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19-246-35 Nihilent IncCONTRACT NO. 19-246-35 Procurement Department, 1755 Meridian Avenue, 3rd Floor, Miami Beach, Florida 33139, www.miamibeachfl.gov, 305-673-7490 SENT VIA E-MAIL TO: prasad@nihilentinc.com December 3, 2021 Prasad Vemuri Nihilent Inc. 2665 Long Lake Rd. STE 100 Roseville, MN 55113 Phone: 848.482.6440 RE: NOTICE OF AWARD OF CONTRACT PURSUANT TO INVITATION TO BID (ITB) NO. 2019- 246-DF, FOR PRE-QUALIFICATION POOL FOR MICROSOFT PROFESSIONAL SERVICE PROVIDERS. Dear Mr. Vemuri: Nihilent Inc. (the “Consultant”) has submitted to the City an application, pursuant to the above referenced ITB, to be prequalified to provide services for a number of Microsoft competencies as outlined in the ITB. This letter shall serve as official notice that, on October 21, 2021, the City Manager, pursuant to Resolution 2019-31092, has approved Nihilent Inc. to be prequalified for the following competencies: •Data Platform •Cloud Productivity •Project & Portfolio Management •Collaboration & Content •Data Center •Cloud Platform •Data Analytics The ITB stipulates and this letter shall confirm that the City Manager shall constitute a binding Contract between the City and the Consultant. It is important to note that work will be awarded pursuant to the roadmap established in Section 5 of the ITB and no services may be performed until such time as the City has issued a Purchase Order for the desired scope of work. If you have any questions regarding this letter of notification of award, you may contact Valerie Velez, Contract Analyst, Procurement Department, at ValerieVelez@miamibeachfl.gov or at 305.673.7490 ext. 26905. Otherwise, all other questions should be addressed to the Contract Manager for this contract, Frank Quintana, Information Technology Department, at FrankQuintana@miamibeachfl.gov or 305.673.7000 ext. 26150. Thank you, Alex Denis Director Procurement Department AD/ME/AG We are committed to providing excellent public service and safety to all who live, work, and play in our vibrant, tropical, historic community. ATTACHMENT A RESOLUTION & COMMISSION AWARD MEMO RESOLUTION NO.2019-31092 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER, PURSUANT TO INVITATION TO BID (ITB) 2019- 246-DF, TO ESTABLISH A POOL OF MICROSOFT CERTIFIED SERVICE PROVIDERS TO EXPEDITE THE SELECTION OF VENDORS FOR FUTURE INFORMATION TECHNOLOGY PROJECTS INVOLVING MICROSOFT SERVICES,AND APPROVING THE VARIOUS MICROSOFT- DESIGNATED COMPETENCIES,AND THE INITIAL POOL OF QUALIFIED SERVICE PROVIDERS, AS SET FORTH IN EXHIBIT "A" TO THE COMMISSION MEMORANDUM ACCOMPANYING THIS RESOLUTION; FURTHER, AUTHORIZING THE CITY MANAGER TO KEEP THE ITB OPEN FOR THE PURPOSE OF PREQUALIFYING ADDITIONAL MICROSOFT CERTIFIED SERVICE PROVIDERS,AND DELEGATING TO THE CITY MANAGER THE AUTHORITY TO ADD SERVICE PROVIDERS TO THE POOL, PROVIDED SUCH VENDORS MEET THE REQUIREMENTS OF THE ITB FOR THEIR RESPECTIVE COMPETENCY; AND FURTHER PROVIDING THAT ANY SERVICE ORDER IN EXCESS OF 100,000 FOR ANY PROJECT SHALL BE SUBJECT TO THE PRIOR APPROVAL OF THE CITY COMMISSION. WHEREAS,the Information Technology(IT) Department routinely utilizes a number of Microsoft services for various City IT needs; and WHEREAS, in accordance with Microsoft's service delivery model, the required services are typically acquired through service providers certified by Microsoft in one or more of the following competencies: application development; application integration; cloud business application; cloud customer relationship management (CRM); cloud platform; cloud productivity; collaboration and content; communication; data analytics; data platform; data center; development and operations (DevOps); enterprise resource planning; learning; messaging; project and portfolio management; small and midmarket cloud solutions; and windows and devices; and WHEREAS, because some of the needs of the IT Department are unplanned and require a rapid response, it is in the City's best interest to have a pool of prequalified Microsoft service providers from which the IT Department can seek proposals and quickly deploy a service provider to address the identified needs; and WHEREAS, based on the foregoing needs, the Administration issued Invitation to Bid (ITB) 2019-246-DF, seeking applications from qualified firms interested in participating in the pool of prequalified Microsoft certified service providers; and WHEREAS, the ITB was issued on August 30, 2019, with bid opening date of September 17, 2019; and WHEREAS, the Procurement Department issued bid notices to 41,914 companies utilizing www.publicpurchase.com and www.BidSync.com websites, which resulted in the receipt of responses from the following fourteen (14) firms for various competencies, as indicated more fully in Exhibit "A" to the Commission Memorandum accompanying this Resolution: Centric Consulting, LLC; Persepta, LLC;Axtegrity Consulting; Smartek2l LLC; Tallan, Inc.; Forsyte IT Solutions; DGR Systems LLC; Cloud Navigator, Inc.; eMazzanti Technologies; Computer Solutions East, Inc.; C2S Technologies Inc.; Netwise USA, Inc.; Daruma Tech; and Powersolv Inc.; and WHEREAS,the Administration has verified that each of the firms that responded to the ITB are responsive and meet the requirements of the ITB; and WHEREAS, although eMazzanti Technologies submitted a response for various categories, the firm is only certified by Microsoft in the cloud platform competency; accordingly, its submission for the other competencies had to be rejected, because the firm is not certified by Microsoft for those competencies, as required by the ITB; WHEREAS, when a need arises, the IT Department will seek proposals from all prequalified firms for one or more of the applicable competencies as stated in Attachment A; and WHEREAS, for service orders up to $100,000, the approval of the City Manager or designee will be required in accordance with the City Manager's existing delegated procurement authority under the City Code; service orders exceeding $100,000 will be submitted to the City Commission for its consideration; and WHEREAS, to maximize competition among the prequalified firms, the Administration is recommending that the ITB remain open, to permit the City Manager to prequalify additional firms as part of the pool, provided that such firms meet all of the requirements of the ITB. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission hereby accept the recommendation of the City Manager, pursuant to Invitation to Bid (ITB) 2019-246-DF, to establish a pool of Microsoft certified service providers to expedite the selection of vendors for future Information Technology Projects involving Microsoft services, and approving the various Microsoft-designated competencies, and the initial pool of qualified service providers, as set forth in Exhibit "A" to the Commission Memorandum accompanying this Resolution;further, authorizing the City Manager to keep the ITB open for the purpose of prequalifying additional Microsoft certified service providers, and delegating to the City Manager the authority to add service providers to the pool, provided such vendors meet the requirements of the ITB for their respective competency; and further providing that any Service Order in excess of $100,000 for any Project shall be subject to the prior approval of the City Commission. PASSED AND ADOPTED this 11 day of pecCrr Ge 2019. Dan Gelber, Mayo.. ATTEST: 2419t )t.91 Rafael E. Granado, City Clerk INCORP OR.ATEO J ..• _" APPROVED AS TO Q .° H FORM &LANGUAGE 2 ` FOR EXECUTION tt City Attorney ozpe ®ti REQUEST FOR CITY MANAGER APPROVAL 2021-325-DF Requested Action Piggyback Approval Award of ITQ Contract Execution Request for Contract Term Renewal Change Order Approval XXX Other: Approval Request approval from the City Manager to add, pursuant to the authority established in Resolution No. 2019-31092, Microsoft certified service providers to existing vendors pool for Microsoft professional service providers. Why is requested action necessary? Invitation to Bid (ITB) 2019-246-DF was issued by the City of Miami Beach, Florida (the “City”) as the means for interested parties to submit applications for the City’s consideration in establishing a pool of pre -qualified Microsoft certified service providers. On December 11, 2019, the Mayor and City Commission adopted Resolution No. 2019- 31092, pursuant to Invitation to Bid (ITB) No. 2019-246-DF, authorizing the Administration to keep the ITB active for the purpose of receiving additional prequalification applications from service providers, and further, authorizes the City Manager to add contractors deemed qualified to the pool, provided the additional contractors meet the requirements of the ITB. The Procurement Department has received an additional fourteen (14) responsive and responsible applications pursuant to the ITB from: 1) Golden Five LLC; 2) CDW Government LLC; 3) Momentum Consulting Corp.; 4) Projility, Inc.; 5) SVAM International Inc.; 6) Communication Square LLC; 7) Navisite LLC; 8) Nihilent Inc; 9) Crayon Software Experts, LLC; 10) California Creative Solutions Inc (d/b/a CCS Global Tech); 11) Fulcrum Digital, Inc; 12) Arctic Information Technology, Inc; 13) Cambay Consulting LLC (d/b/a Cambay Digital); and, 14) OnActuate Consultant US Inc. The Procurement and Information Technology (IT) Departments have determined that the additional fourteen (14)service providers are qualified and meet the requirements established in the ITB. This item seeks the City Manager’s approval, pursuant to authority established in Resolution 2021-31585, to add the aforementioned firms to the pool of prequalified firms for Microsoft products. Previous Action(s) N/A Authority In accordance with Resolution 2019-31092, which authorizes the City Manager to keep the ITB active for the purpose of prequalifying additional contractors; and to add new (or remove for non -performance) contractors to the pool, provided such added contractors meet the requirements of the ITB. Fiscal Impact N/A Term 12/11/2019 - 12/10/2022 Attachments Attachment A; Resolution 2019-31092 Approval Dept. Head: Procurement: ACM(s): City Manager: Date: Date: Date: Date: DocuSign Envelope ID: 95E9CF41-AA2D-4554-A222-EB2FFC47066C 10/13/2021 | 9:35 EDT 10/13/2021 | 10:15 EDT 10/13/2021 | 1:43 EDT 10/21/2021 | 3:45 EDT DocuSign Envelope ID: 95E9CF41-AA2D-4554-A222-EB2FFC47066C ATTACHMENT A Application Development 1. Centric Consulting, LLC 2. Smartek 21, LLC 3. Tallan, Inc. 4. Computer Solutions East Inc. 5. Daruma Tech, LLC 6. Powersolv, Inc 7. Netwise USA, Inc. 8. Catapult Systems, LLC1 9. Digital Mobile Innovations, LLC1 10. Nagarro Inc. 1 11. CDW Government LLC2 12. Momentum Consulting Group Corp2 13. SVAM International Inc.2 14. Navisite LLC2 15. Nihilent Inc2 16. Crayon Software Experts, LLC2 17. Arctic Information Technology, Inc2 18. Cambay Digital2 19. Fulcrum Digital2 20. OnActuate Consultant2 21. Golden Five LLC2 Application Integration 1. Tallan, Inc. 2. Catapult Systems, LLC1 3. CCS Global Tech1 4. Softchoice Corporation1 5. CDW Government LLC2 6. Navisite LLC2 7. Nihilent Inc2 8. CCS Global Tech2 9. Arctic Information Technology, Inc2 10. Cambay Digital2 11. Fulcrum Digital2 Cloud Business Application (PC Only) N/A Cloud Customer Relationship Management (CRM) N/A Cloud Platform 1. Centric Consulting, LLC 2. Tallan, Inc. 3. Forsyte IT Solutions, LLC 4. Cloud Navigator, Inc. 5. eMazzanti Technologies 6. Computer Solutions East Inc. 7. Catapult Systems, LLC1 8. Digital Mobile Innovations, LLC1 9. Nagarro Inc1 10. Softchoice Corporation1 11. CDW Government LLC2 12. SVAM International Inc.2 13. Communication Square2 14. Navisite LLC2 15. Nihilent Inc2 16. Crayon Software Experts, LLC2 17. Cambay Digital2 Cloud Productivity 1. Centric Consulting, LLC 2. Tallan, Inc. 3. Cloud Navigator, Inc. 4. Computer Solutions East Inc. 5. Forsyte IT Solutions, LLC 6. Catapult Systems, LLC1 7. TechHouse1 8. CDW Government LLC2 9. Communication Square2 10. Navisite LLC2 11. Nihilent Inc2 12. Crayon Software Experts, LLC2 13. Arctic Information Technology, Inc2 14. Golden Five LLC2 Collaboration and Content 1. Centric Consulting, LLC 2. Smartek 21, LLC 3. Tallan, Inc. 4. Cloud Navigator, Inc. 5. Computer Solutions East Inc. 6. Powersolv, Inc 7. Catapult Systems, LLC1 8. Digital Mobile Innovations1 9. Nagarro Inc. 1 10. Softchoice Corporation1 11. CDW Government LLC2 12. SVAM International Inc.2 13. Nihilent Inc2 14. Crayon Software Experts, LLC2 15. Arctic Information Technology, Inc2 16. Cambay Digital2 17. Golden Five LLC2 Communication 1. CDW Government LLC2 2. Crayon Software Experts, LLC2 3. Cambay Digital2 Data Analytics 1. Centric Consulting, LLC 2. Smartek 21, LLC 3. Tallan, Inc. 4. C2S Technologies Inc 5. Catapult Systems, LLC1 6. CCS Global Tech1 7. Digital Mobile Innovations, LLC1 8. INVID1 DocuSign Envelope ID: 95E9CF41-AA2D-4554-A222-EB2FFC47066C ATTACHMENT A 9. Softchoice Corporation1 10. CDW Government LLC2 11. SVAM International Inc.2 12. Communication Square2 13. Navisite LLC2 14. Nihilent Inc2 15. Crayon Software Experts, LLC2 16. Arctic Information Technology, Inc2 Data Platform 1. Persepta LLC 2. Tallan, Inc. 3. Catapult Systems, LLC1 4. CCS Global Tech1 5. Digital Mobile Innovations, LLC1 6. INVID1 7. Softchoice Corporation1 8. Navisite LLC2 9. Nihilent Inc2 10. Crayon Software Experts, LLC2 11. Golden Five LLC2 Data Center 1. Centric Consulting, LLC 2. Smartek 21, LLC 3. Tallan, Inc. 4. Forsyte IT Solutions, LLC 5. Cloud Navigator, Inc. 6. Computer Solutions East Inc. 7. Powersolv, Inc 8. Catapult Systems, LLC1 9. CCS Global Tech1 10. Digital Mobile Innovations, LLC1 11. Softchoice Corporation1 12. CDW Government LLC2 13. Communication Square2 14. Navisite LLC2 15. Nihilent Inc2 16. Crayon Software Experts, LLC2 17. Arctic Information Technology, Inc2 18. Cambay Digital2 19. Golden Five LLC2 Dev Ops 1. Tallan, Inc. 2. Catapult Systems, LLC1 3. CDW Government LLC2 4. Crayon