New York
WBE State of Tennessee
JK Seva, Inc CA SBE State of California
KM3 Consulting Group, LLC

GA DBE State of Georgia
WBE New York City Small Business Services
WBE US Women's Chamber of Commerce
Hrchitect, Inc. TX
A.S.K Academy (dba HerPM)

GA DBE Georgia Department of Transportation
MBE Georgia Department of Transportation
SLOBE Clayton County, GA
VOSB Small Business Administration
SDVOSB Small Business Administration

I. Describe how supplier differentiates itself from its competitors.

UKG brings our singular HCM solution to your singular biggest investment: your employees. UKG is the only HCM and WFM provider bringing the full depth and breadth of hire-to-retire services in a configurable model to meet the distinct needs of individual Participating Public Agencies across state and local governments, school districts, higher education institutions, government agencies, nonprofit organizations. UKG's comprehensive suite of solutions is scalable, allowing expansion of service models to, for example, add talent management to a core human resources program, and expand headcount for agencies as communities, districts, and organizations grow throughout the contract lifecycle.

One Technology Partner
UKG delivers one comprehensive solution for human resources, benefits, payroll, talent, compensation management, time and attendance, scheduling, document and human resources file management, employee sentiment analysis, and reporting and predictive analytics -- providing a single source of tru th for all Participating Public Agencies' employees. UKG enables Participating Public Agencies' HR teams to streamline and automate processes, centralizing workforce data in one master system of record to reduce duplicate data entry, reconciliation require ments, errors, and data inconsistencies; and provide instant reporting across all areas of HCM.

With UKG, Participating Public Agencies gain one HCM solution, one HCM provider.

49 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
One Implementation Partner
UKG’s Launch methodology is designed to streamline the deployment of your UKG solution in the cloud so Participating Public Agencies realize swift time to value. Our proven deployment methodology combines innovation, deep domain knowledge, and more than 40 years of experience working with thousands of customers across industries and geographies to drive business goals and accelerate return on investment. Launch is an iterative deployment approach that leverages best -in-class consulting expertise and proprietary technologies configured for each Participating Public Agency's needs. Launch features collaborative tools and workspaces that accelerate processes, jump -start decision-making, and provide up-to-the-minute visibility into your project.

UKG deploys Launch directly to deliver our services as your complete provider partner.

One Ongoing Support Partner
UKG’s proven approach includes our Partner for Life service program to set the foundation for Participating Public Agencies' success with UKG. Shortly after transitioning to support, we partner with the Participating Public Agency's team — empowering them to improve adoption, critical processes, and system utilization in preparation to hit the ground running for a strong start and early success. UKG provides Participating Public Agencies with hands -on coaching, tailored recommendations, and instructions on how to build a strong foundation for self -sufficiency. Learning and training resources are available via virtual instructor-led and on-demand training for the lifespan of their contract. Participating Public Agencies can leverage trusted advisors for strategic guidance to evolve their long- term people strategy and employee experience as well as for their day -to-day to help reduce administrative burdens, optimize their UKG solution, and support their long-term business initiatives. Participating Public Agencies can grow their expertise, expand their professi onal network, and influence our products through our customer Community, events, and comprehensive programs where they can connect with more than 150k active peers and experts in our dynamic, growing Community.

UKG is a committed support partner delivering continual support and expansive expertise across the lifespan of Participating Public Agencies' tenure with UKG.

As the Lead Public Agency considers the future-state HCM and WFM solutions for Participating Public Agencies, UKG is committed to expanding our consultative partnership as your Partner for Life provider to modernize your HCM and WFM environment. By engagin g UKG to encompass the hire -to-retire employee lifecycle, Participating Public Agencies can take full advantage of the industry’s latest technology alongside exemplary service. Just as UKG has evolved with the Lead Public Agency's continual growth over the years, Participating Public Agencies can evolve with growth of HCM and WFM service scope to take advantage of UKG's industry-recognized leadership rankings for customer satisfaction alongside product capabilities.

The Lead Public Agency knows UKG, and UKG knows the Lead Public Agency. We’re ready to get started together on our next step together.

50 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
J. Describe any present or past litigation, bankruptcy or reorganization involving supplier.

From time to time and in the ordinary course of our business, the company or its subsidiaries is involved in a variety of claims, demands, suits, investigations or proceedings, including actions concerning contracts, intellectual property and employment matters. While it is not possible to predict the outcome of these matters with certainty, we do not expect the results of any of these actions to have a material adverse effect on our business or financial condition or on our ability to provide products or services to you.

K. Felony Conviction Notice: Indicate if the supplier:
• is a publicly held corporation and this reporting requirement is not applicable; o UKG Response: No
• is not owned or operated by anyone who has been convicted of a felony; or o UKG Response: Yes
• is owned or operated by and individual(s) who has been convicted of a felony and provide the names and convictions.
o UKG Response: No

L. Describe any debarment or suspension actions taken against supplier To the best of our knowledge as of the date of this submittal, UKG is not currently on any debarment list.

51 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
----SECTION 3.2 DISTRIBUTION, LOGISTICS----
A. Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier.

UKG, offers a comprehensive suite of human capital management (HR, Payroll, and Workforce Management) solutions designed to meet the diverse needs of participating agencies. This comprehensive suite covers every aspect of the employee lifecycle, from recruiting and onboarding to robust payroll functionality and deeper workforce management capabilities, (hire to retire). By leveraging cutting-edge technology and a deep understanding of human capital management in the Public Sector, UKG empowers participating agencies to optimize their workforce strategies, ensure compliance, and foster a culture of continuous improvement and innovation. Our solutions are constantly evolving to keep pace with the changing landscape of public sector HR. Discover the full range on our service description in the product overview section of this RFP or by visiting our services- descriptions page: https://www.ukg.com/services-descriptions.

We work closely with public sector agencies to understand their unique goals and create tailored solutions that drive productivity and achieve desired outcomes.

UKG empowers your public sector workforce!

B. Describe how supplier proposes to distribute the products/service nationwide. Include any states where products and services will not be offered under the Master Agreement, including U.S.

Territories and Outlying Areas.
• SaaS Model: UKG primarily delivers its software through a Software-as-a-Service (SaaS) model, allowing clients to access their solutions via the cloud. This approach ensures that clients can benefit from continuous updates, scalability, and reduced IT overhead. • Accessibility: Clients can access UKG's solutions from any location and device, facilitating remote and mobile workforce management
• UKG has a global footprint with support for multiple regions including the Americas, EMEA, and Asia-Pacific ensuring localized support and compliance with regional regulations. As this program is intended for only US participating public agencies there are no known states or agencies that UKG cannot deliver to.

C. Describe how Participating Agencies are ensured they will receive the Master Agreement pricing; include all distribution channels such as direct ordering, retail or in-store locations, through distributors, etc. Describe how Participating Agencies verify and audit pricing to ensure its compliance with the Master Agreement.

UKG will provide to the Lead Agency and OMNIA Partners, a comprehensive pricelist of not-to-exceed pricing that can be published on a customer-facing webpage. In addition, UKG's national sales team will be trained on the available pricing to participating public agencies and have access to UKG budgeting and procurement experts to assist with the agencies' auditing requirements.

52 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

D. Identify all other companies that will be involved in processing, handling or shipping the products/service to the end user.

Third-Party Subprocessors, UKG Affiliate Subprocessors, and Hosting Providers may be involved with processing data for our UKG enterprise management cloud applications. Subprocessors, Affiliate Subprocessors, and Hosting Providers are listed at https://www.ukg.com/ukg-subprocessors

E. Provide the number, size and location of Supplier’s distribution facilities, warehouses and retail network as applicable.

UKG clocks (such as the DX G2) are manufactured and shipped from our Jabil-run factory in Chihuahua, Mexico through El Paso, TX. The site has multiple suppliers and staffs more than 4,000 employees.

Jabil Circuit de Chihuahua, S. De R.L. de C.V.

Av. Alejandro Dumas 11341, Complejo Industrial Chihuahua Chihuahua, Chihuahua; Mexico. CP. 31136

53 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
----SECTION 3.2 MARKETING AND SALES----
A. Given the public nature of the solicitation and contract, OMNIA Partners makes solicitation and contract documentation, including pricing documents, available on its website so Participating Public Agencies may easily conduct their due diligence. Describe any portions of the response that should not be available on the website and why those portions should not be available.

Information provided in this proposal and for ongoing contract management that should be excluded from the OMNIA Partners microsite include:
• UKG Financial information
• UKG Customer contact information included in the proposal • UKG pricing other than the modules used by participating public agencies • New Jersey Ownership Disclosure and Stockholder Disclosure forms • Any other forms requested during the life of the contract, post award, that UKG determines to contain confidential information and agreed upon by OMNIA Partners This information is available to participating public agencies upon request from participating public agencies through their vetting and due diligence process, once confidentiality and/or non-disclosure agreements have been accepted, and in accordance with local laws and policies.

UKG has also included a Trade Secret Affidavit, included as Appendix 10.

B. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to immediately implement the Master Agreement as supplier’s primary go to market strategy for Public Agencies to supplier’s teams nationwide, to include, but not limited to:

B.(i) Executive leadership endorsement and sponsorship of the award as the public sector go-to- market strategy within first 10 days
UKG has a well-established relationship with OMNIA Partners, which has been their most successful go- to-market strategy for the public sector for the past 10 years. This strategic partnership is fully endorsed by UKG’s sales and corporate leadership and is the most utilized contract vehicle for their public sector engagements. This endorsement from UKG’s leadership underscores the effectiveness and importance of this partnership in expanding our reach and ensuring consistent, high-quality service delivery to public sector clients.

B.(ii) Training and education of Supplier’s national sales force with participation from the Supplier’s executive leadership, along with the OMNIA Partners team within first 90 days To ensure that all stakeholders are fully informed and prepared for the changes, UKG will conduct additional training sessions within 30 days of the award. These sessions are designed to explain any new elements or differences from the previous contract, thereby reassuring the sales force and equipping them with the necessary knowledge and tools to effectively implement the continued go-to-market strategy for the public sector.

54 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
C. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to market the Master Agreement to current Participating Public Agencies, existing Public Agency customers of Supplier, as well as to prospective Public Agencies nationwide immediately upon award, to include, but not limited to:

C.(i) Creation and distribution of a co-branded press release to trade publications UKG and OMNIA Partners marketing have a strong relationship and have worked collaboratively for many years to create cobranded press releases, social media posts, and website updates to highlight our relationship. Upon award, both organizations will collaborate for an initial press release and a secondary press release as the contract nears its initial term, on or around March 18, 2025.

C.(ii) Announcement, Master Agreement details and contact information published on the Supplier’s website within first 90 days
Confirmed

C.(iii) Design, publication and distribution of co-branded marketing materials within first 90 days Confirmed

C.(iv) Commitment to attendance and participation with OMNIA Partners at national (i.e., NIGP Annual Forum, NPI Conference, etc.), regional (i.e., Regional NIGP Chapter Meetings, Regional Cooperative Summits, etc.)
and supplier-specific trade shows, conferences and meetings throughout the term of the Master Agreement
Confirmed

C.(v) Commitment to attend, exhibit and participate at the NIGP Annual Forum in an area reserved by OMNIA Partners for partner suppliers. Booth space will be purchased and staffed by Supplier. In addition, Supplier commits to provide reasonable assistance to the overall promotion and marketing efforts for the NIGP Annual Forum, as directed by OMNIA Partners.

Confirmed

C.(vi) Design and publication of national and regional advertising in trade publications throughout the term of the Master Agreement
Confirmed

55 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
C.(vii) Ongoing marketing and promotion of the Master Agreement throughout its term (case studies, collateral pieces, presentations, promotions, etc.)
Confirmed

C.(viii) Dedicated OMNIA Partners internet web-based homepage on Supplier’s website with:
• OMNIA Partners standard logo;
• Copy of original Request for Proposal;
• Copy of Master Agreement and amendments between Principal Procurement Agency and Supplier;
• Summary of Products and pricing;
• Marketing Materials
• Electronic link to OMNIA Partners’ website including the online registration page;
• A dedicated toll-free number and email address for OMNIA Partners
Confirmed

D. Describe how Supplier will transition any existing Public Agency customers’ accounts to the Master Agreement available nationally through OMNIA Partners. Include a list of current cooperative contracts (regional and national) Supplier holds and describe how the Master Agreement will be positioned among the other cooperative agreements.

UKG has extensive experience in transitioning existing customers' account to the OMNIA Partners agreement. Its historical approach to contracting was a direct agreement with government customers using UKG license agreements and terms and conditions between UKG and the agency. With the rise in popularity of cooperative contracting, this approach has evolved.

In line with its go-to-market strategy commitment, UKG will generally not consider other regional or national cooperative contracts. UKG does hold contracts with various State agencies but with the terms of the OMNIA Partners contract as its base and reported to OMNIA Partners. In the event a public agency cannot utilize the UKG contract, we propose an alternate OMNIA Partners contract held by our value-added resellers before recommending any other available options.

As part of any renewal, migration, or upgrade period the customer is presented with the Master Agreement and all other related materials for them to make the proper contracting choice for their agency. A legal reference tying the terms of the Order to the selected OMNIA Partners agreement is included in the Official Order and executed by the customer.

56 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
E. Acknowledge Supplier agrees to provide its logo(s) to OMNIA Partners and agrees to provide permission for reproduction of such logo in marketing communications and promotions. Acknowledge that use of OMNIA Partners logo will require permission for reproduction, as well.

Confirmed

F. Confirm Supplier will be proactive in direct sales of Supplier’s goods and services to Public Agencies nationwide and the timely follow up to leads established by OMNIA Partners. All sales materials are to use the OMNIA Partners logo. At a minimum, the Supplier’s sales initiatives should communicate:
i. Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency
ii. Best government pricing
iii. No cost to participate
iv. Non-exclusive
Confirmed. Please see sample attachment: UKG Attachment 2 - UKG Public S ector Cobranded Collateral
FY24

G. Confirm Supplier will train its national sales force on the Master Agreement. At a minimum, sales training should include:
i. Key features of Master Agreement
ii. Working knowledge of the solicitation process
iii. Awareness of the range of Public Agencies that can utilize the Master Agreement through OMNIA Partners
iv. Knowledge of benefits of the use of cooperative contracts Confirmed

H. Provide the name, title, email and phone number for the person(s), who will be responsible for:
i. Executive Support
ii. Marketing
iii. Sales
iv. Sales Support
v. Financial Reporting
vi. Accounts Payable
vii. Contracts
• Executive Support - Pat Bennett. Vice President, Public Sector • Marketing - Beatrice Mitchell. Director, Industry Marketing • Sales - Brian Coopman. Director, Contracts & Procurement - Public Sector • Sales Support - Abigail Ellis. Supervisor, Sales Operations

57 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
• Financial Reporting - Sean O'Donnell. Senior Sales Business Consultant • Accounts Payable - UKG Staff; [email protected]
• Contracts - Brian Coopman. Director, Contracts & Procurement - Public Sector

I. Describe in detail how Supplier’s national sales force is structured, including contact information for the highest-level executive in charge of the sales team.

UKG's Public Sector Sales force is structured into regional sales teams specializing in Federal, Enterprise (state government and large cities & counties), Mid-Market New Logo and Mid-Market Customer Base, K-12 New Logo and K-12 Midmarket, Higher Education, and Special Districts. Each team is overseen by a Regional Vice President and the entire vertical overseen by Pat Bennet, Group Vice President - Public Sector [email protected].

I. Explain in detail how the sales teams will work with the OMNIA Partners team to implement, grow and service the national program.

Each sales team has a corresponding OMNIA Partners territory manager which they collaborate often with business strategy and planning to grow and service the program in their territory. The entire program is overseen by the Director, Contracts & Procurement - Public Sector (National Account Manager) who is responsible for the overall success of the program with his or her OMNIA Partners Supplier Manager and Vice President counterparts. The Director is also responsible for ongoing development and training of UKG's cross-functional units in marketing, operations, legal, renewals, etc.

J. Explain in detail how Supplier will manage the overall national program throughout the term of the Master Agreement, including ongoing coordination of marketing and sales efforts, timely new Participating Public Agency account setup, timely contract administration, etc.

UKG's current management of the national program earned a Bronze Partnership of Excellence by OMNIA Partners in 2024. We are a strategic account with OMNIA Partners as indicated by year-over- year growth of net new customers, existing customer migrations and upgrades, and overall revenue. This commitment will continue through the life of this award with the intent to elevate the Partnership of Excellence award to higher levels through continued growth and partnership.

K. State the amount of Supplier’s Public Agency sales for the previous fiscal year. Provide a list of Supplier’s top 10 Public Agency customers, the total purchases for each for the previous fiscal year along with a key contact for each.

UKG respects the confidentiality of its customers and cannot release contact information without explicit permission from the customer. Below are the requested top 10 Public Agency customers by estimated annualized contract value and an associated UKG Account Owner. Should the County or

58 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
OMNIA Partners wish to engage any of these customers, we will coordinate communications appropriately and thoroughly.

Account Owner Account Name Estimated Annualized
Contract Value
Bruce Jaeger Metropolitan Transportation Authority $6,249,413.61 Michelle Mackey State of Colorado $3,488,150.48
Andrew Derrig State of Ohio DAS $2,950,522.79
Ryan Hammond Florida Department of Corrections $2,634,537.72 Andrew Derrig City of Detroit $2,067,139.68
Bruce Jaeger CDCR $2,024,475.88
David Herndon Arkansas Department of Transportation $1,647,712.37 Jake Bauer Cadence Education, LLC $1,596,364.80
Michelle Mackey City of Austin $1,584,778.04
Ty Landry Everglades College Inc $1,527,572.76
L. Describe Suppl
ier’s information systems capabilities and limitations regarding order management through receipt of payment, including description of multiple platforms that may be used for any of these functions.

UKG uses a combination of integrated Salesforce, DocuSign, Oracle Accounting and A/R & A/P, and Microsoft systems.

M. Provide the Cont
ract Sales (as defined in Section 12 of the OMNIA Partners Administration Agreement) that Supplier will guarantee each year under the Master Agreement for the initial three years of the Master Agreement
(“Guaranteed Contract Sales”).
$_______.00 in year one
$_______.00 in year two
$_______.00 in year three
To the extent Supplier guarantees minimum Contract Sales, the Administrative Fee shall be calculated based on the greater of the actual Contract Sales and the Guaranteed Contract Sales. • $125 million year one
• $150 million year two
• $175 million year three

59 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024
APPENDIX 5 – RESPONSE FOR MASTER AGREEMENT
Please refer to the General Exceptions below, and redlined Master Agreement on the following pages.

UKG General Exceptions to Cobb County Human Resource Systems and Related Products and Services Sealed Proposal # 24-6833

General
All references to “subcontractors” throughout the Contract will be deemed to be references to those third parties specifically and exclusively engaged for the provision of professional, implementation or training services pursuant to this Contract, and “subcontract” means a written agreement between UKG and such subcontractor to provide such services. For the avoidance of doubt, UKG’s use of third parties to supply software, infrastructure or other services to run its subscription services in general, and not solely for providing services under this Contract is not a subcontracting arrangement.

Section VII. Patent Indemnity
Please refer to UKG EULA provided as part of UKG’s response for patent and intellectual property infringement indemnification.

Section IX. Insurance
Please see redlines and comments to Cobb County’s Required Terms and Conditions provided as part of UKG’s response. Provisions to be conformed to UKG’s actual insurance coverage.

Section XIII. Contract
Please see redlines and comments to Cobb County’s Required Terms and Conditions provided as part of UKG’s response.

Section XIV. Delivery Failures
UKG takes exception to this requirement and expects that the protections afforded Cobb County and Participating Public Agencies in the Cobb County Required Terms and Conditions and UKG’s EULA will otherwise suffice.

Section XVII. Default
All remedies available to Cobb County and Participating Public Agencies are subject to the limitations of liability set forth in UKG’s EULA.

60 UKG Kronos Systems LLC Proposal in Response to Cobb County Human Resource Systems and Related Products and Services, Sealed Proposal # 24-6833 August 8, 2024

Section XVIII. Disputes
UKG must retain the right to appeal any decision by the Procurement Services Director.

Sections XXVII. Indemnification and XXVIII. Indemnification/Hold Harmless UKG takes exception to these provisions to the extent they are more broad than the indemnification obligations found in UKG’s EULA.

Section XXIX. Confidentiality
Please see UKG’s affidavit declaring specific information to be exempt from disclosure under Georgia’s Open Records Act.

Section XXXIII. Termination for Convenience
UKG requests 90 days prior written notice should the County wish to terminate the Contract for convenience.

Master Agreement

Owner: Cobb County Board of Commissioners
100 Cherokee Street
Marietta, GA 30090
Contractor: <Legal Name of Contractor>
<Contractor Address>
<Contractor Address>

Description: This Master Agreement for Name of Procurement incorporates by reference the following:

Exhibit “A” Owner’s Request for Proposal #Proposal Number; Exhibit “B” Contractor’s Bid/Proposal submitted on ;
Exhibit “B-1” Modifications to Exhibit “B” (if applicable) Exhibit “C” Cobb County Required Terms (required for any products or services used by Cobb County)
The following provisions of Exhibit “A” Owner’s Request for Proposal #Proposal Number, as modified by Exhibit “B” Contractor’s Bid/Proposal and Exhibit “B-1” Modifications to Exhibit “B,” shall be incorporated by reference herein and shall be deemed to have the same force and effect as if set forth in full herein: Section 3.0, Section 3.1, and Section 7.0 of the Solicitation; Sections IX, XIV, XVI, XVII, XXVIII, XXIX, XXXII, XXXIII, and XXXIX of Cobb County General Instructions for Proposers, Terms and Conditions.

Purchasing
Cooperative: OMNIA PARTNERS PURCHASING COOPERATIVE: Contractor agrees to extend use of this Master Agreement to public agencies (state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit) (“Public Agencies”) registered with OMNIA Partner, LLC’s Purchasing Cooperative (“Participating Public Agencies”) under the terms of this Agreement (“Master Agreement”) and the Master Intergovernmental Cooperative Purchasing Agreement found at Exhibit D of Exhibit “A” Owner’s Request for Proposal #Proposal Number.

Governing
Law: This Agreement shall be governed by the laws of the State of Georgia. As to any dispute hereunder, venue shall be in the Superior Court of Cobb County, Georgia.

Term: This Agreement shall begin on (Effective Date), for an Initial Term of four (4) years. Owner shall have the option to renew this Agreement for three (3) additional twelve (12) month periods (Renewal Terms) upon

Commented [JC1]: See General Exceptions provided by
UKG in its response.

mutual written consent of the Parties. This Agreement shall terminate absolutely on , unless earlier terminated as provided herein.

Pursuant to O.C.G.A. § 36-60-13, this Agreement shall terminate absolutely and without further obligation on the part of the Owner at the close of the calendar year in which it was executed and at the close of each succeeding calendar year for which the Agreement is in effect. Unless Owner provides at least 30 days’ written notice of an intention not to renew, the Agreement shall automatically be renewed for consecutive one-year terms until the conclusion of the Initial Term or any Renewal Term in effect. The Parties reserve the right to renew, amend or extend the Agreement for additional terms. Owner may terminate this agreement at any time for nonappropriation of funding.

Price: Prices for services and equipment, if applicable, shall be as stated in Exhibit “B” Contractor’s Bid/Proposal.

Billing: For purchases made by Owner pursuant to this Agreement, all original invoices shall be submitted directly to the Cobb County Finance Department. Invoices shall bill only for items received during the period covered by the invoice and shall clearly identify such items in accordance with invoicing guidelines in Exhibit “B” Contractor’s Bid/Proposal. For purchases made by Participating Public Agencies, the Contractor shall comply with each Participating Public Agencies’ invoicing and billing requirements outlined on the applicable order.

[Signatures on Next Page]

IN WITNESS, WHEREOF, this Agreement has been executed by Owner and accepted by Contractor to be effective as of the date first above written.

OWNER CONTRACTOR
Cobb County Board of Commissioners <Legal Name of Contractor> 100 Cherokee Street <Contractor Address>
Marietta, Georgia 30090 <Contractor Address>

Lisa N. Cupid, Chairwoman <Authorized Signatory, Title> Cobb County Board of Commissioners <Legal Name of Contractor>

Date Date
Approved as to form: Attest:

County Attorney’s Office Corporate Secretary

Corporate Seal
Date
Federal Tax ID Number

Exhibit “A”
Owner’s Request for Proposal #Proposal Number

Exhibit “B”
Contractor’s Bid/Proposal

Exhibit “B-1”
Modifications to Exhibit “B”
(if applicable)

Exhibit “B” Contractor’s Bid/Proposal containe d certain exceptions to the requirements of Exhibit “A” Owner’s Request for Proposal #Proposal Number. Some of the exceptions are accepted and others are not. Language that is struck through is not accepted. The remainder is accepted with the additional language that is underlined:

Exhibit “C”

COBB COUNTY

REQUIRED TERMS AND CONDITIONS
These Required Terms and Conditions are hereby agreed to, made and entered into by and between Cobb County, a political subdivision of the Stat e of Georgia, (hereinafter “Cobb County” or “County”), and Vendor Name , a [state] [Choose an item. ], located at Vendor address (hereinafter “Vendor” or “Contractor” or “C ompany”). These Required Terms and Conditions shall be made an exhibit to the Master Ag reement between Cobb County and Vendor Name . (“Contract” or “Agreement”) and shall have the same force and effect as the terms and provisions in the Contract. County and Vendor may be referred to individually as “Party,” or collectively, as “Parties.” The Effective Date of this Contract shall be the date that the last party hereto executes the same (the “Effective Date”).
[It is understood by the Parties that Vendor has engaged the following subcontractor(s) to perform Work under this agreement for County:

It is understood by the Parties that no subcontractors are engaged to perform Work under this agreement.]
I. Agreement
A. Entire Agreement. This Agreement, together with all addenda, attachments, and exhibits listed below and incorporated herein by reference, represents the sole and entire agreement between the parties named herein and supersedes all previous or prior agreements, understandings, representations or commitments between the parties and their respective officials, officers, directors, contractors, employees and/or re presentatives. No oral promises, conditions, representations, understandings, interpretations, or terms of any kind are in effect between the parties or have been offered as an inducement for either party to execute this document.