Software Experts, LLC2 Enterprise Mobility Management 1. Cloud Navigator, Inc. 2. Forsyte IT Solutions, LLC 3. Catapult Systems, LLC1 4. Softchoice Corporation1 5. CDW Government LLC2 6. Navisite LLC2 7. OnActuate Consultant2 Enterprise Resource Planning 1. Centric Consulting, LLC 2. Axtegrity Consulting LLC 3. Crayon Software Experts, LLC2 4. Arctic Information Technology, Inc2 Learning N/A Messaging 1. Computer Solutions East Inc. 2. Catapult Systems, LLC1 3. Nagarro Inc. 1 4. Softchoice Corporation1 5. CDW Government LLC2 6. Crayon Software Experts, LLC2 7. Golden Five LLC2 Project and Portfolio Management 1. Projility, Inc2 2. Nihilent Inc2 3. Crayon Software Experts, LLC2 4. CCS Global Tech2 5. Cambay Digital2 Small and Midmarket Cloud Solutions 1. Computer Solutions East Inc. 2. Softchoice Corporation1 3. TechHouse1 4. CDW Government LLC2 5. Navisite LLC2 Windows and Devices 1. Forsyte IT Solutions, LLC 2. DGR Systems, LLC 3. Computer Solutions East Inc. 4. Catapult Systems, LLC1 5. CCS Global Tech1 6. Softchoice Corporation1 7. CDW Government LLC2 8. Communication Square2 9. Arctic Information Technology, Inc2 10. Golden Five LLC2 1 Added through CM Approval No. 2020-099-DF 2 Added through CM Approval No. 2021-325-DF DocuSign Envelope ID: 95E9CF41-AA2D-4554-A222-EB2FFC47066C ATTACHMENT B ADDENDA AND ITB SOLICITATION ADDENDUM NO. 3 ITB 2019-246-DF PRE-QUALIFICATION POOL FOR MICROSOFT PROFESSIONAL SERVICE PROVIDERS PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 www.miamibeachfl.gov ADDENDUM NO. 3 INVITATION TO BID (ITB) 2019-246-DF PRE-QUALIFICATION POOL FOR MICROSOFT PROFESSIONAL SERVICE PROVIDERS JULY 21, 2020 This Addendum to the above-referenced ITB is issued in response to questions from prospective proposers, or other clarifications and revisions issued by the City. The ITB is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). I. CLARIFICATIONS. Firms interested in being consider for inclusion to the pool of prequalified firms, must submit the Consultant Prequalification Application (“Appendix A”), fully completed and executed, via email to the addresses below. Hardcopies of the application will not be accepted, nor will applications be accepted through BidSync. Email applications to: jasoncrouch@miamibeachfl.gov with a copy to kristybada@miamibeach.gov II. REMINDER. ITB DUE DATE AND TIME. The deadline for the receipt of applications is 3:00 PM, on Friday, December 18, 2020. Late applications will not be accepted. Proposers are cautioned to plan sufficient time to allow for any delays for which the Proposer is solely responsible. Any questions regarding this Addendum should be submitted in writing to the Procurement Department to the attention of the individual named below, with a copy to the City Clerk’s Office at RafaelGranado@miamibeachfl.gov Procurement Contact: Jason Crouch Telephone: 305-673-7000, ext.26694 Email: JasonCrouch@miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your ITB submission. Sincerely, Alex Denis Procurement Director ITB 2019-246-DF 9 APPENDIX A ________________________________________________________________________ Prequalification Application ________________________________________________________________________ 2019-246-DF Microsoft Professional Services PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 ITB 2019-246-DF 10 Prequalification Application Instructions Section 1, General. The purpose of this Prequalification Application is to establish a pool of pre- qualified bidders for current and future Microsoft Professional Services related projects, which shall ensure that the Information Technology Department have access to qualified vendors to ensure that projects are awarded in a competitive manner that maximizes available funds. Section 2, Submittal Instructions. The Consultant Prequalification Application will not be considered until it has been submitted completed and executed by a principal of the applicant. Incomplete applications cannot be processed. If requested information is not applicable, please indicate ''N/A'' or ''None. '' If answers to questions are lengthier than the spaces that are provided in the application, the answers may be provided on additional pages, which must be attached to the application. All requested documents must also be attached to the application. Failure to attach all requested documents will delay review and approval of the application. Submit one (1) signed original and one (1) electronic copy (e.g., flash drive, CD-ROM) of the applications to: City of Miami Beach Procurement Department Attention: ITB 2019-246-DF 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 The City reserves the right to request clarifications or additional information as deemed necessary to evaluate an applicant’s qualifications. When clarifications or additional information is requested by the City, Applicants will have seven (7) business days to provide, in full, all the requested information. Failure to provide the information within the prescribed time will delay the review process and may result in denial of prequalification. Section 3, Deadline For Submittal. There is no deadline for the submittal of applications. However, the initial review of applications shall begin 15 days after issuance of this ITB. Applications submitted after this date will be reviewed periodically on an on-going basis. The City will endeavor to complete the review of each application within 60 days of receipt. [THE REMAINDER OF THIS PAGE IS LEFT INTENTIONALLY BLANK] ITB 2019-246-DF 11 Part A – General Bidder Information. FIRM NAME: NO. OF YEARS IN BUSINESS: NO. OF YEARS IN BUSINESS LOCALLY: NO. OF EMPLOYEES: OTHER NAME(S) BIDDER HAS OPERATED UNDER IN THE LAST 10 YEARS: FIRM PRIMARY ADDRESS (HEADQUARTERS): CITY: STATE: ZIP CODE: TELEPHONE NO.: TOLL FREE NO.: FAX NO.: FIRM LOCAL ADDRESS: CITY: STATE: ZIP CODE: PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT: ACCOUNT REP TELEPHONE NO.: ACCOUNT REP TOLL FREE NO.: ACCOUNT REP EMAIL: FEDERAL TAX IDENTIFICATION NO.: APPLICANT FIRM IS: _____CORPORATION / _____PARTNERSHIP / _____SOLE PROPRIETORSHIP / _____OTHER (If other, specify:______________________________) Part B – Category of Work. Provide checkmark on at least one (1) of the following Microsoft competencies for which the bidder is a Microsoft Gold partner. Submit documentation for all that apply.  Competency  Competency Application Development Data Center Application Integration Dev Ops Cloud Business Application (PC Only) Enterprise Mobility Management Cloud Customer Relationship Management (CRM) Enterprise Resource Planning Cloud Platform Learning Cloud Productivity Messaging Collaboration and Content Project and Portfolio Management Communication Small and Midmarket Cloud Solutions Data Analytics Windows and Devices Data Platform ITB 2019-246-DF 12 Part C – Operational & Management Information. 1. Provide the names of each owner (stockholder, sole proprietor, and partner), director, or officer of the company, below. Submit additional names on a separate sheet if required. Owner Ownership percentage Directorship/Office type 2. Provide three (3) projects similar in size and scope (e.g. Microsoft-related services that the applicant has completed in the last five (5) years. Project Description of Work Project Reference Name: Email: Telephone: Name: Email: Telephone: Name: Email: Telephone: 3. Has the applicant company´s certification(s) been revoked during the last five (5) years? YES NO If yes, why? 4. Have any owners, directors, officers, or agents of the applicant company had any certification revoked during the last five (5) years? YES NO If yes, why? 5. Is the applicant company currently barred by a governmental agency, from bidding work as a prime or subconsultant? YES NO If yes, state debarment period and the reason(s) for debarment? ITB 2019-246-DF 13 6. Has the applicant company or any of its owners, directors, officers, or agents been convicted of a crime or had a claim that was filed in a court and mediated or arbitrated during the last five (5) years? YES NO If yes, why? 7. Is an affiliate of the applicant company prequalified by the City of Miami Beach to bid on work? YES NO If yes, state the name of the affiliate? 8. Is the applicant company a parent, subsidiary, or holding company for another company? YES NO If the answer is "yes," identify the company and type of relationship(s), below: Company Type of affiliation (parent or subsidiary) Period of affiliation 9. Is an owner, director, officer, or agent of the applicant company affiliated with another company? YES NO If the answer is "yes," provide the following information for each individual and the affiliated company. Individual´s name Affiliated company´s name Period of affiliation Type of affiliation (e.g. officer, director, owner or employee) 10. Is the applicant company currently the debtor in a bankruptcy case or file for bankruptcy during the last five (5) years? YES NO If yes, explain and attach, as applicable, the relevant case and court documents, including (but not limited to): the original petition, including the case number and the date that the petition was filed; a copy of the ITB 2019-246-DF 14 bankruptcy court's discharge order, and any other document that ended the case, if no discharge order was issued. 11. Has any owner, director, officer, or agent for the applicant company, or has any business organization in which any such person was an owner, director, officer, or agent filed for or been discharged in bankruptcy within the past five (5) years? YES NO If yes, explain and attach a copy of the discharge order, order confirming plan and if a Corporate Chapter 7 case, a copy of the notice of commencement. 12. Has any owner, director, officer, or agent of the applicant company owned or managed a company under any other name in the last five (5) years? YES NO If yes, explain. 13. Has the applicant company been assessed or paid any fines on any project during the past five (5) years, whether the project was publicly or privately owned? YES NO If yes, explain. 14. Are there currently any liens, suits, or judgments of record pending against any owner, director, officer, or agent for the company that is related to the business activities of a business organization? YES NO If yes, explain. ITB 2019-246-DF 15 15. Has the applicant company or any of its owners, officers, or partners ever been convicted (criminal) or found liable (civil) for making either a false claim or material misrepresentation to any public agency or entity? If yes, explain. 16. Has the applicant company or any of its owners, officers, or partners ever been convicted of any a federal or state crime? YES NO If yes, explain. 17. Is any officer, director, employee or agent, or immediate family member (spouse, parent, sibling, and child) of any officer, director, employee or agent, an employee of the City of Miami Beach? YES NO If yes, state name, title and share of ownership Name Title Share (%) of Ownership 18. Has the applicant, or any officer, director, employee or agent, contributed to the campaign either directly or indirectly, of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Miami Beach? YES NO If yes, provide details. 19. Pursuant to City Resolution No.2000-23879, each person or entity that seeks to do business with the City shall adopt a Code of Business Ethics ("Code"). Does the applicant maintain a corporate code of business ethics? YES NO 19a. If yes, attach. If no, will the applicant accept the City’s code of ethics (available at available at http://www.miamibeachfl.gov/city-hall/procurement/procurement-related-ordinance-and- procedures)? YES NO 20. Pursuant to City Ordinance No.2016-3990, the City shall not enter into a contract with a business ITB 2019-246-DF 16 unless the business represents that it does not and will not engage in a boycott as defined in Section 2-375(a) of the City Code, including the blacklisting, divesting from, or otherwise refusing to deal with a person or entity when such action is based on race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital or familial status, age or disability. Does the applicant agree to be comply with this prohibition? YES NO 21. Is the applicant a small business concern owned and controlled by a veteran(s) (certified by the State of Florida Department of Management Services or a service-disabled veteran business enterprise (certified by the United States Department of Veterans Affairs). YES NO Certifying Agency Certification Type 22. Moratorium on Travel to and the Purchase of Goods or Services from North Carolina and Mississippi. Pursuant to Resolution 2016-29375, the City of Miami Beach, Florida prohibits the purchase of goods or services sourced in North Carolina and Mississippi. Are any of the products for which the bidder is seeking to be prequalified sourced in North Carolina or Mississippi? YES NO If yes, which brands. 