1. Required Terms and Conditions dated mm/dd/yyyy

2. Master Agreement between County and Vendor dated mm/dd/yyyy

3. Exhibit “1” Invitation to Bid or Request for Proposal (ITB/RFP) #

4. Exhibit “2” Vendor’s Bid or Proposal dated mm/dd/yyyy

5. Exhibit “3” Vendor’s Price Quote #xxxx dated mm/dd/yyyy

6. Exhibit “4” Vendor’s Statement of Work (SOW)# dated mm/dd/yyyy

7. Exhibit “4-A” Project Schedule

8. Exhibit “5” Vendor’s End User License Agreement (EULA), License, Software dated mm/dd/yyyy

9. Exhibit “6” Vendor’s Maintenance or Support Agreement dated mm/dd/yyy

10. Exhibit “7” Vendor’s Service Level Agreement (SLA)

11. Exhibit “8” Third Party Terms and Conditions

12. Exhibit “9” Information Security

13. Exhibit “10-A” Change Control Definitions and Process

14. Exhibit “10-B” Change Order Form

15. Exhibit “11-A” Contractor Affidavit and Agreement

16. Exhibit “11-B” Subcontractor Affidavit and Agreement

17. Exhibit “11-C” Immigration Compliance Certification

18. Exhibit “12” Conflict of Interest Affidavit
B. These Required Terms and Conditions shall apply to and supersede any additional terms and conditions contained in any purchase order, task order, invoice, delivery receipt, or other document issued by Vendor either party in conjunction with the services or products provided pursuant to this Agreement.

C. Order of Precedence. In the case of any inconsistency, conflict, ambiguity among the contract documents, the documents shall govern in the following order: (1) Required Terms and Conditions; (2) Exhibit “3” Vendor’s Price Quote; and (3) any other applicable documents.

D. Invalid Terms.

1. Notwithstanding anything else in this Agreem ent, including any exhibits, attachments or links provided therein, no term shall be valid that:
a) Requires the County to:
i. Defend, indemnify, or hold harmless another person or entity; or ii. Be bound by terms and conditions that are unknown at the time of signing such contract or that may be unilaterally changed by the other party; or iii. Waive damages; or
iv. Release Vendor or third parties from liability; or
v.iii. Assume all risk.
vi.iv. Pay late payment fees, penalties, interest, attorneys’ fees, liquidated damages, or any other fee that would constitute an illegal gratuity under Georgia law; or b) Provides for:
i. A venue for any action or dispute other than a court of competent jurisdiction in Cobb County, Georgia; or
ii. The contract to be construed in accordance with the laws of a state other than the State of Georgia; or
iii. Binding arbitration or binding mediation; or
iv. Renewal beyond the Term; or
v. An automatic renewal such that County funds are or would be obligated in subsequent fiscal years; or
c) Is inconsistent with the provisions of O. C.G.A. § 50-18-70 et seq., relating to open records.

Commented [JC2]: Unclear how conflicts within Required
Terms and Conditions and its amendments would be
resolved
Commented [JC3]: How will we manage new offerings
that get added to the agreement and require additional terms and conditions?

2. If Agreement, including any exhibits, attachments or links provided therein, contains a term prohibited under this section, such term shall be void, and the Agreement shall be otherwise enforceable as if it did not contain such term.

3. Neither the County nor any agency or department thereof shall be bound by any other new terms and conditions included in any exhibits, orders, invoices, attachments, links, or other document, physical or electronic, which attempt to impose any condition in variance of or in addition to the terms and conditions contain in this Agreement.

II. Scope of Work
Subject to the terms and conditions herein, the te rm “Services” or “Project” or “Work” means all of the work, product, services, goods, software, li censes, material, equipment, and labor to be provided and performed and completed by Vendor under and as reflected in the Contract, including any and all addendums, exhibits, attachments, ap pendices, and schedules thereto, and all work reasonably inferable from the specific descriptio ns. These Required Terms and Conditions shall be an addendum and/or exhibit to the Contract and shall have the same force and effect as the terms and provisions in the Contract.

III. Compensation/Consideration
A. The total amount payable by Cobb County shall not exceed the maximum amount of $ (“Price”).
[Or for multi-year:]
Year 1 FY 20yy (mm/dd/yyyy – mm/dd/yyyy) Price: $xxx.xx Year 2 FY 20yy (mm/dd/yyyy – mm/dd/yyyy) Price: $xxx.xx Year 3 FY 20yy (mm/dd/yyyy – mm/dd/yyyy) Price: $xxx.xx Year 4 FY 20yy (mm/dd/yyyy – mm/dd/yyyy) Price: $xxx.xx Year 5 FY 20yy (mm/dd/yyyy – mm/dd/yyyy) Price: $xxx.xx B. As a political subdivision of the State of Georgi a, County is exempt from paying most types of taxes and will only pay those taxes it is required to pay under the laws of the State of Georgia or federal law.

C. County shall timely process payment to Vendor. Vendor shall not charge interest or assess payment penalties against County.

D. In the event of a dispute about payment/invoicing, County shall deliver a written statement to Vendor no later than days prior to the date payment is due on the disputed invoice listing all disputed items and providing a reasonably deta iled description of each disputed item. The parties shall seek to resolve all such disputes expeditiously and in good faith. Vendor shall continue performing its obligations under the Agreement notwithstanding any such dispute.

IV. Term of Agreement
A. Term. The Initial Term of this Agreement shall begin on the Effective Date and continue for twelve (12) months (“Initial Term”). This Agreement may be renewed as herein provided for Commented [JC4]: Future products being added to the
Agreement may be subject to new or additional terms and conditions.

Commented [JC5]: UKG will need a right to suspend if
undisputed payments have not been made

up to a total of ( ) months (“Full Term”).

B. Renewal. This Agreement shall automatically renew annually after Initial Term for twelve (12) months on the Effective Date for each subsequent year for a maximum of ( ) renewal years unless County provides at least thirty (30) days written notice of an intention not to renew before the expiration of the then-current annual period. This Agreement shall terminate absolutely after ( ) months. The Parties reserve the right to renew, extend, or amend this Agreement.

C. Termination. This Agreement may be terminated in the methods listed below. If this contract is terminated, County shall be liable only for goods or services delivered or accepted.

1. For Convenience. County may terminate this Agreement at any time for any reason upon thirty (30)ninety (90) days prior written notice to Vendor. The effective date of termination shall be set forth in the notice. As the sole remedy for County’s termination for convenience, Vendor shall be paid for any validated services performed under this Agreement up to the time of termination. Vendor shall not incur new obligations upon receipt of such notice and shall cancel as many outstanding obligations as possible.

2. For Cause. Either Party may terminate this Agreement for cause should the other Party default in the performance of any of the term s, covenants, obligations, or conditions of this Agreement upon thirty (30) days writte n notice to the defaulting party to cure the default.
a) Cause for termination by the County shall include, but not be limited to, Vendor’s breach of a material provision of the Agreement, failure to comple te a deliverable or milestone in a timely manner as set forth in a mutually agreed upon written project plan, and/or failure to dedicate adequate and qualified staff to complete the Work.

Failure of Vendor to cure such breach or failure within thirty (30) days shall entitle County to a refund of all compensation paid to Vendor. b) Should the Vendor terminate this Agreement for default in performance that is not cured in a timely manner, the County shall be liable for no more than the amount of goods or services delivered toor accepted by County up to the date of termination.

3. By Statute. In compliance with O.C.G.A. § 36-60-13, this Agreement shall be deemed to terminate absolutely and without further obl igation on the part of County at the close (December 31) of the calendar year of its execution (“Initial Expiration Date”) and at the close (December 31) of each succeeding year for which it may be renewed, unless otherwise expired, earlier terminated, or re newed all as provided in this Agreement.

Notwithstanding this provision, as perm itted by statute, this Agreement may automatically be renewed and extended for consecutive up to one-year periods beyond the Initial Expiration Date until the expiration of the Full Term, unless County notifies Vendor in writing of its intent not to extend this Agreement at least thirty (30) days prior to the date of termination set forth in such notice, or, for any one-year renewal term subsequent to the Initial Expiration Date, at least thirty (30) days prior to the expiration of the then-current annual period.

4. Non-appropriation. In compliance with the terms of O.C.G.A. § 36-60-13, this Agreement shall terminate immediately and absolutely at such time as appropriated or otherwise unobligated funds are no longer available to satisfy the obligation of County. This Agreement does not create a debt of C ounty for the payment of any sum beyond the

calendar year of execution or in the event of renewal, beyond the calendar year of such renewal.

D. Survival. Notwithstanding the stated term, thos e provisions that expressly state that they survive, or that would by necessity survive, the expiration or earlier termination of this agreement shall so survive. Furthermore, the provisions pertaining to Confidentiality, Open Records, Record Retention, Indemnification, Limitation of Liability, Preservation of Immunities, No Personal Liabilities, Governing Law, Venue, and Invalid Terms shall survive termination or expiration of this Agreement.

V. System Access, Licenses, and Warranties
A. This Contract is a Subscription-Based Information Technology Arrangement (SBITA). It is a contract that conveys control of the right to access and use IT software for authorized purposes alone or in combination with tangible capital assets (underlying IT assets) for a period of time in an exchange or exchange-like transaction.

B. License Grant. Vendor hereby grants to Cobb County a worldwide nonexclusive, nontransferable revocable license to access, use and publicly display the online portion of the Project, as defined in Section 1.1.3.1 below, and a nonexclusive, nontransferable revocable license to distribute to the users the Project (the “License”) during the term of this Agreement.

Vendor also grants to Cobb County a nonexclusive right to advertise, market and promote the Project to its clients and the Users during the term of this Agreement. The License expressly excludes all other rights, including, without limitation, the right to modify or create derivative works of the Project or the right to grant any other sublicensing rights to third parties. The License is revocable under the circumstances and on the terms set forth in this Agreement.

C. Vendor agrees to provide a list and description of all software and licenses required or necessary for the use of such software, to include any continued use or maintenance contemplated by the Contract.

D. Warranties

1. General. Vendor hereby expressly warrants that the Work to be performed hereunder shall be performed in a workmanlike manner, that all Work assigned shall be performed in a manner consistent with that level of care and skill ordinarily exercised by other providers of similar services under similar circumstances at the time Work is provided and as required under the terms of the Contract. Vendor warrants to County that all Services or Goods furnished in connection with Services shall: (a) be new and free from any defects in workmanship, material, and design; (b) conform to applicable specifications; (c) be fit for their intended purpose and operate as intended; and (d) be free and clear of all liens, security interests or other encumbrances.

2. Performance. For the greater of 12 months or the period during which County purchases support services, the software shall materi ally conform to the requirements of this Agreement, including any statements of work, an d, to the extent not inconsistent with the foregoing, the documentation. Further the software shall remain free from material programming errors and defects in workmanship and materials. If material programming Commented [JC6]: Note that UKG expects a mutually
agreed upon Limitation of Liability will be agreed upon in this contract and each contract with a Participating Agency.

See UKG’s EULA provided as part of UKG’s response for
proposed provision.

Commented [JC7]: Replace all of Section V.B. with UKG
license grant from UKG’s EULA provided as part of UKG’s res
ponse.

Commented [JC8]: Customers get this through technical
papers in the Community
Commented [JC9]: Replace all warranties in this Section V.D. with those set forth in the UKG EULA provided as part of UKG’s response. Note additional comments with respect to specific warranties.

errors are discovered, Vendor shall promptly remedy such errors at no additional expense to County.

3. Infringement. To the best of Vendor’s knowledge, as of the Effective Date, Customer’s licensed use of the software will not infringe upon or misappropriate the intellectual property rights of any third party.

4. Service. The services shall be performed in (a) material accordance with this Agreement, (b) a timely and workmanlike manner, and (c) accordance with industry best practices for services of this kind.

5. Legal Compliance. Vendor shall comply and ensure that its software and services comply with all applicable laws and regulations. Vendor shall, at no additional charge, promptly furnish all updates to the software necessary for compliance with any change in laws or regulation during the term of this Agreement.