23. Equal Benefits for Employees with Spouses and Employees with Domestic Partners. Purchases hereunder are subject to the requirements of Equal Benefits for Domestic Partners Ordinance 2005- 3494 that requires bidders with more than 51 employees and City volume greater than $100,000 to provide “Equal Benefits” to their employees with domestic partners, as they provide to employees with spouses. The Ordinance applies to all employees of a bidder who works within the City limits of the City of Miami Beach, Florida; and the Consultant’s employees located in the United States, but outside of the City of Miami Beach limits, who are directly performing work on the contract within the City of Miami Beach. A. Does your company provide or offer access to any benefits to employees with spouses or to spouses of employees? YES NO B. Does your company provide or offer access to any benefits to employees with (same or opposite sex) domestic partners* or to domestic partners of employees? YES NO C. Please check all benefits that apply to your answers above and list in the “other” section any additional benefits not already specified. Note: some benefits are provided to employees because they have a spouse or domestic partner, such as bereavement leave; other benefits are provided directly to the spouse or domestic partner, such as medical insurance. BENEFIT Company Provides for Employees with Company Provides for Employees with Company does not Provide Benefit ITB 2019-246-DF 17 Spouses Domestic Partners Health Sick Leave Family Medical Leave Bereavement Leave 23. Fair Chance Requirement. Bidder certifies that it has adopted policies, practices and standards consistent with the City’s Fair Chance Ordinance, pursuant to Section 2-376 of the City Code. Bidder agrees to provide the City with supporting documentation evidencing its compliance upon request. Proposer further agrees that any breach of the representations made herein shall constitute a material breach of contract, and shall entitle the City to the immediate termination for cause of the agreement, in addition to any damages that may be available at law and in equity. Failure to agree shall result in proposal disqualification. YES NO APPLICANT AFFIDAVIT The undersigned agrees that s/he: 1) is a principal of the applicant duly authorized to execute the foregoing Consultant Prequalification Certification Application, and that the contents of said document(s) are complete, true, and correct to the best of his/her knowledge and belief; 2) s/ certifies that the application and supporting documents include all of the material information necessary to validate the status of the company for prequalification purposes; 3) s/ shall notify the Procurement Department within fifteen (15) days and provide a notarized statement whenever a change occurs in the ownership, management, or financial condition of the company. Further, any prequalification applicant, including its principal(s), director(s), and any affiliate, who is a party to any misrepresentation to obtain business or contracts with the City of Miami Beach shall be declared delinquent and have its certificate suspended or revoked and will be subject to debarment and any other penalties prescribed by law. The undersigned affirms that the applicant agrees: 1) to complete and unconditional acceptance of the terms and conditions of this document, inclusive of attachments, exhibits and appendices and the contents of any Addenda released hereto; 2) that it has not colluded, nor will collude, with any other applicant; 3) that all information contained herein is part of the public domain as defined by the State of Florida Sunshine and Public Records Laws; 4) that all responses, data and information contained in the proposal are true and accurate. Name: Title (must be a principal of the applicant): Signature: Date: ITB 2019-246-DF 9 APPENDIX A ________________________________________________________________________ Prequalification Application ________________________________________________________________________ 2019-246-DF Microsoft Professional Services PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 ITB 2019-246-DF 10 Prequalification Application Instructions Section 1, General. The purpose of this Prequalification Application is to establish a pool of pre- qualified bidders for current and future Microsoft Professional Services related projects, which shall ensure that the Information Technology Department have access to qualified vendors to ensure that projects are awarded in a competitive manner that maximizes available funds. Section 2, Submittal Instructions. The Consultant Prequalification Application will not be considered until it has been submitted completed and executed by a principal of the applicant. Incomplete applications cannot be processed. If requested information is not applicable, please indicate ''N/A'' or ''None. '' If answers to questions are lengthier than the spaces that are provided in the application, the answers may be provided on additional pages, which must be attached to the application. All requested documents must also be attached to the application. Failure to attach all requested documents will delay review and approval of the application. Submit one (1) signed original and one (1) electronic copy (e.g., flash drive, CD-ROM) of the applications to: City of Miami Beach Procurement Department Attention: ITB 2019-246-DF 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 The City reserves the right to request clarifications or additional information as deemed necessary to evaluate an applicant’s qualifications. When clarifications or additional information is requested by the City, Applicants will have seven (7) business days to provide, in full, all the requested information. Failure to provide the information within the prescribed time will delay the review process and may result in denial of prequalification. Section 3, Deadline For Submittal. There is no deadline for the submittal of applications. However, the initial review of applications shall begin 15 days after issuance of this ITB. Applications submitted after this date will be reviewed periodically on an on-going basis. The City will endeavor to complete the review of each application within 60 days of receipt. [THE REMAINDER OF THIS PAGE IS LEFT INTENTIONALLY BLANK] ITB 2019-246-DF 11 Part A – General Bidder Information. FIRM NAME: NO. OF YEARS IN BUSINESS: NO. OF YEARS IN BUSINESS LOCALLY: NO. OF EMPLOYEES: OTHER NAME(S) BIDDER HAS OPERATED UNDER IN THE LAST 10 YEARS: FIRM PRIMARY ADDRESS (HEADQUARTERS): CITY: STATE: ZIP CODE: TELEPHONE NO.: TOLL FREE NO.: FAX NO.: FIRM LOCAL ADDRESS: CITY: STATE: ZIP CODE: PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT: ACCOUNT REP TELEPHONE NO.: ACCOUNT REP TOLL FREE NO.: ACCOUNT REP EMAIL: FEDERAL TAX IDENTIFICATION NO.: APPLICANT FIRM IS: _____CORPORATION / _____PARTNERSHIP / _____SOLE PROPRIETORSHIP / _____OTHER (If other, specify:______________________________) Part B – Category of Work. Provide checkmark on at least one (1) of the following Microsoft competencies for which the bidder is a Microsoft Gold partner. Submit documentation for all that apply.  Competency  Competency Application Development Data Center Application Integration Dev Ops Cloud Business Application (PC Only) Enterprise Mobility Management Cloud Customer Relationship Management (CRM) Enterprise Resource Planning Cloud Platform Learning Cloud Productivity Messaging Collaboration and Content Project and Portfolio Management Communication Small and Midmarket Cloud Solutions Data Analytics Windows and Devices Data Platform ITB 2019-246-DF 12 Part C – Operational & Management Information. 1. Provide the names of each owner (stockholder, sole proprietor, and partner), director, or officer of the company, below. Submit additional names on a separate sheet if required. Owner Ownership percentage Directorship/Office type 2. Provide three (3) projects similar in size and scope (e.g. Microsoft-related services that the applicant has completed in the last five (5) years. Project Description of Work Project Reference Name: Email: Telephone: Name: Email: Telephone: Name: Email: Telephone: 3. Has the applicant company´s certification(s) been revoked during the last five (5) years? YES NO If yes, why? 4. Have any owners, directors, officers, or agents of the applicant company had any certification revoked during the last five (5) years? YES NO If yes, why? 5. Is the applicant company currently barred by a governmental agency, from bidding work as a prime or subconsultant? YES NO If yes, state debarment period and the reason(s) for debarment? ITB 2019-246-DF 13 6. Has the applicant company or any of its owners, directors, officers, or agents been convicted of a crime or had a claim that was filed in a court and mediated or arbitrated during the last five (5) years? YES NO If yes, why? 7. Is an affiliate of the applicant company prequalified by the City of Miami Beach to bid on work? YES NO If yes, state the name of the affiliate? 8. Is the applicant company a parent, subsidiary, or holding company for another company? YES NO If the answer is "yes," identify the company and type of relationship(s), below: Company Type of affiliation (parent or subsidiary) Period of affiliation 9. Is an owner, director, officer, or agent of the applicant company affiliated with another company? YES NO If the answer is "yes," provide the following information for each individual and the affiliated company. Individual´s name Affiliated company´s name Period of affiliation Type of affiliation (e.g. officer, director, owner or employee) 10. Is the applicant company currently the debtor in a bankruptcy case or file for bankruptcy during the last five (5) years? YES NO If yes, explain and attach, as applicable, the relevant case and court documents, including (but not limited to): the original petition, including the case number and the date that the petition was filed; a copy of the ITB 2019-246-DF 14 bankruptcy court's discharge order, and any other document that ended the case, if no discharge order was issued. 11. Has any owner, director, officer, or agent for the applicant company, or has any business organization in which any such person was an owner, director, officer, or agent filed for or been discharged in bankruptcy within the past five (5) years? YES NO If yes, explain and attach a copy of the discharge order, order confirming plan and if a Corporate Chapter 7 case, a copy of the notice of commencement. 12. Has any owner, director, officer, or agent of the applicant company owned or managed a company under any other name in the last five (5) years? YES NO If yes, explain. 13. Has the applicant company been assessed or paid any fines on any project during the past five (5) years, whether the project was publicly or privately owned? YES NO If yes, explain. 14. Are there currently any liens, suits, or judgments of record pending against any owner, director, officer, or agent for the company that is related to the business activities of a business organization? YES NO If yes, explain. ITB 2019-246-DF 15 15. Has the applicant company or any of its owners, officers, or partners ever been convicted (criminal) or found liable (civil) for making either a false claim or material misrepresentation to any public agency or entity? If yes, explain. 16. Has the applicant company or any of its owners, officers, or partners ever been convicted of any a federal or state crime? YES NO If yes, explain. 17. Is any officer, director, employee or agent, or immediate family member (spouse, parent, sibling, and child) of any officer, director, employee or agent, an employee of the City of Miami Beach? YES NO If yes, state name, title and share of ownership Name Title Share (%) of Ownership 18. Has the applicant, or any officer, director, employee or agent, contributed to the campaign either directly or indirectly, of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Miami Beach? YES NO If yes, provide details. 19. Pursuant to City Resolution No.2000-23879, each person or entity that seeks to do business with the City shall adopt a Code of Business Ethics ("Code"). Does the applicant maintain a corporate code of business ethics? YES NO 19a. If yes, attach. If no, will the applicant accept the City’s code of ethics (available at available at http://www.miamibeachfl.gov/city-hall/procurement/procurement-related-ordinance-and- procedures)? YES NO 20. Pursuant to City Ordinance No.2016-3990, the City shall not enter into a contract with a business ITB 2019-246-DF 16 unless the business represents that it does not and will not engage in a boycott as defined in Section 2-375(a) of the City Code, including the blacklisting, divesting from, or otherwise refusing to deal with a person or entity when such action is based on race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital or familial status, age or disability. Does the applicant agree to be comply with this prohibition? YES NO 21. Is the applicant a small business concern owned and controlled by a veteran(s) (certified by the State of Florida Department of Management Services or a service-disabled veteran business enterprise (certified by the United States Department of Veterans Affairs). YES NO Certifying Agency Certification Type 22. Moratorium on Travel to and the Purchase of Goods or Services from North Carolina and Mississippi. Pursuant to Resolution 2016-29375, the City of Miami Beach, Florida prohibits the purchase of goods or services sourced in North Carolina and Mississippi. Are any of the products for which the bidder is seeking to be prequalified sourced in North Carolina or Mississippi? YES NO If yes, which brands. 23. Equal Benefits for Employees with Spouses and Employees with Domestic Partners. Purchases hereunder are subject to the requirements of Equal Benefits for Domestic Partners Ordinance 2005- 3494 that requires bidders with more than 51 employees and City volume greater than $100,000 to provide “Equal Benefits” to their employees with domestic partners, as they provide to employees with spouses. The Ordinance applies to all employees of a bidder who works within the City limits of the City of Miami Beach, Florida; and the Consultant’s employees located in the United States, but outside of the City of Miami Beach limits, who are directly performing work on the contract within the City of Miami Beach. A. Does your company provide or offer access to any benefits to employees with spouses or to spouses of employees? YES NO B. Does your company provide or offer access to any benefits to employees with (same or opposite sex) domestic partners* or to domestic partners of employees? YES NO C. Please check all benefits that apply to your answers above and list in the “other” section any additional benefits not already specified. Note: some benefits are provided to employees because they have a spouse or domestic partner, such as bereavement leave; other benefits are provided directly to the spouse or domestic partner, such as medical insurance. BENEFIT Company Provides for Employees with Company Provides for Employees with Company does not Provide Benefit ITB 2019-246-DF 17 Spouses Domestic Partners Health Sick Leave Family Medical Leave Bereavement Leave 23. Fair Chance Requirement. Bidder certifies that it has adopted policies, practices and standards consistent with the City’s Fair Chance Ordinance, pursuant to Section 2-376 of the City Code. Bidder agrees to provide the City with supporting documentation evidencing its compliance upon request. Proposer further agrees that any breach of the representations made herein shall constitute a material breach of contract, and shall entitle the City to the immediate termination for cause of the agreement, in addition to any damages that may be available at law and in equity. Failure to agree shall result in proposal disqualification. YES NO APPLICANT AFFIDAVIT The undersigned agrees that s/he: 1) is a principal of the applicant duly authorized to execute the foregoing Consultant Prequalification Certification Application, and that the contents of said document(s) are complete, true, and correct to the best of his/her knowledge and belief; 2) s/ certifies that the application and supporting documents include all of the material information necessary to validate the status of the company for prequalification purposes; 3) s/ shall notify the Procurement Department within fifteen (15) days and provide a notarized statement whenever a change occurs in the ownership, management, or financial condition of the company. Further, any prequalification applicant, including its principal(s), director(s), and any affiliate, who is a party to any misrepresentation to obtain business or contracts with the City of Miami Beach shall be declared delinquent and have its certificate suspended or revoked and will be subject to debarment and any other penalties prescribed by law. The undersigned affirms that the applicant agrees: 1) to complete and unconditional acceptance of the terms and conditions of this document, inclusive of attachments, exhibits and appendices and the contents of any Addenda released hereto; 2) that it has not colluded, nor will collude, with any other applicant; 3) that all information contained herein is part of the public domain as defined by the State of Florida Sunshine and Public Records Laws; 4) that all responses, data and information contained in the proposal are true and accurate. Name: Title (must be a principal of the applicant): Signature: Date: [THIS PAGE IS LEFT INTENTIONALLY BLANK] ITB 2019-246-DF 2 TABLE OF CONTENTS SECTIONS: PAGE 0100 GENERAL INFORMATION & SCOPE OF WORK ......................................................... 3 APPENDICES: APPENDIX A PREQUALIFICATION APPLICATION ............................................................. 9 ITB 2019-246-DF 3 SECTION 0100: GENERAL INFORMATION & SCOPE OF WORK 1. PURPOSE. The City of Miami Beach, Florida (the “City”) is seeking to prequalify firms that have been certified by Microsoft as Gold Certified Partners, to provide to the City services in one or more of the following categories:  Application Development  Data Center  Application Integration  Dev Ops  Cloud Business Application (PC Only)  Enterprise Mobility Management  Cloud Customer Relationship Management (CRM)  Enterprise Resource Planning  Cloud Platform  Learning  Cloud Productivity  Messaging  Collaboration and Content  Project and Portfolio Management  Communication  Small and Midmarket Cloud Solutions  Data Analytics  Windows and Devices  Data Platform Bidders that are not certified by Microsoft as Gold Partners in one of the above referenced categories will not be considered. When the City departments require assistance with any of the categories of services identified above, proposals may be solicited from the prequalified firms. Firms interested in being included in the pool of prequalified firms, must submit a Consultant Prequalification Application (attached as “Appendix A”) in accordance with Section 0200. When services are required, the City will issue an Invitation to Quote to all firms, in good standing with the City, who have been prequalified for a particular category. The City utilizes BidSync (www.bidsync.com) for automatic notification of solicitation opportunities and document fulfillment, including the issuance of any addendum to this ITB. Any prospective bidder who has received this ITB by any means other than through BidSync is solely responsible for registering immediately with Bidsync to assure it receives any addendum issued to this ITB. Additionally, prior to submittal of the bid, bidder shall verify that it has received and complied with all addenda issued. Failure to receive an addendum, or comply with an addendum requirement, may result in disqualification of bid submitted. ITB 2019-246-DF 4 2. OVERVIEW OF PREQUALIFICATION PROCESS. The figure below is a general overview of the process that the City will utilize to award work pursuant to the prequalification process. 2. PROCUREMENT CONTACT. Any questions or clarifications concerning this solicitation shall be submitted to the Procurement Contact noted below. The Bid title/number shall be referenced on all correspondence. Procurement Contact: Telephone: Email: Danny Flores 305-673-7000 x26652 dannyflores@miamibeachfl.gov The City Clerk is to be copied on all communications via e-mail at: RafaelGranado@miamibeachfl.gov; or via facsimile: 786-394-4188. 3. APPROVAL OF PREQUALIFIED STATUS. Following the review of applications, the responsive, responsible bidder(s) meeting all terms and conditions of the ITB will be recommended for award, as deemed in the best interest of the City, to the City Manager for his consideration. After considering the staff recommendation for award, the City Manager shall exercise his due diligence and recommend to the Mayor and City Commission the bid that the City Manager deems to be in the best interest of the City. The City Commission shall consider the City Manager’s recommendation(s) and, may approve or reject the City Manager’s recommendation(s). The City Commission may also reject all bids received. In addition to the criteria established in the application, pursuant to Section 2-369 of the City Code, the City may consider the following: ITB 2019-246-DF 5  The ability, capacity and skill of the bidder or applicant to perform the Contract.  Whether the bidder or applicant can perform the Contract within the time specified, without delay or interference.  The character, integrity, reputation, judgment, experience and efficiency of the bidder or applicant.  The quality of performance of previous contracts.  The previous and existing compliance by the bidder or applicant with laws and ordinances relating to the Contract. PREQUALIFIED STATUS IS VALID FOR THREE (3) YEARS FROM DATE OF THE NOTICE OF PREQUALIFICATION ISSUED BY THE CITY, OR AS OTHERWISE APPROVED BY THE CITY MANAGER. 3.1 RENEWAL TERMS. The City Manager, at his sole discretion, may approve up to two (2), one (1) year renewal terms, providing that the required certification is still valid. 4. ADDITIONAL PREQUALIFIED FIRMS TO BE ADDED TO POOL. At any time, the City, through the approval of the City Manager, may accept applications and add additional firms to the list of prequalified firms. 5. AWARDING WORK. When the need for services arises, prequalified consultants, for the applicable category, that are in good standing may be invited to submit statements of work (SOW) and costs based on an Invitation to Quote (ITQ) issued by the City. Each SOW prepared by the consultant shall include a clear description of the work to be performed (with specific and timed deliverables) and the related costs by deliverable. The City will select the prequalified consultant that offers the best combination of services and cost, solely at the discretion of the City. ITB 2019-246-DF 6 6. SERVICE DELIVERY EXPECTATIONS. The City places an emphasis on excellent customer service delivery and expects the prequalified bidder to provide the best possible customer service to any and all awarded projects throughout the term of the contract. The prequalified bidder’s project manager is responsible for monitoring the customer service provided to City by prequalified bidder’s staff, sales and support teams, and employing, as necessary, corrective measures, to ensure that the prequalified bidder will provide and maintain the highest quality of customer service possible during completion of the project(s). Project-specific deliverables and expectations shall be defined on a project-by-project basis, as specified in each ITQ. At a minimum, the prequalified bidder(s) must provide the following levels of support for all awarded projects: (i) Microsoft’s standard software warranty; (ii) Corrective support required to assist in the resolution of identifiable and reproducible software problems; and, (iii) Provide access to software patches, a symptom solution database, software licenses, maintenance and services descriptions, specifications, technical literature, etc. Normal working hours are considered to be Monday thru Friday, 8am-5pm. 7. VOLUME OF WORK TO BE RECEIVED BY BIDDER. No promise of work is given, or should be understood, as a result of a pre-qualification. The City reserves the right to purchase any goods and/or services awarded from any resulting agreement, or another governmental contract, or on an as-needed basis through the City’s spot market purchase provisions. 8. WARRANTY. The Microsoft standard warranty shall cover all software, and the awarded bidders’ warranty shall cover Value-added services provided under this the Contract. The Microsoft standard warranty is required to provide coverage against defective software, workmanship, and failure to perform in accordance with the specifications and required performance criteria. The Microsoft and awarded bidders’ warranty coverage must be identical to or exceed the most inclusive of those normally provided for the commodities and contractual services specified herein that are sold to the City. Should the Microsoft or awarded bidders’ warranty conflict with any requirements, specifications, terms, or conditions of the Contract, the Contract terms and conditions shall prevail. 9. INTELLECTUAL PROPERTY. The parties do not anticipate that any Intellectual Property will be developed or created as a result of the Contract. However, in such case as it is developed or created, any Intellectual Property developed or created as a result of the Contract will belong to and be the sole property of the City. This provision will survive the termination or expiration of the Contract. 10. DOCUMENTATION FOR LICENSES. Upon request, the prequalified bidder is to provide to the City, at the prequalified bidder’s expense, access to electronic copies of license documentation including, but not limited to, City license confirmation certifications. Access to this documentation is not to require a user ID or password and must be available for the City to share with their employees, for business purposes, as appropriate. 11. STANDARD TERMS AND CONDITIONS. The City’s Standard Terms and Conditions for Service Contracts (available at https://www.miamibeachfl.gov/city- hall/procurement/standard-terms-and- conditions/) are referenced and incorporated herein ITB 2019-246-DF 7 12. INSURANCE REQUIREMENT. Prior to the issuance of a work order, the successful firm shall furnish and maintain for the duration of the engagement, the following insurance requirements. The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage may be treated as a material breach of the contract, which could result in withholding of payments or termination of the contract. A. Worker’s Compensation Insurance for all employees of the vendor as required by Florida Statute 440, and Employer Liability Insurance for bodily injury or disease. B. Commercial General Liability Insurance on an occurrence basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence, and $2,000,000 general aggregate. C. Automobile Liability Insurance covering any automobile, if vendor has no owned automobiles, then coverage for hired and non-owned automobiles, with limit no less than $1,000,000 combined per accident for bodily injury and property damage. 12.1 Additional Insured - City of Miami Beach must be included by endorsement as an additional insured with respect to all liability policies (except Professional Liability and Workers’ Compensation) arising out of work or operations performed on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired or borrowed in the form of an endorsement to the Consultant’s insurance. 12.2 Notice of Cancellation - Each insurance policy required above shall provide that coverage shall not be cancelled, except with notice to the City of Miami Beach c/o EXIGIS Insurance Compliance Services. 12.3 Acceptability of Insurers – Insurance must be placed with insurers with a current A.M. Best rating of A:VII or higher. If not rated, exceptions may be made for members of the Florida Insurance Funds (i.e. FWCIGA, FAJUA). Carriers may also be considered if they are licensed and authorized to do insurance business in the State of Florida. 12.4 Verification of Coverage – Consultant shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this contract. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. CERTIFICATE HOLDER MUST READ: CITY OF MIAMI BEACH c/o EXIGIS Insurance Compliance Services P.O. Box 4668 – ECM #35050 New York, NY 10163-4668 Kindly submit all certificates of insurance, endorsements, exemption letters to our servicing ITB 2019-246-DF 8 agent, EXIGIS, at: certificates-miamibeach@riskworks.com 12.5 Special Risks or Circumstances - The City of Miami Beach reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Compliance with the foregoing requirements shall not relieve the vendor of his liability and obligation under this section or under any other section of this agreement. 