6. Privacy. Vendor represents and warrants that, at all times during and after the term of this Agreement, it will comply, at its sole expense, with all applicable local, state, federal, and international privacy, confidentiality, consumer protection, advertising, electronic mail, data security, data destruction, and other similar laws, rules and regulations, whether in effect now or in the future, including, but not limited to the Goldenhar Gramm-Leach Bliley Act and its implementing regulations (all of the foregoing to be collectively referred to as the “Privacy and Security Requirements”). Vendor acknowledges that it alone is responsible for identifying, understanding, a nd complying with its obligations under the pPrivacy and Security Requirements as they apply to its performance of this Agreement and possession of personal information.

7. Anti-Virus. Vendor has taken every commercially reasonable precaution to ensure and to the best of Vendor’s knowledge, the software does not contain any virus or similar code that may destroy, modify, alter, or cause th e destruction, modificat ion or alteration, in whole or in part, of any of County’s data, equipment, devices, networks, or software.

Further, Vendor warrants: (a) that its software and/or systems are not dependent on obsolete software, including anything with a known vulnerability; (b) that all critical updates to the software and/or systems have or shall be applied as identified or as needed; and (c) that Vendor’s software and/or system have the means to receive such critical updates.

8. Intentionally left blankOffshoring of Data. A ll services shall be performed and rendered within the continental United States. Vendor shall not transmit or make available any customer Confidential Informat ion, including personal data, to any entity or individual outside of the continental United States.

9. Open Source and Third Party Software. Vendor represents and warrants that i ts shall not deliver to County any third party software, including open source software, that would require County to accept and be bound by any third party terms and conditions unless such terms and conditions are expressly identified in and attached to this Agreement as Exhibit “8” Third Party Terms and Conditions and to the extent that such terms and conditions are consistent with the Invalid Terms provisions of this Agreement. Except as provided in Exhibit “8” Third Party Terms and Conditions as amended by the Invalid Terms Commented [JC10]: Addressed by the IPR Infringement
Indemnification offered in UKG’s EULA provided as part of UKG’s response.

Commented [JC11]: UKG commits to comply with laws
and regulations applicable to UKG and its operations as a provider of technology and related services. Customer
remains obligated to use UKG solutions in compliance with laws and re
gulations applicable to Customer.

Commented [JC12]: As above, UKG commits to comply
with laws and regulations applicable to UKG and its
operations as a provider of technology and related services. “Applicable” needs to be modified to capture this concept.

Commented [JC13]: While Customer Data can be stored
solely in the continental United States, UKG renders services to its customers on a global basis.

provision of this Agreement, County hereby rejects all such third party terms and conditions.

10. Intentionally Left BlankPass Through Warranties. Vendor shall assign and pass-through to County all representations, warranties, and indemnities to Vendor in its contracts with their party licensors and suppliers relating to the software.

11. Known Performance Issues. There is no exis ting pattern or repetition of customer complaints regarding the software, including functionality or performance issues. Further, Vendor’s engineers have not currently identified any repeating adverse impact on the software, including functionality or performance, for which the root cause is believed to be a flaw or defect in the software.

12.11. Authority.
a) Vendor has full power, capacity, and authority to enter into and perform this Agreement and to make the grant of rights contained herein, including without limitation, the right to license any ancillary or third party programs licensed to County under this Agreement.
b) Vendor has all licenses and intellectual property rights necessary to install and produce customizations, enhancements, updates, and/or corrections to the software used in performance of and as required under this Agreement in accordance with industry standards and in a professional and workmanlike fashion. c) Vendor’s performance of this Agreement does not violate or conflict with any agreement to which Vendor is a party.
d) Vendor represents that there is no pending or threatened litigation that would have a material adverse impact on its performance under this Agreement.

E. Changes in Functionality. Vendor shall not modify or change the software to reflect a material diminution in the form, features or functionality of the software from that existing as of the Effective Date. Accordingly, Vendor shall not ch ange the form, features, or functionality of the software in any material adverse manner from that originally licensed under this Agreement.

F. Documentation. The documentation provided by Vendor shall be complete and accurate so as to enable a reasonably skilled user to effectively use all of the software’s features and functions without assistance from the Vendor. Further, on each date that the Vendor delivers documentation to County, such documentation shall be Vendor’s most current version thereof.

G. These warranties survive any delivery, inspection, acceptance, payment, or termination of the Contract. These warranties are cumulative and in addition to any other warranty provided by law or equity. Any applicable statute of limitations runs from the date of County’s discovery of the noncompliance. If County gives Vendor notice of noncompliance, Vendor shall, at its own cost and expense, promptly replace or repair nonconforming Goods or Services. This paragraph shall be construed as being in addition to any warranty provision in the Contract.

XI. Ownership of Work
A. County Ownership. All reports, designs, drawin gs, plans, specifications, schedules, work product, and other materials, including those in electronic form, prepared or in the process of being prepared for the Work to be performed by Vendor (“Materials”) not otherwise created Commented [JC14]: UKG warrants its solutions as stated
in the UKG EULA provided as part of UKG’s response.

Commented [JC15]: Replace with “Upgrades” language
from UKG’s EULA provided as part of UKG’s response.

in the course of business for Vendor’s broader customer base shall be the property of County, and County shall be entitled to full access an d copies of all such Materials in the form prescribed by County. Any such Materials remaining in the hands of Vendor or subcontractor upon completion or termination of the Work shall be delivered immediately to County; provided that Vendor may retain a copy of any deliverables for its records. Vendor assumes all risk of loss, damage or destruction of or to such Materials. If any Materials are lost, damaged, or destroyed before final delivery to County, Vendor shall replace them at its own expense. Any and all copyrightable subject matter in all Materials is hereby assigned to County, and Vendor agrees to execute any additional documents that may be necessary to evidence such assignment.

To the extentd allowed by law, Cobb County shall retain all right, title and interest in and to any and all patent, copyright, trademark, trade secret, domain name registrations, websites, and other intellectual property rights, throughout the world, and all registrations and applications thereon (“Intellectual Property Rights”) in and to (i) Cobb County’s governmental and trade names, logos, trademarks, service marks and similar identifying material (“Cobb County Marks”) and (ii) the websites directly or indirectly owned, operated or maintained by Cobb County, and (iii) all information owned, managed or developed by Cobb County.

B. Vendor Ownership Rights. To the extent allowed by law, Vendor shall retain all right, title and interest in and to any and all Intellectual Property Rights in and to the (i) its Work (with the exception of Intellectual Property Rights owned by Cobb County contained therein), (ii) Describe as needed, (iii) any developed or licensed documentation, and all modifications thereto and derivative works thereof, and (iv) all information owned, managed or developed by Vendor.

C. User Data. As between the parties, all right, title and interest in and to the data in the Work that is entered by , created for or existing about users, Cobb County and its clients and vendors in the SaaS Subscription during the Term (“User Data”) shall be owned by Cobb County with full rights to use, market and license others to use such User Data only in compliance with applicable laws.

XI. Staff Assigned to Project
A. Staff. Vendor shall maintain at all times, until the completion of the Project, experienced technical/implementation staff, in adequate numbers and with necessary skillset, functions and responsibilities to satisfy Vendor’s obligations under this Contract satisfactory to County; and ensure that staff carries out the following duties: (i) preparation and execution of the plan of activities proposed for project implementation, pursuant to the provisions of Exhibit “4” Vendor’s Statement of Work; and (ii) proper testing prior to milestone, deliverable or solution turnover to County staff.

B. Staff Replacement. County and Vendor agree to act in good faith to complete this Pproject and work toward mutual resolutions. In the event th at the County has an issue with an individual on the project, County shall have the right to require the removal and replacement of Vendor’s technical/implementation staff member(s) from providing services to County under this Contract after consultation with Vendor. County shall notify Vendor in writing of such action.

Vendor shall accomplish the removal and replacement within five (5) business daysas soon as practical after written notice to Vendor. County shall review and approve the appointment of the replacement staff. Said approval shall not be unreasonably withheld. County is not required to provide any additional information, reason
Commented [JC16]: See “Reservation of Rights”
provision in UKG’s EULA provided as part of UKG’s
response. There will be no “work for hire” created by UKG as a deliverable.

Commented [JC17]: See UKG EULA for additional
Reservation of Rights

or rationale in the event it requires the removal of Vendor’s staff from providing further services under the Contract.

C. Staff Transition. If it is known that a member of the Vendor project team will be leaving the pProject, a replacement will be chosen to join the team, and become familiar with the Pproject before the original team member leaves, to ensu re that the transition-in will be seamless. If a member of the Vendor project team leaves unannounced, prompt replacement shall be made in accordance with this Section.

XII. Indemnification
The following obligations to indemnify the Indemnified Party(ies) shall survive the expiration or termination of this Agreement and applies notwithstanding any contrary provision.

A. Indemnification of County. Vendor covenants and agrees to take and assume all responsibility for the software and services (“Work”) rendered in connection with this Agreement. Vendor shall bear all losses and damages directly or indirectly resulting to it and/or County on account of the performance or character of the Work rendered pursuant to this Agreement. To the fullest extent permitted by law, Vendor shall defend, indemnify and hold harmless County and County’s elected and appointed officials, o fficers, boards, commissions, employees, representatives, consultants, servants, agents , attorneys and volunteers (individually an “Indemnified Party” and collectively “Indemnified Parties”) from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expenses and liability of any kind whatsoever, including but not limited to attorney’s fees and costs of defense (“Liabilities”), which may arise from or be the result of alleged willful, negligent or tortious conduct arising out of the Work, performance of contracted services, or operations by Vendor, any subcontractor, anyone directly or indirectly employed by Vendor or subcontractor or anyone for whose acts Vendor or subcontractor may be liable, regardless of whether or not the negligent act is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party. Such obligation shall not be construed to negate, abridge or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision.

B. In any and all claims against an Indemnified Party, by any empl oyee of Vendor, its subcontractor, anyone directly or indirectly employed by Vendor or subcontractor or anyone for whose acts Vendor or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for Vendor or any subcontractor under workers’ or workmen’s compensation acts, disability benefit acts or other employee benefit acts. This obligation to indemnify, defend, and hold harmless the Indemnified Party(ies) shall survive expiration or termination of this Agr eement, provided that the claims are based upon or arise out of actions or omissions that occurred during the performance of this Agreement and applies notwithstanding any contrary provision.

C. Intellectual Property Indemnification. Vendor shall hold County, its agents, officers, or employees harmless from liability of any nature or kind for use of any copyrighted or uncopyrighted composition, secret process, patented or unpatented invention, articles or appliances furnished or used in the performance of this Agreement, for which Vendor is not the patentee, assignee, licensee, or other lawful user.

Commented [JC18]: Please refer to UKG’s EULA
provided as part of UKG’s response for indemnification
obligations acceptable to UKG.

D. Environmental Indemnification. Vendor agrees to indemnify, defend, and hold harmless an Indemnified Party, to the fullest extent allowed under O.C.G.A. § 13-8-2, from and against all claims, suits, actions, judgments, forfeitures, damages, losses, costs, demands, or expenses and liability, of whatever kind or nature, conti ngent or otherwise, known or unknown, incurred under, or imposed by, any provision of federal, st ate or local law or regulation, common law, or in equity, including but not limited to all administrative claims, claims for injunctive relief, claims for property damage, natural resources damages, nuisance claims, bodily injury claims (including death), environmental response, reme diation, abatement, de toxification, cleanup costs, removal or disposal of, or otherwise with respect to, hazardous or potentially hazardous substances, fines, penalties, and expenses (including without limitation attorney fees, consultant fees, expert fees, costs, and expenses incurred in investigating and defending against the assertion of such liabilities) that may aris e from or be the result of any alleged willful, negligent or tortious conduct of that in any way may arise from, be the result of, or relate to any act or omission of Vendor, or anyone directly or indirectly employed by or otherwise in any way acting on behalf of Vendor, in its performance of the Agreement, the operation of the Facility, or failure to operate the Facility other than in accordance with this Agreement or Applicable Law, regardless of whether or not the negligent act is caused in part by an Indemnified Party. This indemnity obligation sh all run from the time of initial discovery of any such potentially adverse environmental condition and shall not be construed to commence only upon realization of an actual economic loss resulting from such condition. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party or any other act, liability, or obligation in any way prohibited by O.C.G.A. § 13-8-2. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which woul d otherwise exist as to any party or person described in this provision. Notwithstandin g anything herein to the contrary, this indemnification provision shall survive the termination of the Agreement.

XIII. Insurance
A. Requirement: Vendor shall procure and maintain in full force and effect for the duration of this Agreement, insurance protecting against claims for injuries to persons or damages to property which may arise from or in connection with performance of the Work hereunder by the Vendor, its agents, representatives, employees, or subcontractors.

B. Minimum Limits of Insurance: During the term of this Agreement, Contactor shall maintain insurance policies with coverage and limits no less than:

1. Commercial General Liability: $1,000,000 combined single limit per occurrence for comprehensive coverage including bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom, damage for premises/operations, products/completed operations, independent contractors and contractual liability (specifically covering the indemnity), broad-form property damage, and underground, explosion and collapse hazard. This coverage may be achieved by using umbrella policy. The policy or policies must be on “an occurrence” basis (“claims made” coverage is not acceptable).