13. BINDING AGREEMENT. By virtue of submitting an application for the City’s consideration, the applicant agrees that the applications shall be considered an offer on the part of the bidder or applicant, which offer shall be deemed accepted upon approval of applicant’s prequalification status by City Manager or City Commission. Further, applicant agrees that, upon approval of the applicant or bidder’s application by the City Manager or City Commission’s approval, a binding Agreement shall be established between the City and the approved bidder. The Agreement shall be comprised of the following documents, and in the following order: First, the Purchase Order issued by the City; then, Second, the Consultant Service Order signed by the City Manager; then, Third, the Invitation to Quote (ITQ) awarded to the vendor; then, Fourth the ITB, including all documents released in connection with the ITB, including all appendixes and addenda, whether included herein or released under separate cover. In case of default on the part of the Successful Bidder, after said award, the City may take such action as it deems appropriate, including legal action, for damages or specific performance. ITB 2019-246-DF 9 APPENDIX A ________________________________________________________________________ Prequalification Application ________________________________________________________________________ 2019-246-DF Microsoft Professional Services PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 ITB 2019-246-DF 10 Prequalification Application Instructions Section 1, General. The purpose of this Prequalification Application is to establish a pool of pre- qualified bidders for current and future Microsoft Professional Services related projects, which shall ensure that the Information Technology Department have access to qualified vendors to ensure that projects are awarded in a competitive manner that maximizes available funds. Section 2, Submittal Instructions. The Consultant Prequalification Application will not be considered until it has been submitted completed and executed by a principal of the applicant. Incomplete applications cannot be processed. If requested information is not applicable, please indicate ''N/A'' or ''None. '' If answers to questions are lengthier than the spaces that are provided in the application, the answers may be provided on additional pages, which must be attached to the application. All requested documents must also be attached to the application. Failure to attach all requested documents will delay review and approval of the application. Submit one (1) signed original and one (1) electronic copy (e.g., flash drive, CD-ROM) of the applications to: City of Miami Beach Procurement Department Attention: ITB 2019-246-DF 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 The City reserves the right to request clarifications or additional information as deemed necessary to evaluate an applicant’s qualifications. When clarifications or additional information is requested by the City, Applicants will have seven (7) business days to provide, in full, all the requested information. Failure to provide the information within the prescribed time will delay the review process and may result in denial of prequalification. Section 3, Deadline For Submittal. There is no deadline for the submittal of applications. However, the initial review of applications shall begin 15 days after issuance of this ITB. Applications submitted after this date will be reviewed periodically on an on-going basis. The City will endeavor to complete the review of each application within 60 days of receipt. [THE REMAINDER OF THIS PAGE IS LEFT INTENTIONALLY BLANK] ITB 2019-246-DF 11 Part A – General Bidder Information. FIRM NAME: NO. OF YEARS IN BUSINESS: NO. OF YEARS IN BUSINESS LOCALLY: NO. OF EMPLOYEES: OTHER NAME(S) BIDDER HAS OPERATED UNDER IN THE LAST 10 YEARS: FIRM PRIMARY ADDRESS (HEADQUARTERS): CITY: STATE: ZIP CODE: TELEPHONE NO.: TOLL FREE NO.: FAX NO.: FIRM LOCAL ADDRESS: CITY: STATE: ZIP CODE: PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT: ACCOUNT REP TELEPHONE NO.: ACCOUNT REP TOLL FREE NO.: ACCOUNT REP EMAIL: FEDERAL TAX IDENTIFICATION NO.: APPLICANT FIRM IS: _____CORPORATION / _____PARTNERSHIP / _____SOLE PROPRIETORSHIP / _____OTHER (If other, specify:______________________________) Part B – Category of Work. Provide checkmark on at least one (1) of the following Microsoft competencies for which the bidder is a Microsoft Gold partner. Submit documentation for all that apply.  Competency  Competency Application Development Data Center Application Integration Dev Ops Cloud Business Application (PC Only) Enterprise Mobility Management Cloud Customer Relationship Management (CRM) Enterprise Resource Planning Cloud Platform Learning Cloud Productivity Messaging Collaboration and Content Project and Portfolio Management Communication Small and Midmarket Cloud Solutions Data Analytics Windows and Devices Data Platform ITB 2019-246-DF 12 Part C – Operational & Management Information. 1. Provide the names of each owner (stockholder, sole proprietor, and partner), director, or officer of the company, below. Submit additional names on a separate sheet if required. Owner Ownership percentage Directorship/Office type 2. Provide three (3) projects similar in size and scope (e.g. Microsoft-related services that the applicant has completed in the last five (5) years. Project Description of Work Project Reference Name: Email: Telephone: Name: Email: Telephone: Name: Email: Telephone: 3. Has the applicant company´s certification(s) been revoked during the last five (5) years? YES NO If yes, why? 4. Have any owners, directors, officers, or agents of the applicant company had any certification revoked during the last five (5) years? YES NO If yes, why? 5. Is the applicant company currently barred by a governmental agency, from bidding work as a prime or subconsultant? YES NO If yes, state debarment period and the reason(s) for debarment? ITB 2019-246-DF 13 6. Has the applicant company or any of its owners, directors, officers, or agents been convicted of a crime or had a claim that was filed in a court and mediated or arbitrated during the last five (5) years? YES NO If yes, why? 7. Is an affiliate of the applicant company prequalified by the City of Miami Beach to bid on work? YES NO If yes, state the name of the affiliate? 8. Is the applicant company a parent, subsidiary, or holding company for another company? YES NO If the answer is "yes," identify the company and type of relationship(s), below: Company Type of affiliation (parent or subsidiary) Period of affiliation 9. Is an owner, director, officer, or agent of the applicant company affiliated with another company? YES NO If the answer is "yes," provide the following information for each individual and the affiliated company. Individual´s name Affiliated company´s name Period of affiliation Type of affiliation (e.g. officer, director, owner or employee) 10. Is the applicant company currently the debtor in a bankruptcy case or file for bankruptcy during the last five (5) years? YES NO If yes, explain and attach, as applicable, the relevant case and court documents, including (but not limited to): the original petition, including the case number and the date that the petition was filed; a copy of the ITB 2019-246-DF 14 bankruptcy court's discharge order, and any other document that ended the case, if no discharge order was issued. 11. Has any owner, director, officer, or agent for the applicant company, or has any business organization in which any such person was an owner, director, officer, or agent filed for or been discharged in bankruptcy within the past five (5) years? YES NO If yes, explain and attach a copy of the discharge order, order confirming plan and if a Corporate Chapter 7 case, a copy of the notice of commencement. 12. Has any owner, director, officer, or agent of the applicant company owned or managed a company under any other name in the last five (5) years? YES NO If yes, explain. 13. Has the applicant company been assessed or paid any fines on any project during the past five (5) years, whether the project was publicly or privately owned? YES NO If yes, explain. 14. Are there currently any liens, suits, or judgments of record pending against any owner, director, officer, or agent for the company that is related to the business activities of a business organization? YES NO If yes, explain. ITB 2019-246-DF 15 15. Has the applicant company or any of its owners, officers, or partners ever been convicted (criminal) or found liable (civil) for making either a false claim or material misrepresentation to any public agency or entity? If yes, explain. 16. Has the applicant company or any of its owners, officers, or partners ever been convicted of any a federal or state crime? YES NO If yes, explain. 17. Is any officer, director, employee or agent, or immediate family member (spouse, parent, sibling, and child) of any officer, director, employee or agent, an employee of the City of Miami Beach? YES NO If yes, state name, title and share of ownership Name Title Share (%) of Ownership 18. Has the applicant, or any officer, director, employee or agent, contributed to the campaign either directly or indirectly, of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Miami Beach? YES NO If yes, provide details. 19. Pursuant to City Resolution No.2000-23879, each person or entity that seeks to do business with the City shall adopt a Code of Business Ethics ("Code"). Does the applicant maintain a corporate code of business ethics? YES NO 19a. If yes, attach. If no, will the applicant accept the City’s code of ethics (available at available at http://www.miamibeachfl.gov/city-hall/procurement/procurement-related-ordinance-and- procedures)? YES NO 20. Pursuant to City Ordinance No.2016-3990, the City shall not enter into a contract with a business ITB 2019-246-DF 16 unless the business represents that it does not and will not engage in a boycott as defined in Section 2-375(a) of the City Code, including the blacklisting, divesting from, or otherwise refusing to deal with a person or entity when such action is based on race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital or familial status, age or disability. Does the applicant agree to be comply with this prohibition? YES NO 21. Is the applicant a small business concern owned and controlled by a veteran(s) (certified by the State of Florida Department of Management Services or a service-disabled veteran business enterprise (certified by the United States Department of Veterans Affairs). YES NO Certifying Agency Certification Type 22. Moratorium on Travel to and the Purchase of Goods or Services from North Carolina and Mississippi. Pursuant to Resolution 2016-29375, the City of Miami Beach, Florida prohibits the purchase of goods or services sourced in North Carolina and Mississippi. Are any of the products for which the bidder is seeking to be prequalified sourced in North Carolina or Mississippi? YES NO If yes, which brands. 23. Equal Benefits for Employees with Spouses and Employees with Domestic Partners. Purchases hereunder are subject to the requirements of Equal Benefits for Domestic Partners Ordinance 2005- 3494 that requires bidders with more than 51 employees and City volume greater than $100,000 to provide “Equal Benefits” to their employees with domestic partners, as they provide to employees with spouses. The Ordinance applies to all employees of a bidder who works within the City limits of the City of Miami Beach, Florida; and the Consultant’s employees located in the United States, but outside of the City of Miami Beach limits, who are directly performing work on the contract within the City of Miami Beach. A. Does your company provide or offer access to any benefits to employees with spouses or to spouses of employees? YES NO B. Does your company provide or offer access to any benefits to employees with (same or opposite sex) domestic partners* or to domestic partners of employees? YES NO C. Please check all benefits that apply to your answers above and list in the “other” section any additional benefits not already specified. Note: some benefits are provided to employees because they have a spouse or domestic partner, such as bereavement leave; other benefits are provided directly to the spouse or domestic partner, such as medical insurance. BENEFIT Company Provides for Employees with Company Provides for Employees with Company does not Provide Benefit ITB 2019-246-DF 17 Spouses Domestic Partners Health Sick Leave Family Medical Leave Bereavement Leave 23. Fair Chance Requirement. Bidder certifies that it has adopted policies, practices and standards consistent with the City’s Fair Chance Ordinance, pursuant to Section 2-376 of the City Code. Bidder agrees to provide the City with supporting documentation evidencing its compliance upon request. Proposer further agrees that any breach of the representations made herein shall constitute a material breach of contract, and shall entitle the City to the immediate termination for cause of the agreement, in addition to any damages that may be available at law and in equity. Failure to agree shall result in proposal disqualification. YES NO APPLICANT AFFIDAVIT The undersigned agrees that s/he: 1) is a principal of the applicant duly authorized to execute the foregoing Consultant Prequalification Certification Application, and that the contents of said document(s) are complete, true, and correct to the best of his/her knowledge and belief; 2) s/ certifies that the application and supporting documents include all of the material information necessary to validate the status of the company for prequalification purposes; 3) s/ shall notify the Procurement Department within fifteen (15) days and provide a notarized statement whenever a change occurs in