2. Commercial Automobile Liability (owned, non-owned and hired): $1,000,000 combined single limit per occurrence and for bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom.

Commented [JC19]: During the term of the Agreement,
UKG shall maintain appropriate insurance coverage and will provide its standard Certificates of Insurance reflecting such coverage if requested.  UKG presently maintains insurance coverage rated 'A-' “Excellent” by A.M. Best for the
following risks in the following minimum amounts in United States Dollars:

Comprehensive General Liability Insurance:  $2 million aggregate; $1 million per occurrence, including $1
million personal injury.
Business Auto:  $1 million combined single limit bodily injury and property damage liability.
Umbrella:  $5 million aggregate, $5 million per
occurrence.
Workers’ Compensation:  as required by statute.
Errors and Omissions (includes Cyber Liability
coverage):  $5 million aggregate, $5 million per
occurrence.

The provisions in this section need to be conformed to align with UKG’s actual insurance.

3. Workers’ Compensation and Employers Liabil ity: Workers’ Compensation limits as required by the State of Georgia and Employers Liability of $1,000,000 per occurrence or disease.

4. Professional Liability, Technology Errors and Omissions, and Cyber Insurance Coverage:
$2,000,000 per claim and $4,000,000 in the aggregate is required, in the event that Vendor is performing design, engineering, or other professional services.

5. Professional Liability (Errors and Omissi ons) and Coverage: $2,000,000 per claim and $4,000,000 in the aggregate. Vendor shall maintain Technology Errors and Omissions Insurance, which must include coverage Multimedia Liability, Privacy Liability, Network Security Liability, Breach Costs Coverage (including Notification, Credit Monitoring, Forensics, Public Relations), and Regulatory Fines and Penalties assessed due to a Data (Privacy) Breach.
a) Technology Errors and Omissions insurance must cover liabilities, punitive damages, and claim expenses arising from errors, omissions, or negligent acts in rendering or failing to render (1) all services promised, including but not limited to computer or information technology services, (2) products that perform the intended function or serve the intended purpose, and (3) violation of software copyright. b) Services insured, at a minimum, must include (1) systems analysis, (2) systems programming, (3) data processing, (4) syst ems integration, (5) outsourcing including outsourcing development and design, (6) systems design, consulting, development and modification, (7) training services relating to computer software or hardware, (8) management, repair, and maintenance of computer products, networks, and systems, (9) marketing, selling, servicing, distribut ing, installing and maintaining computer hardware or software, (10) data entry, modification, verification, maintenance, storage, retrieval or preparation of data output, and (11) any other services provided by the vendor.
c) Vendor shall maintain Privacy, Security, and Technology Insurance. i. Vendor’s policy must include coverage for (1) loss, disclosure, and theft of data in any form; (2) media and content rights infringement and liability (excluding patents and trade secrets), including but not limited to, software copyright infringement; and (3) network security failure, including but not limited to, denial of service attacks and transmission of malicious code.
ii. The insurance coverage must include data breach regulatory fines and penalties, the cost of notifying individuals of a se curity or data breach, the cost of credit monitoring services, and any other causally-related crisis management expense for up to one (1) year.
iii. The insurance coverage must also contain severability for the insured organization for any intentional act exclusions.
iv. If the coverage is provided on a claims-made basis, then it must be maintained for a period of two (2) years after acceptance of the deliverables and/or services provided in connection with this Agreement.

v. Additionally, such policy must cover cons equential or vicarious liabilities (e.g., claims brought against the Vendor or its Affiliated Companies and their respective directors, officers, and employees due to the wrongful acts and failures committed by you) and direct losses (e.g., claims made by the Vendor and its Affiliated Companies and their respective directors, officers, and employees against you for financial loss due to your wrongful acts or failures).
d) Builder’s “All Risk” Insurance: In the event Vendor is performing vertical construction services under the Agreement, Vendor shall procure and maintain “All-Risk” Builder’s insurance, written on a commercially recognized policy form, providing coverage for the Work performed under the contract, and the materials, equipment or other items incorporated therein, while the same are located at the construction site, stored off- site, or at the place of manufacture. The policy limit shall be in a minimum amount equal to the “full insurable value” of such equipment and 100% of the value of the Agreement, including any a dditional costs which are normally insured under such policy. The insurance coverage shall include boiler and machinery insurance on a comprehensive basis and include coverage against damage or loss caused by earth movement (including but not limited to earthquake, landslide, subsidence and volcanic eruption), fire, flood, hurricanes, explosi on, hail, lighting, weather, vandalism, malicious mischief, wind, collapse, riot, ai rcraft, smoke, or other cataclysmic events, and coverage against damage or loss caused by machinery accidents and operational and performance testing, commissioning and start-up, with extended coverage, and providing coverage for transit, with sub-limits sufficient to insure the full replacement value of the property or equipment removed from its site and while located away from its site until the date of final acceptance of the Work.

The making of progress payments to Vendor shall not be construed as relieving Vendor or its subcontractors or insurance carriers providing the coverage described herein for responsibility for loss or direct physical loss, damage or destruction occurring prior to final acceptance of the Work.
e) Commercial Umbrella Liability Coverage : $2,000,000 in liability coverage per occurrence above the Agreements stated minimum coverage limits for Commercial General Liability, Commercial Automobile , and Professional Liability policies of insurance.

C. Deductibles and Self-Insured Retention: Any deductibles or self-insurance retentions must be declared to and approved by County so that County may ensure the financial solvency of Vendor. At the option of County, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects County, its officers, officials, and employees; or Vendor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Vendor shall pay all deductibles and be liable for all claims, losses and damages for which it self-insures.

D. Other Insurance Provisions: The policies are to contain, or be endorsed to contain, the following provisions:

Commented [JC20]: N/A - delete
Commented [JC21]: UKG will include the County as an
additional insured via blanket endorsement for General
Liability and ongoing operations. Such protection shall be primary and non-contributory with respect to the County’s insurance, but only with respect to UKG’s sole negligence.

Upon written request, such blanket endorsement shall be provided to the County with the corresponding COI.

1. General Liability and Umbrella/Excess Insurance
a) Additional Insured Requirement. Cobb County, its elected and appointed officials, officers, boards, commissions, officers, employees, representatives, servants, volunteers and agents (hereinafter referred to as “Insured Party” or “Insured Parties”) shall be covered as additional insureds as respects: liability arising out of activities performed by or on behalf of Vendor; products and completed operations of Vendor, premises owned, leased, or used by Vendor. The coverage shall contain no special limitations on the scope of protection affo rded to the Insured Parties. Nothing contained in this section shall be construe d to require Vendor to provide liability insurance coverage to the any Insured Party for claims asserted against such Insured Party for its sole negligence.
b) Primary Insurance Requirement. Vendor’s insurance coverage shall be primary and noncontributing insurance as respects to any other insurance or self-insurance available to the Insured Parties. Any insurance or self-insurance maintained by the Insured Parties shall be in excess of Vendor’s insurance and shall not contribute with it.
c) Reporting Requirement. Any failure to co mply with reporting provisions of the policies shall not affect coverage provided to the Insured Parties. d) Separate Coverage. Coverage shall state that the Vendor’s insurance shall apply separately to each Insured Party against whom claim is made or suit is brought. e) Defense Costs/Cross Liability. Coverage shall be provided on a “pay on behalf” basis, with defense costs payable in addition to policy limits. There shall be no cross-liability exclusion.

E. Workers’ Compensation and Employers Liability Coverage: Vendor shall have and maintain in full force and effect for the duration of this Agreement, insurance protecting against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work by Vendor, its agents, representatives, employees or subcontractors.

The insurer shall agree to waive all rights of subrogation against County and its officers, officials, employees, and volunteers for losses arising from the work performed by Vendor for County.

F. Waiver of Subrogation: The insurers shall agree under each policy of insurance required by this Agreement to waive all rights of subrogation against the Insured Parties for losses arising from work performed by Vendor for County.

G.F. All Coverages:

1. Notice Requirement. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to County as provided in the Notice Section of this Agreement.

County reserves the right to accept alternat e notice terms and provisions provided they meet the minimum requirements under Georgia law.

2. Acceptability. The insurance to be maintained by Vendor must be issued by a company licensed or approved by the Insurance Commissioner to transact business in the State of Commented [JC22]: Exception taken. UKG will
endeavor to provide notice to the County if it is at material risk of not havin
g such insurance in place.

Georgia. Such insurance shall be placed with insurers with a minimum AM Best’s Policyholder’s Rating of “A-” or better and with a financial rating of Class VIII or greater or be otherwise acceptable to Cobb County.

3. Failure of Insurers. Vendor shall be responsible for any delay resulting from the failure of any insurer to furnish proof of coverage in the prescribed form.

H.G. Verification of Coverage: Vendor shall furnish County with certificates of insurance and endorsements to the policies evidencing all coverages required by this Agreement.

Additionally, the declarations page for each in surance policy listed on the certificate of insurance shall be submitted to County. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf .

The certificates and endorsements shall be received and approved by County before any work commences. County reserves the right to require complete, certified copies of all required insurance policies at any time. Vendor shall provide proof that any expiring coverage has been renewed or replaced prior to the expirationpromptly after renewal or replacement of the coverage. Vendor’s failure to comply with this provision shall be considered a material breach of the Agreement.

I.H. Subcontractors: Vendor shall require all subcontractors to maintain insurance that is industry standard for the scope and risk of the services being provided by that subcontractor.

J.I. Failure to Comply: Failure to comply with all insurance requirements set forth in this Section and applicable to this agreement will not relieve Vendor from any liability under the Aagreement will not be construed to conflict with or limit Vendor’s indemnification obligation obligations under the agreement.

K.J. Duration: All insurance required by this Section must be maintained during the entire term of the Aagreement, including any renewal or extension terms , and until all Work has been completed to the satisfaction of County.

IX. Records: Retention and Confidentiality
A. Examination and Retention of Records. Vendor shall maintain, and County and its representatives shall have the right to audi t, examine, all books, records, documents, accounting procedures and practices, and other evidence sufficient to reflect properly all direct and indirect costs of whatever nature claimed to have been incurred and anticipated to be incurred for the Work or performance of the Contract and similar materials relating to work performed for County under this Contract on file in accordance with Vendor’s record retention policies for at least ten (10) years following the date of final payment to Vendor by County .

Vendor shall maintain all books, records, work papers, documents, accounting ledgers, databases in accordance with Vendor’s record retention policies for at least ten (10) years following the date of final payment to Vendor by County . All records stored on a computer database must be of a format compatible with County’s. Any duly authorized representative(s) of County shall have access to such records for the purpose of inspection, audit, and copying at reasonable times, during usual and customary business hours. All original documents, including, but not limited to, reports, plans, work papers, (including electronic copies), documents, data, and records developed in connection with the services performed hereunder shall belong to and remain the property of County. Vendor may retain electronic files and reproducible copies of such documents.

B. Confidential Information. Vendor acknowledges that some information which may come into its possession or knowledge in connection with the Work may consist of confidential

information of County, its elected officials, or employees, the disclosure of which to, or use by, third parties may be damaging to County, its elected officials or employees and/or may violate applicable law(s). Vendor accordingly agrees to hold all such confidential information, together with all material cont aining confidential information, in strictest confidence, not to make use thereof other than as reasonably necessary to perform according to this Agreement, and not to release or disclose any confidential information to any other person or entity except as may be required by law. Vendor shall inform and instruct all employees, subcontractors, or other agents or representatives of this obligation of confidentiality. Vendor shall immediately remove any of its employees, subcontractors, or other agents or representatives from performing work in connection with this Agre ement upon request of notice from County that County reasonably believes such person or entity has failed to comply with the confidentiality obligations hereunder. Any employee, subcontrac tor, or other agent or representative so removed shall be replaced as provided for in the staffing requirements of this Agreement. For the purposes hereof, “Confidential Information” includes, without limitation, all personally identifiable data, trade secrets, copyrighted material, and other confidential and proprietary information not subject to disclo sure or use, as such terms may be respectively defined in O.C.G.A. § 10-1-761, O.C.G.A. § 50-18-72, 45 CFR. §1 64.524, 45 CFR. § 84.14(d). “Confidential Information” further includes, wi thout limitation, all employee data, personnel records, health records, physician and provider notes, medical bills, claims, and other written information of a personal nature.

C. Open Records. Vendor acknowledges that County’ s disclosure of documentation is governed by Georgia’s Open Records Act, Act, O.C.G.A. § 50-18-70 et seq., and anything submitted to County is subject to release as public information. If Vendor believes that part or parts of its submission may be exempted from disclosure, Vendor must specify page-by-page and line-by- line the parts of the submission, which it believes, are exempt. In addition, Vendor must specify which exception(s) are applicable and provide detailed reasons to substantiate the exception(s).

As required by law, Vendor is responsible for protecting its trade secrets and other proprietary information.

D. Request. To the extent practicable and not legally prohibited, Vendor shall promptly notify County of any request for County information including any request required by law or judicial or regulatory process or pursuant to Georgia’s Open Records Act, O.C.G.A. § 50-18-70 et seq., prior to disclosing such information. In no case shall such notification occur more than five business days after receipt of such request.

X. Notices
A. All written notices, demands, and other papers or documents to be delivered to County or Vendor under this Contract shall be delivered pe rsonally, by prepaid regi stered or certified mail return receipt requested, or by overnight receipted delivery service to the following addresses:

1. If to Cobb County:
<insert department>
<insert address here>
Attention: <insert name here>
Commented [JC23]: See UKG Affidavit

Electronic notice to: <insert email address here, or specify N/A>

Cobb County Attorney
100 Cherokee Street, Suite 350
Marietta, GA 30090

2. If to Vendor:

Vendor Name
<address>
Attention: <insert name here>

Electronic notice to: <insert email address here, or specify N/A> B. Any subsequent changes to place or places specified above shall be designated in writing by Vendor and County to the other.

XI. Relationship of the Parties
Vendor hereby covenants and declares that it is engaged in an independent business and agrees to perform the Work as an independent contractor and not as the agent or employee of County.

Nothing contained in this Agreement shall be construed to make Vendor or any of its employees, servants or subcontractors an employee, servant or agent of County for any purpose. Vendor agrees to be solely responsible for its own matters relating to the time and place the Work is performed and the method used to perform such Work; the instrumentalities, tools, supplies and/or materials necessary to complete the Work; hiring of subcontractors, agents or employees to complete the Work; and the payment of employees, including compliance with Social Security, withholding and all other regulations governing such matters. County will not withhold income or other taxes on the fees paid to Vendor under this Contract and Vendor shall be solely responsible for the payment of all such taxes. Vendor is not entitled to any of the benefits that County provides for County’s employees. Vendor agrees to be solely responsible for its own acts and omissions and those of its subordinates, employees, subcontractors, and suppliers during the life of this Agreement. Vendor specifically shall be responsible for sufficient supervision and inspection to ensure compliance in every respect with the Contract requirements. There shall be no contractual relationship between any subcontractor or supplier and County by virtue of this Agreement with Vendor. Any provisions of this Agreement that may appear to give County the right to direct Vendor as to the details of the services to be performed by Vendor or to exercise a measure of control over such services will be deemed to mean that Vendor shall follow the directions of County with regard to the results of such services only. It is furt her understood that this Agreement is not exclusive, and County may hire additional entities to perform Work related to this Agreement. Inasmuch as County and Vendor are independent of each other, neither has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other, unless otherwise expressly agreed to in writing signed by both Parties hereto.

Vendor agrees not to represent itself as County’s agent for any purpose to any party or to allow any employee of Vendor to do so, unless specifically authorized, in advance and in writing, to do

so, and then only for the limited purpose stated in such authorization. Vendor shall assume full liability for any contracts or agreements Vendor enters into on behalf of County without the express knowledge and prior written consent of County.

XIV. Georgia Security and Immigration Compliance Act
A. Immigration Compliance. County and Vendor agree that, to the extent applicable, compliance with the requirements of
O.C.G.A. § 13-10-91 and Rule 300-10-1-.02 of the Rules of the Georgia Department of Labor are conditions of this Agreement for the physical performance of services. Physical performance of services includes any performance of labor or services for a public employer using a bidding process or by contract wherein the labor or services exceed $2,499.99.

B. Vendor further agrees and represents that its compliance with the requirements of O.C.G.A. §13-10-91 and DOL Rule 300-10-1-.02, to the extent applicable, is attested to on the executed Exhibit “11-A” Contractor Affidavit and Agreement, included herein by reference.

C. Vendor further agrees and represents that:

1. Vendor (and any subcontractors, regardless of tier) shall fully comply with the requirements for completing Exhibit “11-C” Immigration Compliance Certification and that such certification shall be received by County prior to the commencement of any work under the contract or subcontract;

2. Vendor (or any subcontractor, regardless of tier) shall notify County within five (5) business days of entering into a contract or other agreement for hire with any subcontractor(s), regardless of tier;

3. Vendor shall be responsible for obtaining and providing to County Exhibit “11-B” Subcontractor Affidavit and Agreement and Exhibit “11-C” Immigration Compliance Certification, each incorporated herein by reference, from each subcontractor, regardless of tier, employed or retained for work under the contract prior to the commencement of any work under the contract or any subcontract;

4. County reserves the right to dismiss, or re quire the dismissal of, any contractor or subcontractor for failing to provide the required affidavit or certification and/or for failure to comply with the statutory requirements of O.C.G.A. § 13-10-91 and/or for providing false or misleading information upon the required affidavit(s) or certification(s);

5. Any contractor and/or subcontractor retaining any other subcontractor to perform services under the contract shall provide legal notice to any subcontractor of the requirements of County for immigration compliance and furthe r provide notice that County reserves the right to dismiss, or require the dismissal of, any contractor or subcontractor for failing to provide the required affidavit or certification and/or for failure to comply with the statutory requirements of O.C.G.A. § 13-10-91 and/or for providing false or misleading information upon the required affidavit(s) or certification(s);

6. Failure to comply with any of the requirements and procedures of County (i.e., failure to timely supply required affidavits or complian ce certification documents; failure to utilize federal work authorization procedures; failure to permit or facilitate audits or reviews of records by county or state officials upon request; and/or failure to continue to meet any of the statutory or county obligations during the life of the contract) shall constitute a material breach of the Agreement and shall entitle County to dismiss any general contractor or to Commented [JC24]: See definition of subcontractor
proposed by UKG in its General Exceptions.

require the dismissal of any subcontractor or sub/subcontractor (irrespective of tier) for failing to fully comply with these requirements;

7. Upon notice of a material breach of these provisions, Vendor (or subcontractor, regardless of tier) shall be entitled to cure the breach within ten (10) days and provide evidence of such cure. Should the breach not be cured, County shall be entitled to all available remedies, including termination of the Contr act, the requirement that a subcontractor be dismissed from performing work under the Contract, and any and all damages permissible by law.

D. Immigration Compliance Certification. Prior to commencing work under any contract for the physical performance of services, to the extent applicable, Vendor shall submit a completed Exhibit “11-C” Immigratio n Compliance Certification . Prior to allowing any other subcontractor to perform work under the contract, to the extent applicable, Vendor shall obtain a completed Exhibit “11-C” Immigration Compliance Certification from each subcontractor (regardless of tier) and submit the same to County.

XV. Conflict of Interest Affidavit
A. Vendor agrees and shall execute Exhibit “12” Conflict of Interest Affidavit attesting that it shall not engage in any activity or conduct that would result in a violation of the Cobb County Code of Ethics or any other similar law or regulation. Vendor certifies that, to the best of its knowledge, no circumstances exist that will cause a conflict of interest in performing the services required by this Agreement, that no employee of County, nor any member thereof, nor any public agency or official affected by this Agreement, has any pecuniary interest in the business of Vendor or his subcontractor(s) and that no person associated with Vendor or its subcontractor(s) has any interest that would conflict in any manner or degree with the performance of the Agreement.

Should Vendor become aware of any circumstances that may cause a conflict of interest during the Term of this Agreement, Vendor shall immediately notify County. If County determines that a conflict of interest exists, County may require that Vendor take action to remedy the conflict of interest or terminate the Agreement without liability. County shall have the right to recover any fees paid for services rendered by Vendor when such services were performed while a conflict of interest existed, if Vendor had knowledge of the conflict of interest and did not notify County within five (5) business days of becoming aware of the existence of the conflict of interest.

B. Vendor warrants that it and its subcontractor(s) have not employed or retained any company or person, other than a bona fide employee working solely for Vendor or its subcontractor(s), to solicit or secure this Agreement and that Vendor and its subcontractor(s) have not paid or agreed to pay any person, company, corporation, individual, or firm other than a bona fide employee working solely for Vendor or its subcontractor(s) any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award of this Agreement. For any breach or violation of this provision, C ounty shall have the right to terminate the Agreement without liability and, at its discretion, to deduct from the price, or otherwise recover, the full amount of such fee, commission, percentage, gift, payment, or consideration.

C. Vendor shall include the terms and conditions of Paragraphs A and B of this Section in all subcontractor agreements for Work to be performed under this Agreement.

XII. Miscellaneous.

A. Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia. If any acti on at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes, and laws of the State of Georgia will control. Any action or suit rela ted to this Agreement shall be brought in the Superior Court of Cobb County, Georgia, and Vendor submits to the jurisdiction and venue of such court. Prior to filing any claim or action related to this Contract, the parties may, but shall not be obligated to, submit such claim or actio n to non-binding mediation before a mediator mutually agreeable to the parties. The parties shall share equally in the costs of mediation.

B. Severability of Provisions. If a part or any provision of this Contract shall be deemed invalid or unenforceable under applicable law, said part shall be ineffective only to the extent of such prohibition or unenforceability w ithout invalidating the remainder of such provision or the remaining provisions of the Contract, which shall be interpreted so as to give the greatest effect possible thereto.

C. Review and Inspection of Work. Vendor shall produce progress reports or copies of any Work as performed under this Contract at any time as requested by County. Refusal by Vendor to submit progress reports shall be cause to withhold payment to Vendor until Vendor complies with County’s request in this regard, or cause for termination of this Contract.

D. Assignment. This Agreement is binding on the heirs, successors, and permitted assigns of the parties hereto. This Agreement may not be assigned by County or Vendor without the prior, written consent of the other party.

E. Third Party Beneficiaries. Neither party intend s to directly benefit a third party by this Contract. The parties agree that no third party shall be entitled to assert a right or claim against either of them based on this Contract.

F. Materiality. Each term of this Agreement is ma terial, and Vendor’s breach of any term of this Agreement shall be considered a material breach of the entire Agreement and shall be grounds for termination or exercise of any other remedies available to County either party at law or in equity consistent with the terms of this Agreement.

G. Compliance with Laws. Vendor shall comply with all applicable federal, state, and local laws, codes, ordinances, rules, and regulations applicable to UKG and its operations in performing under the Contract.

H. Amendment. No modification, amendment, or alteration in the terms or conditions contained herein or in the Contract shall be effective unless contained in a written document prepared with the same formality as the Contract and agreed to by both Parties in writing.

I. Preservation of Immunities. No provision of this Agreement shall be construed or interpreted so as to waive any of the immunities or pr otections otherwise afforded the parties by the Constitution, statutes, rules and regulations of the State of Georgia. Nothing contained in this Agreement shall be construed to be a waiver of County’s sovereign immunity or any individual’s qualified good faith or official immunities.

J. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.

K. Waiver. No failure by County either party to enforce any right or power granted under this Agreement, or to insist upon strict compliance by Vendor the other party with this Agreement, and no custom or practice of
Commented [JC25]: Details of progress reports need to be mutually agreed upon
Commented [JC26]: UKG will need the right to assign
this Agreement in the event of a change of control, merger or acquisition or similar event.

County either party at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect County’s a party’s right to demand exact and strict compliance by Vendor the other party with the terms and conditions of this Agreement. Further, no express waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated.

L. Headings. All headings herein are intended for convenience and ease of reference purposes only and in no way define, limit, or describe the scope or intent thereof, or of this Agreement, or in any way affect this Agreement.

M. Intentionally left blank.Time is of The Essence. With regard to all dates and/or time periods in this Agreement or any of the documents incorporated by reference into this Agreement and/or the mutually agreed to project plan, time is of the essence.

N. Subcontracts. Vendor shall be responsible for the work products and actions of all subcontractors. All subcontractors are subject to approval by County. Subcontractors must comply with the same insurance requirements as Vendor. Subcontractors must comply with the requirements of the Georgia Security and Immigration Compliance Act as set forth in this Agreement.

O. Intentionally Left blank.Liquidated Damages. The Parties acknowledge and agree that delays in the completion of the Work will result in damages to County and that the exact sum of such damages to County are impossible to precisely estimate and will be difficult to ascertain. If the Work is not completed in accordance with Exhibit “4-A” Project Schedule, then Vendor shall be required to pay County $100 per business day that the Work is delayed. The liquidated damages set forth in this section are intended to be, and the parties acknowledge and agree that (1) the liquidated damages are reasonably proportionate to and are a reasonable estimate of the probable loss that Owner is likely to incur as a result of delays, and (2) the liquidated damages are not intended to be a penalty.

[SIGNATURE PAGE TO FOLLOW]
Commented [JC27]: See proposed definition of
“subcontractors” in UKG’s General Exceptions.

Commented [JC28]: To the extent a Participating Public
Agency is not subject to Georgia law, UKG assumes that
when contracting with such Public Agency, provisions
specific to Georgia law are deemed N/A.

IN WITNESS WHEREOF, said parties have hereunto set their seals.