the ownership, management, or financial condition of the company. Further, any prequalification applicant, including its principal(s), director(s), and any affiliate, who is a party to any misrepresentation to obtain business or contracts with the City of Miami Beach shall be declared delinquent and have its certificate suspended or revoked and will be subject to debarment and any other penalties prescribed by law. The undersigned affirms that the applicant agrees: 1) to complete and unconditional acceptance of the terms and conditions of this document, inclusive of attachments, exhibits and appendices and the contents of any Addenda released hereto; 2) that it has not colluded, nor will collude, with any other applicant; 3) that all information contained herein is part of the public domain as defined by the State of Florida Sunshine and Public Records Laws; 4) that all responses, data and information contained in the proposal are true and accurate. Name: Title (must be a principal of the applicant): Signature: Date: ATTACHMENT C SUNBIZ & PROPOSAL RESPONSE TO ITB 3/10/2021 Detail by Entity Name search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=NIHILENT F2000…1/3 Department of State / Division of Corporations / Search Records / Search by Entity Name / D C Florida Department of State 3/10/2021 Detail by Entity Name search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=NIHILENT F2000…2/3 Document Number FEI/EIN Number Date Filed State Status Detail by Entity Name Foreign Profit Corporation NIHILENT INC. Filing Information F20000005524 04-3555392 12/09/2020 DE ACTIVE Principal Address 2665 LONG LAKE RD., STE. 100 ROSEVILLE, MN 55113 Mailing Address 2665 LONG LAKE RD., STE. 100 ROSEVILLE, MN 55113 Registered Agent Name & Address CORPORATION SERVICE COMPANY 1201 HAYS STREET TALLAHASSEE, FL 32301-2525 Officer/Director Detail Name & Address Title D BANERJEE, SHUBHABRATA 2665 LONG LAKE RD., STE. 100 ROSEVILLE, MN 55113 Title ST BHANDARI, RAHUL 2665 LONG LAKE RD., STE. 100 ROSEVILLE, MN 55113 Title D TIWARI, GHANSHYAM 2665 LONG LAKE RD., STE. 100 ROSEVILLE, MN 55113 Annual Reports No Annual Reports Filed Document Images 12/09/2020 -- Foreign Profit View image in PDF format Florida Department of State, Division of Corporations 3/10/2021 Detail by Entity Name search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=NIHILENT F2000…3/3 Nihilent Inc. 2665 Long Lake Road, Suite 100 Roseville, MN 55113 Tel: (651) 352-4000 www.nihilentinc.com Dt 16th Dec 2020 City of Miami Beach Procurement Department Attention: ITB 2019-246-DF 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 Hi, We are please to submit our response to your pre-qualification application for Microsoft Professional Services ( 2019-246-DF). Nihilent is a global company with offices in the USA, India, South Africa , UK and Australia. Our US offices are located in Minneapolis, Dallas, Pleasanton, CA and Trumbull Connecticut. We are a Microsoft gold partner and are proud to be the recipient of Microsoft Power BI Partner of the year award for 2019 and Microsoft Azure-IoT partner of the year for 2020. Question 23C of the application has a table for benefits. Nihilent extends health care benefits for dependents ( spouse and domestic partners). We do not have separate sick,, family, bereavement leave as such in our policies .Employees can avail Paid time off which is around 15 days a year. The following documents, along with the application, are attached as support and supplements: Appendix A – Application Appendix B – Microsoft Reference projects Appendix C- Affiliation of Directors, employees of Nihilent Inc with other companies Appendix D - Letter from Microsoft – Gold partner Appendix A - Employee handbook illustrating employee code of ethics in section 4 and specifically 4.4 is also enclosed as a support document. Trust this is in line with your requirements. Please feel free to reach out to us for any clarifications Regards, Prasad Vemuri Vice President . E ITB 2019-246-DF 9 APPENDIX A ________________________________________________________________________ Prequalification Application ________________________________________________________________________ 2019-246-DF Microsoft Professional Services PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 ITB 2019-246-DF 10 Prequalification Application Instructions Section 1, General. The purpose of this Prequalification Application is to establish a pool of pre- qualified bidders for current and future Microsoft Professional Services related projects, which shall ensure that the Information Technology Department have access to qualified vendors to ensure that projects are awarded in a competitive manner that maximizes available funds. Section 2, Submittal Instructions. The Consultant Prequalification Application will not be considered until it has been submitted completed and executed by a principal of the applicant. Incomplete applications cannot be processed. If requested information is not applicable, please indicate ''N/A'' or ''None. '' If answers to questions are lengthier than the spaces that are provided in the application, the answers may be provided on additional pages, which must be attached to the application. All requested documents must also be attached to the application. Failure to attach all requested documents will delay review and approval of the application. Submit one (1) signed original and one (1) electronic copy (e.g., flash drive, CD-ROM) of the applications to: City of Miami Beach Procurement Department Attention: ITB 2019-246-DF 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 The City reserves the right to request clarifications or additional information as deemed necessary to evaluate an applicant’s qualifications. When clarifications or additional information is requested by the City, Applicants will have seven (7) business days to provide, in full, all the requested information. Failure to provide the information within the prescribed time will delay the review process and may result in denial of prequalification. Section 3, Deadline For Submittal. There is no deadline for the submittal of applications. However, the initial review of applications shall begin 15 days after issuance of this ITB. Applications submitted after this date will be reviewed periodically on an on-going basis. The City will endeavor to complete the review of each application within 60 days of receipt. [THE REMAINDER OF THIS PAGE IS LEFT INTENTIONALLY BLANK] ITB 2019-246-DF 11 Part A – General Bidder Information. FIRM NAME: NO. OF YEARS IN BUSINESS: NO. OF YEARS IN BUSINESS LOCALLY: NO. OF EMPLOYEES: OTHER NAME(S) BIDDER HAS OPERATED UNDER IN THE LAST 10 YEARS: FIRM PRIMARY ADDRESS (HEADQUARTERS): CITY: STATE: ZIP CODE: TELEPHONE NO.: TOLL FREE NO.: FAX NO.: FIRM LOCAL ADDRESS: CITY: STATE: ZIP CODE: PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT: ACCOUNT REP TELEPHONE NO.: ACCOUNT REP TOLL FREE NO.: ACCOUNT REP EMAIL: FEDERAL TAX IDENTIFICATION NO.: APPLICANT FIRM IS: _____CORPORATION / _____PARTNERSHIP / _____SOLE PROPRIETORSHIP / _____OTHER (If other, specify:______________________________) Part B – Category of Work. Provide checkmark on at least one (1) of the following Microsoft competencies for which the bidder is a Microsoft Gold partner. Submit documentation for all that apply.  Competency  Competency Application Development Data Center Application Integration Dev Ops Cloud Business Application (PC Only) Enterprise Mobility Management Cloud Customer Relationship Management (CRM) Enterprise Resource Planning Cloud Platform Learning Cloud Productivity Messaging Collaboration and Content Project and Portfolio Management Communication Small and Midmarket Cloud Solutions Data Analytics Windows and Devices Data Platform ITB 2019-246-DF 12 Part C – Operational & Management Information. 1. Provide the names of each owner (stockholder, sole proprietor, and partner), director, or officer of the company, below. Submit additional names on a separate sheet if required. Owner Ownership percentage Directorship/Office type 2. Provide three (3) projects similar in size and scope (e.g. Microsoft-related services that the applicant has completed in the last five (5) years. Project Description of Work Project Reference Name: Email: Telephone: Name: Email: Telephone: Name: Email: Telephone: 3. Has the applicant company´s certification(s) been revoked during the last five (5) years? YES NO If yes, why? 4. Have any owners, directors, officers, or agents of the applicant company had any certification revoked during the last five (5) years? YES NO If yes, why? 5. Is the applicant company currently barred by a governmental agency, from bidding work as a prime or subconsultant? YES NO If yes, state debarment period and the reason(s) for debarment? ITB 2019-246-DF 13 6. Has the applicant company or any of its owners, directors, officers, or agents been convicted of a crime or had a claim that was filed in a court and mediated or arbitrated during the last five (5) years? YES NO If yes, why? 7. Is an affiliate of the applicant company prequalified by the City of Miami Beach to bid on work? YES NO If yes, state the name of the affiliate? 8. Is the applicant company a parent, subsidiary, or holding company for another company? YES NO If the answer is "yes," identify the company and type of relationship(s), below: Company Type of affiliation (parent or subsidiary) Period of affiliation 9. Is an owner, director, officer, or agent of the applicant company affiliated with another company? YES NO If the answer is "yes," provide the following information for each individual and the affiliated company. Individual´s name Affiliated company´s name Period of affiliation Type of affiliation (e.g. officer, director, owner or employee) 10. Is the applicant company currently the debtor in a bankruptcy case or file for bankruptcy during the last five (5) years? YES NO If yes, explain and attach, as applicable, the relevant case and court documents, including (but not limited to): the original petition, including the case number and the date that the petition was filed; a copy of the ITB 2019-246-DF 14 bankruptcy court's discharge order, and any other document that ended the case, if no discharge order was issued. 11. Has any owner, director, officer, or agent for the applicant company, or has any business organization in which any such person was an owner, director, officer, or agent filed for or been discharged in bankruptcy within the past five (5) years? YES NO If yes, explain and attach a copy of the discharge order, order confirming plan and if a Corporate Chapter 7 case, a copy of the notice of commencement. 12. Has any owner, director, officer, or agent of the applicant company owned or managed a company under any other name in the last five (5) years? YES NO If yes, explain. 13. Has the applicant company been assessed or paid any fines on any project during the past five (5) years, whether the project was publicly or privately owned? YES NO If yes, explain. 14. Are there currently any liens, suits, or judgments of record pending against any owner, director, officer, or agent for the company that is related to the business activities of a business organization? YES NO If yes, explain. ITB 2019-246-DF 15 15. Has the applicant company or any of its owners, officers, or partners ever been convicted (criminal) or found liable (civil) for making either a false claim or material misrepresentation to any public agency or entity? If yes, explain. 16. Has the applicant company or any of its owners, officers, or partners ever been convicted of any a federal or state crime? YES NO If yes, explain. 17. Is any officer, director, employee or agent, or immediate family member (spouse, parent, sibling, and child) of any officer, director, employee or agent, an employee of the City of Miami Beach? YES NO If yes, state name, title and share of ownership Name Title Share (%) of Ownership 18. Has the applicant, or any officer, director, employee or agent, contributed to the campaign either directly or indirectly, of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Miami Beach? YES NO If yes, provide details. 19. Pursuant to City Resolution No.2000-23879, each person or entity that seeks to do business with the City shall adopt a Code of Business Ethics ("Code"). Does the applicant maintain a corporate code of business ethics? YES NO 19a. If yes, attach. If no, will the applicant accept the City’s code of ethics (available at available at http://www.miamibeachfl.gov/city-hall/procurement/procurement-related-ordinance-and- procedures)? YES NO 20. Pursuant to City Ordinance No.2016-3990, the City shall not enter into a contract with a business ITB 2019-246-DF 16 unless the business represents that it does not and will not engage in a boycott as defined in Section 2-375(a) of the City Code, including the blacklisting, divesting from, or otherwise refusing to deal with a person or entity when such action is based on race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital or familial status, age or disability. Does the applicant agree to be comply with this prohibition? YES NO 21. Is the applicant a small business concern owned and controlled by a veteran(s) (certified by the State of Florida Department of Management Services or a service-disabled veteran business enterprise (certified by the United States Department of Veterans Affairs). YES NO Certifying Agency Certification Type 22. Moratorium on Travel to and the Purchase of Goods or Services from North Carolina and Mississippi. Pursuant to Resolution 2016-29375, the City of Miami Beach, Florida prohibits the purchase of goods or services sourced in North Carolina and Mississippi. Are any of the products for which the bidder is seeking to be prequalified sourced in North Carolina or Mississippi? YES NO If yes, which brands. 