Vendor County

Name and Title Lisa N. Cupid, Chairwoman
Vendor Name Cobb County Board of Commissioners

Date Date

SEAL
Attest: Attest:

Name and Title Pamela L. Mabry, County Clerk

Recommended by:

Name and Title

Approved as to Form

Cobb County Attorney’s Office

Exhibit “1” Invitation to Bid or Request for Proposal

Exhibit “2” Vendor’s Bid or Proposal

Exhibit “3” Vendor’s Price Quote

Exhibit “4” Vendor’s Statement of Work

Exhibit “4-A” Project Schedule

Exhibit “5” Vendor’s End User License Agreement (EULA), License, Software

Exhibit “6” Vendor’s Maintenance or Support Agreement

Exhibit “7” Vendor’s Service Level Agreement

1. General Provisions
Exhibit “9” Information Security
Information Security

1.1. Contractor represents and warrants that it wi ll comply with all applicable federal, state, and local privacy and data protection laws, as well as all other applicable regulations.

1.2. Contractor shall implement administrative, physical, and technical safeguards to ensure the security of Protected Information that are no less rigorous than accepted industry practices including National Institute of Standards and Technology (NIST) 800-53, Center for Internet Security (CIS) controls, the International Organization for Standardization’s standards: ISO/IEC 27001:2005 – Information Security Management Systems – Requirements and ISO-IEC 27002:2005 – Code of Practice for International Security Management, the Information Technology Infrast ructure Library (ITIL) standards, or other applicable industry standards for information security, and shall ensure that all such safeguards, including the manner in which Protected Information is collected, accessed, used, stored, processed, disposed of and di sclosed, comply with all applicable data protection and privacy laws, as well as the terms and conditions of this Agreement.

1.3. All employees and subcontractors given access to any Personally Identifiable Information (PII) or Restricted or Protected Information such as information protected as or by Payment Card Industry Data Security Standard (PCI DSS), PII, Health Insurance Portability and Accountability Act (HIPAA), Criminal Justice Information Services (CJIS), etc. must agree to abide by the terms of the Agreement and restrict the use of Protected Information only for subcontractor’s or employees’ internal business purposes and only as necessary for the execution of the Agreement.

1.4. Contractor shall maintain current supported operating system for Cobb County systems.

1.5. Contractor shall provide evidence of background check completion or verification of such security measure control through the SOC 2 Report for Core Subscription Services.

1.6. If any regulator, or any subpoena, warrant, or other court or administrative order, requires Contractor to disclose or provide County Data to a regulator or to any third party, or to respond to inquiries concerning the processing of County Data, Contractor shall promptly notify County, unless prohibited by applic able law. Following such notification, Contractor shall reasonably cooperate with County in its response, except to the extent otherwise required by applicable law.

1.7. County consents to Contractor’s use of subcontractors to provide aspects of the Services and to Contractor’s disclosure and provision of County Data to those subcontractors.

Contractor shall be responsible for the performance of its subcontractors. Contractor shall ensure subcontractors are subject to contractual obligations which are the same as or equivalent to those imposed on Contractor with regard to the processing of County Data.

Contractor shall maintain a list of its subcontractors on its company website under the Privacy page. Contractor shall inform County of any intended changes concerning the addition or replacement of any subcontractor within a reasonable time prior to implementation of such change. In the ev ent of County objecting to such change, Contractor shall make reasonable efforts to address County’s concerns (including making reasonable efforts to find an alternative subcontractor).

Commented [JC29]: Clarify that these laws are those
applicable to UKG and its operations
Commented [TS30]: Not applicable nor in scope for the
services provided.

Commented [TS31]: Customers can rely on the SOC 2
Report where our independent third-party verifies controls, such as back
ground checking.

Commented [JC32]: If UKG is unable to address the
County’s concerns, the County may terminate the agreement with respect to that portion of the Services to which County ob
jects.

1.7.1. When Contractor’s or a subcontractor’s personnel are providing services on County’s systems or premises, Contractor shall comply and shall require its personnel and subcontractors’ personnel to comply, with all applicable laws, rules, and regulations, as well as County policies and standards in effect during the performance of this Agreement, including (without limitation) County’s reasonable confidentiality requirements, County’s policies, standards and procedures regarding data access, security, personnel conduct, safety, and ethics, including spoken directives of County facility staff. In the event that any of Contractor’s or a subcontractor’s personnel do not comply with such requirements, County, in its sole reasonable discretion, may have the personnel’s access revoked and/or have such personnel removed from the premises.

2. Compliance

2.1. If, in the course of this engagement, Contractor has access to or will collect, access, use, store, process, dispose of or disclose cr edit, debit, or other payment cardholder information, Contractor shall at all times remain in compliance with the PCI DSS requirements, including remaining aware at all times of changes to the PCI DSS and promptly implementing all procedures and pract ices as may be necessary to remain in compliance with the PCI DSS at Contractor’s sole cost and expense.

2.2.2.1. If, in the course of this engagement, Contractor has access to or will collect, access, use, store, process, dispose of or disclose protected health information, Contractor shall at all times remain in compliance with HIPAA requirements, including remaining aware at all times of changes to HIPAA and promptly implementing all procedures and practices as may be necessary to remain in compliance with HIPAA at Contractor’s sole cost and expense.

2.2.1.2.1.1. Contractor agrees to execute and incorporate into this Agreement a Business Associate Agreement if and when it is necessary under HIPAA, including any regulations promulgated thereunder, including as a result of a change in the Services or the manner in which they are provided.

2.3. If, in the course of this engagement, Contractor has access to or will collect, access, use, store, process, dispose of or disclose criminal justice information, Contractor shall at all times remain in compliance with CJIS requi rements, including remaining aware at all times of changes to CJIS and promptly implementing all procedures and practices as may be necessary to remain in compliance with CJIS, including certifying staff for background check and training, at Contractor’s sole cost and expense.

2.4.2.2. In respect of Personal Data provided to Contractor by County in connection with the Agreement, Contractor shall comply and shall ensure that its personnel complies, with the requirements of state, federal, and national privacy laws and regulations governing such Personal Data in Contractor’s possession or under its control and applicable to Contractor’s provision of Services.

2.5.2.3. Contractor shall notify Count y, without undue delay, of any breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to County Data in Contractor’s possession or under its control (a “Data Breach”). Each party shall reasonably cooperate with the other with respect to the investigation and resolution of any Data Br each including, in the case of Contractor, prompt provision of the following, to the extent then known to Contractor: (i) the possible cause and
Commented [TS33]: While supporting the services, UKG
would follow County policies while accessing customer
owned s
ystems or offices.

Commented [TS34]: Not applicable nor in scope for the
services provided. UKG provides a human capital
management solution, where Personally Identifiable
Information ("PII"), such as name, email, address, etc. is in scope for the application.

consequences of the Data Breach; (ii) the categories of County Data involved; (iii) a summary of the possible consequences for the relevant users; (iv) a summary of the unauthorized recipients of County Data; and (v) the measures taken by Contractor to mitigate any damage. Upon confirmation of a ny vulnerability or breach of Contractor’s security affecting County Data in Contract or’s custody and contro l, Contractor shall modify its processes and securi ty program, as necessary, to mitigate the effects of the vulnerability or breach upon such County Data.

3. Data Security

3.1. Contractor shall ensure all County Data is stored remains within the United States and is not processed, stored, transmitted, or dispos ed of out of the country without the prior written authorization by County.

3.2. Where possible, Contractor shall remove, disable or change all default credentials prior to placing equipment into production. Removal is preferable.

3.3. Contractor shall uninstall or disable unnecessary programs and services prior to placing equipment into production. Uninstalling is preferable.

3.4. Contractor shall implement and maintain commercially reasonable technical and organizational security measures designed to meet the following objectives: (i) ensure the security and confidentiality of County Data in the custody of and processed by Contractor; (ii) protect against any anticipated threats or hazards to the security or integrity of such County Data; (iii) protect against unauthorized access to or use of such County Data; and (iv) ensure that Contractor’s return or disposal of such County Data is performed in a manner consistent with Contractor’s obligations under items (i)-(iii).

3.5. Contractor shall store all County backup data as part of its designated backup and recovery processes in encrypted form, using a commercially supported encryption solution.

Contractor shall encrypt all County confid ential data. Encrypti on solutions will be deployed with no less than a 128-bit encryption key using the Advanced Encryption Standard (AES). The encryption standards apply to data at rest and data in motion.

3.6. Contractor shall use Transport Layer Security (TLS) protocol TLS 1.2 or higher.

3.7. If any user requests Contractor to provide them with information relating to processing of their Personal Data, or to make changes to their Personal Data, Contractor shall promptly notify County of the request, unless otherwise required by applicable law. County may make changes to User Data using the features and functionality of the Application.

Contractor shall not make changes to User Data except as agreed in writing with County.

Contractor shall process County Personal Data only as necessary to provide the Services, and in accordance with County’s written inst ructions. This Agreement and County’s use of the Application’s features and functionality are County’s instructions to Contractor in relation to the processing of County Personal Data.

3.8. County is solely responsible for its data retention obligations with respect to County Data.

County may export County Data from the Appli cation at any time during the Agreement Term, using the Application’s then existing f eatures and functionality, at no additional charge. County may delete County Data on its Instances at any time. Contractor shall delete County’s Instances (and any data remaining on such Instances) upon termination or expiration of the Agreement.

Commented [TS35]: The location where Customer data is
hosted, stored, and backed up is dependent on the geographic location selected on the Order Form by the Customer. For example, if the Customer selects the United States on the Order Form, the Customer's data will be hosted, stored, and backed up within the United States.

UKG provides 24/7/365 global support to its Customers.

UKG's team is comprised of variety of individuals from all over the globe. Customer Data may be accessed outside of the US by UKG personnel for the purposes of support.

Access to electronically held Customer Data is granted only to authorized personnel, who are UKG employees, using the principle of least privilege role-based access model. UKG employees are provisioned the access required to perform their job responsibilities and all of activity is logged and monitored in accordance with the ISO 27001, 27017 and
27018 programs, as well as the audited controls reflected in the SOC 2 Type I and SOC 2 Type II reports.

UKG is a global company with a follow the sun support
model. UKG may provide support for the services from any of its global locations, which currently consist of the US, United Kingdom, Australia, Canada, India, France,
Singapore, Uruguay and Ireland. UKG may stand up
additional or change locations as necessary to meet its support needs. Additionally, all support locations are vetted through our third-party risk process, and depending on the location proposed, may be evaluated by our Threat
Intelligence team within Enterprise Security to determine whether the geographic location is appropriate for the
support activities proposed.

UKG's Legal Privacy team evaluates any legal privacy
considerations associated with a support location to ensure compliance with data protection re
gulations.

3.9. All rights, title, and interest in and to County Data are and shall remain the property of County. County understands that certain applications will not function absent County Data, and as such, County shall provide digital files, in the form and format and on the schedule specified by Contractor, County Data, and other information reasonably required for Contractor’s performance of its obligations under the Agreement. Subject to the terms of the Agreement, County hereby grants to Contractor throughout the term of the Agreement (and after the term solely as reasonably necessary for the performance of Contractor’s post-termination obligations to Co unty) the rights to use, reproduce, store, distribute, modify, cache, and transmit County Data via the applicable Application solely to the extent necessary for Contractor to provide the Services or otherwise perform its obligations under the Agreement. Contractor shall allow access to County Data on a need to know basis using the principle of least privilege.

3.10. County Data will be and remain the prope rty of County. Cont ractor may not use County Data for any purpose other than to render the Services. No County Data will be sold, assigned, leased, or otherwise disposed of to third parties or commercially exploited by or on behalf of Contractor (or any of it s Subcontractors). Neither the Contractor nor any of its Subcontractors may possess or assert any lien or other right against or to County Data. Without limiting the generality of the foregoing, (a) the Contractor may use County Data only as strictly necessary to render the Services and must restrict access to such information to Contractor Personnel on a strict need-to-know basis, and (b) the Contractor will not download, copy, transmit or make available any County Data to any third party, except as expressly permitted by this Agreement.

3.11. When County Data is in the Contractor’s possession or under the Contractor’s control and an event occurs that prevents or hinders the access to or reliable use of such County Data, the Contractor will re-create or restore such data immediately, or in any case, as soon as reasonably practicable, to the last scheduled back-up applicable to such County Data in accordance with the Contractor’s responsibilities hereunder. Any such re-creation or restoration will be at the Contractor’s expense and County will not be subject to any charge in connection therewith.

3.12. The Contractor will maintain a comprehensive Security Program in compliance with generally accepted industry standards and applicable laws(i) County Rules and (ii) the Federal Information Security Management Act (FISMA), 44 U.S.C. § 3541 et seq.

The content and implementation of the Security Program and associated technical, organizational, and security measures will be fully documented by the Contractor.

4. Right to Audit

4.1. Vendor shall provide County Information Security Team with the most recent Service Organization Control 2 (SOC 2) Type 2 Report upon request to assess the effectiveness of security processes by observing operations for at least three months, but preferably 6-12 months.