23. Equal Benefits for Employees with Spouses and Employees with Domestic Partners. Purchases hereunder are subject to the requirements of Equal Benefits for Domestic Partners Ordinance 2005- 3494 that requires bidders with more than 51 employees and City volume greater than $100,000 to provide “Equal Benefits” to their employees with domestic partners, as they provide to employees with spouses. The Ordinance applies to all employees of a bidder who works within the City limits of the City of Miami Beach, Florida; and the Consultant’s employees located in the United States, but outside of the City of Miami Beach limits, who are directly performing work on the contract within the City of Miami Beach. A. Does your company provide or offer access to any benefits to employees with spouses or to spouses of employees? YES NO B. Does your company provide or offer access to any benefits to employees with (same or opposite sex) domestic partners* or to domestic partners of employees? YES NO C. Please check all benefits that apply to your answers above and list in the “other” section any additional benefits not already specified. Note: some benefits are provided to employees because they have a spouse or domestic partner, such as bereavement leave; other benefits are provided directly to the spouse or domestic partner, such as medical insurance. BENEFIT Company Provides for Employees with Company Provides for Employees with Company does not Provide Benefit ITB 2019-246-DF 17 Spouses Domestic Partners Health Sick Leave Family Medical Leave Bereavement Leave 23. Fair Chance Requirement. Bidder certifies that it has adopted policies, practices and standards consistent with the City’s Fair Chance Ordinance, pursuant to Section 2-376 of the City Code. Bidder agrees to provide the City with supporting documentation evidencing its compliance upon request. Proposer further agrees that any breach of the representations made herein shall constitute a material breach of contract, and shall entitle the City to the immediate termination for cause of the agreement, in addition to any damages that may be available at law and in equity. Failure to agree shall result in proposal disqualification. YES NO APPLICANT AFFIDAVIT The undersigned agrees that s/he: 1) is a principal of the applicant duly authorized to execute the foregoing Consultant Prequalification Certification Application, and that the contents of said document(s) are complete, true, and correct to the best of his/her knowledge and belief; 2) s/ certifies that the application and supporting documents include all of the material information necessary to validate the status of the company for prequalification purposes; 3) s/ shall notify the Procurement Department within fifteen (15) days and provide a notarized statement whenever a change occurs in the ownership, management, or financial condition of the company. Further, any prequalification applicant, including its principal(s), director(s), and any affiliate, who is a party to any misrepresentation to obtain business or contracts with the City of Miami Beach shall be declared delinquent and have its certificate suspended or revoked and will be subject to debarment and any other penalties prescribed by law. The undersigned affirms that the applicant agrees: 1) to complete and unconditional acceptance of the terms and conditions of this document, inclusive of attachments, exhibits and appendices and the contents of any Addenda released hereto; 2) that it has not colluded, nor will collude, with any other applicant; 3) that all information contained herein is part of the public domain as defined by the State of Florida Sunshine and Public Records Laws; 4) that all responses, data and information contained in the proposal are true and accurate. Name: Title (must be a principal of the applicant): Signature: Date: X X Prasad Vemuri Vice President 12/16/2020 Nihilent Inc. 2665 Long Lake Road, Suite 100 Roseville, MN 55113 Tel: (651) 352-4000 www.nihilentinc.com APPENDIX B Microsoft Projects similar to size and scope – Relevant to this RFP A 1. Customer – NexStar Media Services 2. Description of work – Data Warehouse, Report and Dashboard Development covering all source systems that NexStar Media uses for its broadcasting needs. This involves sales and operation systems data consolidation inside the Data Warehouse. The complete solution was built on Microsoft Analytics platform – SQL Server Enterprise (leveraging SQL Server Analysis Services, SQL Server Integration Services, SQL Master Data Management Services) and Power BI 3. Contact Details – Dione Rigsby, VP Technology, Phone - (972) 373-8800, Email – drigsby@nexstar.tv ------------------------------------------------------------------------------------------------------------------------------------ B 1. Customer – Raising Canes Restaurant 2. Description of work - Data Warehouse, Report and Dashboard Development covering all source systems that involves Raising Canes Restaurant needs. This involves restaurant operations, daily reporting on state of business. The complete solution was built on Microsoft Analytics platform – SQL Server Enterprise (leveraging SQL Server Analysis Services, SQL Server Integration Services, SQL Reporting Services) . The report development was done leveraging SQL Reporting Services Platform 3. Contact Details – Dave Rogers, Sr. Dir Business Intelligence, Phone - 972.769. 3129, Email – darogers@raisingcanes.com ------------------------------------------------------------------------------------------------------------------------------------- C 1. Customer – One Technologies 2. Description of Work – Data Warehouse Platform management, development and support of this customer analytics platform that manages their customer interaction and core product services that One Technologies offer to its customers. The platform leverages Microsoft Analytics Platform – SQL Server Enterprise ( SQL Server Integration Services and Transact SQL (SSIS & T-SQL) for ETL & SQL development. 3. Contact Details – Bhargav Shah, CTO, Phone – 214 379 8202, Email – bshah@onetechnologies.net Nihilent Inc. 2665 Long Lake Road, Suite 100 Roseville, MN 55113 Tel: (651) 352-4000 www.nihilentinc.com APPENDIX C Directors and Employees of Nihilent Inc affiliated with other companies Individual´s name Affiliated company´s name Period of affiliation Type of affiliation (e.g. officer, director, owner or employee Shubhabrata Banerjee Intellect Bizware Services Private Ltd. Approx 5 years Director Shubhabrata Banerjee Nihilent Limited Approx 14 years Employee Shubhabrata Banerjee Nihilent Analytics Limited (merged into Nihilent Limited w.e.f 29 october 2020) Approx 4 years Director Ghanshyam Tiwari Seventh August IT Services Private Limited Approx 5 years Director Ghanshyam Tiwari Nihilent Limited Approx 12 years Employee Rahul Bhandari Nihilent Tanzania Limited Approx 7 years Director Rahul Bhandari Nihilent Australia Pty Limited Approx 7 years Director Rahul Bhandari Nihilent Limited Approx 12 years Employee Prasad Vemuri Nihilent Analytics Inc Approx 8 yrs 8 months Director 12/10/2020 To whom it may concern: I hereby confirm that Nihilent Inc. has satisfied the requirements for demonstrating and validating their technical capabilities in the Microsoft Partner Network program. Nihilent Inc. (MPNID: 1396537) 2665 Long Lake Road Suite 100 Roseville, MN - 55113 United States   Competencies:Competencies:Competencies:Competencies: Demonstrate technical capabilities in Microsoft products or technologies. • Gold Data Analytics (Expires on 5/15/2021) • Gold Data Platform (Expires on 5/15/2021) • Gold Project and Portfolio Management (Expires on 5/15/2021) • Gold Collaboration and Content (Expires on 5/15/2021) • Gold Cloud Platform (Expires on 5/15/2021) • Gold Datacenter (Expires on 5/15/2021) • Gold Cloud Productivity (Expires on 5/15/2021) • Silver Application Development (Expires on 5/15/2021)   Microsoft CorporationOne Microsoft WayRedmond, WA 98052-6399 Tel 425 882 8080Fax 425 706 7329www.microsoft.com Microsoft Corporation is an equal opportunity employer. Appendi D Best Regards, Dan Truax General Manager, Partner Digital Experiences and Programs Microsoft Corporation Microsoft CorporationOne Microsoft WayRedmond, WA 98052-6399 Tel 425 882 8080Fax 425 706 7329www.microsoft.com Microsoft Corporation is an equal opportunity employer. EMPLOYEE HANDBOOK JANUARY 2020 NIHILENT INC. NIHILENT INC. IS AN EQUAL OPPORTUNITY EMPLOYER Appendix E 1 1 TABLE OF CONTENTS 2 DOCUMENT VERSION HISTORY 4 3 INTRODUCTION 5 3.1 At-Will Statement 5 3.2 Welcome 6 3.3 Organization Description 7 3.3.1 Goods Produced and/or Services Provided 7 3.3.2 The History of Nihilent 7 3.3.3 About Nihilent Inc. 7 3.3.4 Mission Statement 8 4 EMPLOYMENT 8 4.1 Employee Relations 8 4.2 Equal Employment Opportunity 8 4.3 Americans with Disabilities Act (ADA) and Reasonable Accommodation 8 4.4 Business Ethics and Conduct 9 4.5 Immigration Law Compliance 9 4.6 Outside Employment 9 4.7 Non-Disclosure 10 4.8 Conflicts of Interest 10 5 EMPLOYMENT STATUS AND RECORDS 11 5.1 Employment Categories 11 5.2 Access to Personnel Files 12 5.3 Employment Reference Checks 12 5.4 Personnel Data Changes 12 5.5 Employment Applications 13 5.6 Bulletin Boards 13 5.7 Performance Evaluation 13 6 EMPLOYEE BENEFIT PROGRAMS 13 6.1 Employee Benefits 13 6.2 Holidays 14 6.3 Workers' Compensation Insurance 14 6.4 Jury Duty 15 6.5 Benefits Continuation (COBRA) 15 6.6 Paid Time Off (PTO) 15 6.7 Health Insurance 17 6.8 Life Insurance 17 6.9 Short-Term Disability 17 6.10 Long-Term Disability 18 6.11 401(k) Savings Plan 18 6.12 Section 125 (Flexible Spending Account) 18 2 6.13 Health Savings Account 19 6.14 Direct Payroll Deposit 19 6.15 Bereavement Leave 19 6.16 Voting Leave 20 7 TIMEKEEPING / PAYROLL 20 7.1 Timekeeping 20 7.2 Paydays 20 7.3 Employment Termination 20 7.4 Administrative Pay Corrections 21 7.5 Pay Deductions and Setoffs 21 7.6 Education/Training Assistance 21 7.6.1 Tuition Reimbursement 22 7.6.2 Professional Training 22 7.6.3 Certifications 22 7.7 Reimbursement and Business Expenses 23 8 WORK CONDITIONS AND HOURS 24 8.1 Work Schedules 24 8.2 Use of Electronic Networks and Mail Systems 24 8.3 Smoking 25 8.4 Meal and Break Periods 25 8.5 Overtime 25 8.6 Use of Equipment 25 8.7 Emergency Closings 26 8.8 Visitors in the Workplace 26 8.9 Computer Usage 26 8.9.1 Internet 27 8.10 Workplace Monitoring 27 8.11 Social Media 27 8.12 Workplace Violence Prevention 29 8.13 Safety 30 8.14 Creative Ideas 30 9 LEAVES OF ABSENCE 30 9.1 Family and Medical Leaves of Absence 30 9.2 Military Leave 32 10 EMPLOYEE CONDUCT AND DISCIPLINARY ACTION 32 10.1 Nihilent Employee Conduct and Work Rules 32 10.2 Drug and Alcohol Use 33 10.3 Sexual and Other Unlawful Harassment 34 10.3.1 Sexual Harassment Policy Statement 34 10.4 Attendance and Punctuality 35 10.5 Personal Appearance 36 3 10.6 Return of Property 36 10.7 Resignation 36 10.8 Security Inspections 37 10.9 Problem Resolution 37 10.10 Progressive Discipline 38 11 A FINAL WORD 38 12 APPENDIX 39 12.1 Appendix A - Minnesota Only Policies 39 4 2 DOCUMENT VERSION HISTORY Date Updated by Change Description Version 1/31/2017 Alex Schwartz Update to Nihilent from GNet V1.0 7/7/2017 Terra Charger Updated to Nihilent branding V1.1 5/3/18 Alex Schwartz Update from Nihilent Technologies to Nihilent V1.2 1/29/2020 RavaliMadireddy Updated to Nihilent branding V1.3 5 3 INTRODUCTION 3.1 AT-WILL STATEMENT This handbook is designed to acquaint you with Nihilent Inc., and to provide you with information about working conditions, employee benefits, and some of the policies affecting your employment. You should read, understand, and comply with all provisions of the handbook. It describes many of your responsibilities as an employee and outlines the programs developed by Nihilent to benefit employees. One of our objectives is to provide a work environment that is conducive to both personal and professional growth. Employment with Nihilent Inc., is voluntarily entered into, and the employee is free to resign at will at any time, with or without cause. Similarly, Nihilent may terminate the employment relationship at will at any time, with or without notice or cause, so long as there is no violation of applicable federal or state law. Policies set forth in this handbook are not intended to create a contract, nor are they to be construed to constitute contractual obligations of any kind or a contract of employment between Nihilent Inc.., and any of its employees. The provisions of this handbook have been developed at the discretion of management and, except for its policy of employment-at-will, may be amended or cancelled at any time, at Nihilent ' sole discretion. No employee handbook can anticipate every circumstance or question about policy. As Nihilent continues to grow, the need may arise and Nihilent reserves the right to revise, supplement, or rescind any policies or portion of the handbook from time to time as it deems appropriate, in its sole and absolute discretion. The only exception to any changes is our employment-at-will policy permitting you or Nihilent to end our relationship for any reason at any time. Nothing contained in this handbook is intended to imply that the employment relationship is to continue for any specific period of time or is intended to create a contract or guarantee of any kind. No officer, employee, or representative of the Company is authorized to enter into oral employment agreements inconsistent with the foregoing or any other commitments to employees, unless the promise is in writing and signed by the President of the Company. Any written contract of employment must be expressly authorized, and signed, by the President of the Company. These provisions supersede all existing policies and practices and may not be amended or added to without the express written approval of the President of Nihilent Inc.. Please read this Handbook carefully. After you have read it, please sign and date the form titled “Employee Acknowledgement Form”, and return it to the Human Resources Manager. 