4.2. Contractor shall maintain compliance with industry standards and applicable governing frameworks such as Statement on Standards for Attestation Engagements (SSAE) and the International Organization for Standardization (ISO) (e.g., SSAE 16, ISO 27001, and ISO 27018) throughout the Agreement Term. Contractor shall make available to County, annually and upon request, all relevant information necessary to demonstrate compliance with its
Commented [JC36]: Refer to UKG’s EULA for relevant
provisions addressing permitted uses of County Data.

Commented [JC37]: Refer to UKG’s EULA for relevant
provisions addressing permitted uses of County Data.

Commented [TS38]: This is a commercial SaaS software
solution. UKG's policies are designed in accordance with UKG’s policies for our entire customer base. Upon request, UKG can provide the County with relevant material
information through UKG’s Customer Due Diligence
Package, so that the County may determine whether UKG is in compliance with its policies. With respect to UKG’s
information security practices, UKG Pro is audited against the AICPA/SSAE 18 SOC 2 Trust Principles, and has
achieved ISO 27001, 27017 & 27018 Certifications.

obligations. Contractor shall allow for and contribute to audits conducted by County, or third-party auditor mandated by County, so long as said third party auditor is acceptable to Contractor, under the following parameters:

4.2.1. County may elect to conduct an audit not more than once within any 12-month period at no cost to County. Any such audits shall be limited to a robust customer due diligence package consisting of details on Contractor’s information security/risk practices and reasonable access to knowledgeable personnel to discuss the controls in place, including a meeting at Contractor’s corporate headquarters. In the event County requests support or information beyond the content described above, or requests Aany additional audits within the same 12-month period, then, upon County’s audit request, the Parties will mutually agree on the terms of the audit plan, which shall include details regarding the scope, duration, and scheduling of the audit and shall be subject to a reasonable fees;

4.2.2. Third-party auditors mandated by Coun ty shall enter into confidentiality agreements with Contractor that are no le ss restrictive than those set out in this Agreement;

4.2.3. County provides reasonable prior notice of such request for an audit;

4.2.4. County ensures such audit shall not be unreasonably disruptive to Contractor’s business; and

4.2.4.1.1. Neither County nor its aud itors shall be permitted to make unaccompanied site visits or to logically access Contractor’s IT systems

5. Confidential Information

5.1. Contractor’s employees, agents, and subcontractors may have access to confidential data maintained by County to the extent necessary to carry out Contractor's responsibilities under the Agreement. Contractor shall presume that all information received pursuant to the Agreement is confidential unless otherwise designated by County. If it is reasonably likely Contractor will have access to County’s confidential information, then:

5.1.1. Contractor shall provide to County a written description of Contractor's policies and procedures to safeguard confidential information;

5.1.2. Policies of confidentiality shall address, as appropriate, information conveyed in verbal, written, and electronic formats;

5.1.3. Contractor must designate one individual who shall remain the responsible authority in charge of all data collected, used, or disseminated by Contractor in connection with the performance of the Services; and

5.1.4. Contractor shall provide adequate supervision and training to its agents, employees, and subcontractors to ensure compliance with the terms of the Agreement.

5.2. The private or confidential data shall remain the property of County at all times. Some services performed for County may require Contractor to sign a nondisclosure agreement.

Contractor understands and agrees that refusal or failure to sign such a nondisclosure agreement if required, may result in termination of the Agreement.

5.3. No confidential data collected, maintained, or used in the course of performance of the Services shall be disseminated except as authorized by law and with the written consent of County, either during the period of the Agreement or thereafter. Any data supplied to or created by Contractor shall be considered the property of County. Contractor shall return any and all data collected, maintained, created, or used in the course of the Commented [TS39]: UKG maintains a Customer Audit
Program, where we inform and provide Customers with
assurances of UKG’s information security and risk
management practices, through our Customer Due Diligence Package, in support of Customer’s due diligence
efforts. Should Customer’s need information beyond the
Customer Due Diligence Package and reasonable access to knowledgeable personnel to discuss the controls in place, then the parties will mutually agree on an audit plan, and UKG will reasonably support the Customer in their due
dili
gence efforts.

performance of the Services, in whatever form it is maintained, promptly at the request of County.

5.4. In the event that a subpoena or other legal process is served upon Contractor for records containing confidential information, Contractor shall promptly notify County and cooperate with County in any lawful effort to protect the confidential information.

5.5. Contractor shall immediately report to County any unauthorized disclosure of confidential information.

5.6. Contractor’s confidentiality obligation under the Agreement shall survive termination of the Agreement.

6. Termination

6.1. Following the termination or expiration of this Agreement, Contractor shall offer transition assistance, which may include, to the extent practicable, an export of County Data from the applicable Application or Instance. To the extent Contractor makes available to County an Application Program Interface (API) or other means to assist with such transition, the API shall be Contractor’s Confidential Information, and County is granted a personal, non- sublicensable, nonexclusive, non-transferable, limited license to use the API solely for County’s internal use for exporting County’s content from the existing system to the new County system. County shall not (a) copy, rent, sell, disassemble, reverse engineer, or decompile (except to the limited extent expressly authorized by applicable statutory law), modify, or alter any part of the API, or (b) otherwise use the API on behalf of any third party. The API license shall automatically te rminate in the event County breaches this Section or immediately upon notice from Contractor.

6.2. Upon termination of this Agreement and transfer of data to County, Contractor shall sanitize/erase, destroy, and render unrecoverable all County Data still in its possession and certify in writing, upon request, that these actions have been completed within thirty (30) days of the termination of this Agreement and transfer of data or within seven (7) days of the request of an agent of County, whichever shall come first . At a minimum, a “Clear” media sanitization is to be performed according to the standards enumerated by the National Institute of Standards, Guidelines for Media Sanitization, SP800-88, Appendix A (http://csrc.nist.gov/) or other generally accepted guidelines for the secure deletion of data.

6.3. In order to protect the interests of the public, Contractor agrees that upon termination of this Contract for any reason, it shall provide sufficient efforts and cooperation to ensure an orderly and efficient transition of services to County or another contractor. Contractor shall provide full disclosure to County and third-party contractor of the equipment, Software, Licenses, and Services required to perform for County. Contractor shall transfer licenses or assign agreements for any Software or third-party services used to provide the Services to County or to another contractor.

Further, in the event that County has entered into or enters into agreements with other contractors for additional work related to services rendered under the Contract, Contractor agrees to cooperate fully with such other contractors. Contractor shall not commit any act, which will interfere with the performance of work by any other contractor.

Commented [JC40]: Refer to Effect of Termination in
UKG’s EULA provided as part of its response.

Commented [JC41]: See UKG EULA for “Effects of
Termination” and the scope of UKG’s post-termination
support. All other efforts and cooperation would be subject to a mutually agreed upon Statement of Work, including any associated costs.

Field Code Changed
Commented [TS42]: The County is the controller of its
data input within the application. Upon termination of the contract, the County would be provided with an access
window (generally 30 days) to extract their data from the application. Once, that extraction window passes, UKG
would lock the County’s company records within the
application, revoking the County’s ability to access the environment. Following this period, UKG would delete
confidential County data from the environment in
accordance with generally accepted guidelines for the secure deletion and sanitization of data. Final deletion of County Data will be completed when the last backup that contained Count
y Data is securely overwritten within the Service.

Commented [JC43]: See UKG EULA for “Effects of
Termination” and the scope of UKG’s post-termination
support. All other efforts and cooperation would be subject to a mutually agreed upon Statement of Work, including any associated costs.

Exhibit “10-A” Change Control Definitions and Process

1. Change Control Definitions and Process
Project scope and schedule changes to Exhibit “4” Vendor’s Statement of Work shall be addressed through this Change Control Process using Exhibit “10-B” Change Order Form. Any changes shall be documented, reviewed, and mutually agreed upon by the Parties. The Change Order Form shall document the scope of work and a fee. Implementation of the change shall be factored into the initial project plan and a modified completion date for the project will be detailed, if necessary. The hourly bill rate for all change orders is $ USD.

2. Change Control Definitions
a. “Change Control” describes the process for managing potential project changes. b. “Change Request” is an informal request by Customer or Vendor to modify the scope, schedule, and/or budget of the Professional Services to be provided pursuant to SOW-#.

c. “Change Order” is a formal amendment to SOW-#.generated by Vendor signed by both parties.

3. Change Control Process
The following provides a summary of the process to follow if a change to this SOW is desired:
a. Customer or Vendor submits a written (email acceptable) Change Request including the following:
i. change description, detailing what is to be amended from this SOW ii. rationale for the change
iii. impact the change may have on the Professional Services b. Both Customer and Vendor review the Change Request to determine the merits of the request and the impact of on the fees, schedule, scope, and other terms and conditions of the SOW that may result from the implementation of the Change Request. c. The parties decide either to accept or to reject the change. d. Vendor prepares a Change Order, which includes a description of the applicable changes to scope, estimated fees, planned resources, timeline, and any other terms. e. Vendor submits Change Order to Customer for final review and approval. f. Vendor executes the Change Order and sends to Customer. g. Customer executes the Change Order, and if applicable, generates a purchase order associated with that Change Order.

The Professional Services described in the fully executed Change Order will be performed by Vendor as included as part of the Exhibit “4” Vendor’s Statement of Work.

Exhibit “10-B” Change Order Form
Change Order No. X (“Change Order”) by and between County and Vendor Name (“Vendor”) is subject to all the terms and conditions of Exhibit “4” Vendor’s Statement of Work (“SOW”) in the Agreement between County and Vendor Name dated mm/dd/yyyy.

The Parties agree to revise the scope and budget of the SOW as follows:

1. Change Order Summary
This Change Order is necessary to redefine the requirements to accommodate changes requested by the County for <insert description here>.

2. Tasks Removed from Scope
The tasks below have been removed from the scope of the project:

# Task
1 2
3 3. Tasks Added to Scope
The tasks below are added to the scope of the project:

# Task
1 2
3 4. Estimated Hours
The Change Order represents an update to the Budgetary Guidance set forth in SOW-X as follows:

Change Order Scope Estimated Time
to Complete (in
hours)
1 2
3

Totals Hours:

5. Change Order Effect on SOW-X Scope Hours and Cost

Original
SOW
Budgetary
Guidance
Original
Project
Scope
Hours
Chang
e
Order
#
Increase
(Decrease)
Hours
Increase
(Decrease)
Cost
New
Project
Scope
Hours
New Project
Budget

Total Project Hours and Budget

6. Change Order Payment Terms
Actual professional services under this Change Or der will be billed at an hourly rate of at $xxx.xx USD and invoiced monthly with net 30 payment terms.

If no Bill Rate is provided above, billing for actual professional services under this Change Order will be agreed to by the Parties and will include:

Bill Rate
Invoice Frequency
Net Payment Terms
If travel and expenses (T&E) are expected, details are included in this formal Change Order and will be agreed to and executed between the Parties.

Exhibit “11-A” Contractor Affidavit and Agreement

CONTRACTOR AFFIDAVIT AND AGREEMENT
By executing this affidavit, the undersigned Contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm or corporation which is contracting with Cobb County, Georgia, has registered with, is authorized to use, and is participating in a federal work authorization program (an electronic verification of work authorization program operated by the U.S. Department of Homeland Security or any equivalent federal work authorization program operated by the U.S. Department of Homeland Security to verify information of newly hired employees, pursuant to the Immigration Reform and Control Act of 1986 (IRCA)). The undersigned Contractor further attests that it will continue to use the federal Employment Eligibility Verification (EEV) work authorization program throughout the Contract period.

The undersigned further agrees that should it employ or contract with any subcontractor(s) or should its subcontractor(s) employ other subcontractor(s) for the physical performance of services pursuant to the contract with Cobb County, Georgia, the contactor or subcontractor will:
(1) Notify County within five business days of entering into a contract or agreement for hire with any subcontractor(s);
(2) Secure from any subcontractor(s) and/or their subcontractor(s) verification of compliance with O.C.G.A. § 13-10-91 on the attached Exhibit “11-B” Subcontractor Affidavit and Agreement prior to the commencement of any work under the contract/agreement; (3) Secure from any subcontractor(s) and/or their subcontractor(s) a completed Exhibit “11-C” Immigration Compliance Certification prior to the commencement of any work under the contract/agreement;
(4) Provide the subcontractor(s) with legal notice that Cobb County, Georgia, reserves the right to dismiss, or require the dismissal of, any Contract or or subcontractor for failing to provide the affidavit and/or for failure to comply with the requirements referenced in the affidavit; (5) Maintain records of such compliance for a period of five (5) years and provide a copy of each such verification to Cobb County, Georgia, at the time the subcontractor(s) is retained to perform such services or upon any request from Cobb County, Georgia; and (6) Allow the audit or review of records of compliance by County upon request.

EEV (E-Verify) Program Number EEV Program Date of Authorization

BY: Authorized Officer or Agent Contractor Business Name [Contractor Name]

Printed Name Date

SWORN AND SUBSCRIBED BEFORE ME
ON THIS THE DAY OF , 202_

Commission Expires: Version 09-20-2013