6 3.2 WELCOME Welcome to Nihilent Inc. We are proud of our Company and we are pleased that you have joined us. You have been selected because of the unique contribution you can make. It is important for us to provide a safe, pleasant and productive working environment to you and our other employees. These elements contribute to Nihilent ’ success in its competitive industry. In addition to that emphasis, it is also our goal to provide job satisfaction, competitive compensation and benefit packages and job enrichment opportunities, which should help make your work life satisfying and meaningful. This team-member manual describes important information about Nihilent and we encourage you to consult the Human Resources Manager regarding any questions you have about the conditions set forth herein. Since the information, policies and benefits described herein are necessarily subject to change, revisions to the manual may occur. All such revisions will be communicated through official organizational notices and these changes, revisions may supersede, modify or eliminate existing policies. The Company has an “open door policy” which means that you can discuss any issues or questions you may have with any manager or supervisor in the Company. Management is ready to provide further explanations and information about this Handbook or any other topic, which relates to employment practices. We hope that your experience here will be challenging, enjoyable, and rewarding. Welcome aboard! Prasad Vemuri Vice President 7 3.3 ORGANIZATION DESCRIPTION 3.3.1 Goods Produced and/or Services Provided Nihilent is a global consulting and solutions integration company using a holistic and systems approach to problem solving. Headquartered in Pune, India, Nihilent has extensive experience in international consulting, IT outsourcing and IT services. Our operations span North America, UK & Ireland, Africa, Middle East, Australia and Asia. Nihilent US headquarters is in Roseville, MN with additional offices in Dallas, Texas; Bay Area, California; and Philadelphia, Pennsylvania. 3.3.2 The History of Nihilent Nihilent was formed in 2000. A watershed year for Indian IT, which had delivered successfully on the Y2K challenge and helped avert the collapse of global commerce and trade. Nihilent was incepted in the wake of such a turnaround, in August of the very year. Mr. LC Singh (LC), Vice-Chairman and CEO, was the pioneering founder of the company. LC, along with a group of like-minded people had observed that organizations were being presented with solutions that were technology-centric, and there was no mechanism to understand the dynamic nature of business. The question on their minds was ‘how does one help a business manage change?’ LC and team decided to set up a creative consulting organization with a holistic approach to problem solving, introducing change through IT, people and process interventions. The company from its very inception has been a global enterprise, though headquartered in India. The first South African owned Indian company in the region, Nihilent found strategic investors in Nedcor Bank, a leading South African bank, Nihilent was geared up to serve key customers in the country as well as in other emerging markets In 2014 Nihilent Ltd. acquired GNet Group LLC, a data analytics company that assists clients formulate better business decisions through data, with offices in the United States and India. GNet serves numerous clients including corporations, hospitals, and non-profits to gain insights into their organization through their data. GNet Group LLC was founded in 2005 and was registered in the State of Minnesota. GNet Group LLC was merged with Nihilent Inc., on January 1st 2017. Nihilent in 2015 acquired Intellect Bizware an ERP Implementation, Support and Consulting services that specializes in SAP. Nihilent Inc. in 2016 acquired Nihilent Analytics Ltd that has offices in India and the US and specializes in Business Intelligence (BI) and analytics BI products. 3.3.3 About Nihilent Our names is derivate from the Latin word “Nihil” meaning ‘nothing’. It epitomizes the simple philosophy of the whole creation emerging out of nothing, which essentially is the driving force at Nihilent. Nihilent emerges as the “Unseen Intelligence” which manifests itself through its creation. 8 3.3.4 Mission Statement Nihilent ’ mission ‘Change for Performance’ encapsulates our commitment to make change happen systemically in terms of people, process, technology and knowledge for achieving sustained performance for our clients. 4 EMPLOYMENT 4.1 EMPLOYEE RELATIONS Nihilent believes that the work conditions, wages, and benefits it offers to its employees are competitive with those offered by other employers in this area and in this industry. If employees have concerns about work conditions or compensation, they are strongly encouraged to voice these concerns to their Direct Supervisor or the Human Resources Manager. Our experience has shown that when employees deal openly and directly with their supervisors, the work and environment can be excellent, communications can be clear, and attitudes can be positive. We believe that Nihilent amply demonstrates its commitment to employees by responding effectively to their concerns. 4.2 EQUAL EMPLOYMENT OPPORTUNITY It is our policy to provide equal employment opportunity to all qualified persons without regard to race, color, sex, creed, religion, age, national origin, marital status, status with regard to public assistance, membership or activity in a local commission, sexual orientation, citizenship status, genetic information, physical or mental disability, or past, present or future service in the Uniformed Services of the United States. It is the intent of Nihilent to treat all qualified persons without discrimination in all employment practices such as: advertising, employment, rates of pay or other forms of compensation, benefits, training, upgrade, transfer or demotion, layoff or termination, and all other terms, conditions and privileges of employment. If at any time you feel you have been treated in a manner which does not reflect our policy on equal employment opportunity please talk with your immediate supervisor, Human Resources or any member of the management team with whom you feel comfortable discussing the situation. 4.3 AMERICANS WITH DISABILITIES ACT (ADA) AND REASONABLE ACCOMMODATION Nihilent will fully comply with all requirements of the Americans with Disabilities Act. Our policy is to treat all employees without discrimination because of physical or mental disability in regard to any position for which the employee is qualified, and to treat them equally in all employment practices such as the following: rate of pay or other forms of compensation, benefits, training, upgrade, transfer or demotion, layoff or termination, and all other terms, conditions, and privileges of employment. 9 To ensure equal employment opportunities to qualified individuals with a disability, Nihilent will make reasonable accommodations for the known disability of an otherwise qualified individual, unless undue hardship on the operation of the business would result. Employees who may require a reasonable accommodation should contact the Human Resources Department. 4.4 BUSINESS ETHICS AND CONDUCT The successful business operation and reputation of Nihilent is built upon the principles of fair dealing and ethical conduct of our employees. Our reputation for integrity and excellence requires careful observance of the spirit and letter of all applicable laws and regulations, as well as a scrupulous regard for the highest standards of conduct and personal integrity. The continued success of Nihilent is dependent upon our customers' trust and we are dedicated to preserving that trust. Employees have a duty to Nihilent and its customers to act in a way that will merit the continued trust and confidence of the public. In general, the use of good judgment, based on high ethical principles, will guide you with respect to lines of acceptable conduct. If a situation arises where it is difficult to determine the proper course of action, the matter should be discussed openly with your immediate supervisor or any other member of management for advice and consultation. Compliance with this policy of business ethics and conduct is the responsibility of every Nihilent employee. Disregarding or failing to comply with this standard of business ethics and conduct could lead to disciplinary action, up to and including possible termination of employment. 4.5 IMMIGRATION LAW COMPLIANCE Nihilent Inc. is committed to employing only United States citizens and aliens who are authorized to work in the United States and does not unlawfully discriminate on the basis of citizenship or national origin. In compliance with the Immigration Reform and Control Act of 1986, each new employee, as a condition of employment, must complete the Employment Eligibility Verification Form I-9 and present proper documentation establishing identity and eligibility for employment in the U.S. within three working days of hire. Former employees who are rehired must also complete the form if they have not completed an I-9 with Nihilent Inc.., within the past three years, or if their previous I-9 is no longer retained or valid. Nihilent Inc.., participates in the E-Verify program. 4.6 OUTSIDE EMPLOYMENT Employees may hold outside jobs as long as they meet their performance standards of their job with Nihilent . All employees will be judged by the same performance standards and will be subject to Nihilent ’s scheduling demands, regardless of any existing outside work requirements. If outside work activity causes or contributes to job-related problems, it must be discontinued, or the employee may be subject to disciplinary action, up to and including termination. 10 Outside employment that constitutes a conflict of interest is prohibited. Employees may not receive any income or material gain from individuals outside Nihilent for materials produced or services rendered while performing their jobs. 4.7 NON-DISCLOSURE The protection of confidential business information and trade secrets is vital to the interests and the success of Nihilent . Such confidential information includes, but is not limited to, the following:  customer’s compensation data  computer processes  computer programs and codes  customer lists  customer network designs  customer preferences  financial information  marketing strategies  pending projects and proposals  research and development strategies  technological data  technological prototypes  candidate database/resumes All employees will be required to sign a non-compete, non-solicitation, and invention assignment agreement as a condition of employment. Employees who improperly use or disclose trade secrets or confidential business information will be subject to disciplinary action, up to and including termination of employment and legal action, even if they do not actually benefit from the disclosed information. 4.8 CONFLICTS OF INTEREST Nihilent expects all employees to conduct themselves and company business in a manner that reflects the highest standards of ethical conduct, and in accordance with all federal, state, and local laws and regulations. This includes avoiding real and potential conflicts of interests. Employees have an obligation to conduct business within guidelines that prohibit actual or potential conflicts of interest. This policy establishes only the framework within which Nihilent wishes the business to operate. The purpose of these guidelines is to provide general direction so that employees can seek further clarification on issues related to the subject of acceptable standards of operation. Contact the Human Resource Manager for more information or questions about conflicts of interest. Exactly what constitutes a conflict of interest or an unethical business practice is both a moral and a legal question. Nihilent recognizes and respects the individual employee’s right to engage in activities outside of employment which are private in nature and do not in any way conflict with or reflect poorly on the company. 11 It is not possible to define all the circumstances and relationships that might create a conflict of interest. If a situation arises where there is a potential conflict of interest, the employee should discuss this with a manager for advice and guidance on how to proceed. The list below suggests some of the types of activity that indicate improper behavior, unacceptable personal integrity, or unacceptable ethics: 1. Simultaneous employment by another firm that is a competitor of or supplier to Nihilent . 2. Borrowing money from customers or firms, other than recognized loan institutions, from which our company buys services, materials, equipment, or supplies. 3. Accepting substantial gifts or excessive entertainment from an outside organization or agency. 4. Speculating or dealing in materials, equipment, supplies, services, or property purchased by the company. 5. Participating in civic or professional organization activities in a manner that divulges confidential company information. 6. Misusing privileged information or revealing confidential data to outsiders. 7. Using one’s position in the company or knowledge of its affairs for personal gains. 8. Engaging in practices or procedures that violate antitrust laws, commercial bribery laws, copyright laws, discrimination laws, campaign contribution laws, or other laws regulating the conduct of company business. 5 EMPLOYMENT STATUS AND RECORDS 5.1 EMPLOYMENT CATEGORIES It is the intent of Nihilent to clarify the definitions of employment classifications so employees understand their employment status and benefit eligibility and to ensure compliance with federal and state laws and regulations. These classifications do not guarantee employment for any specified period of time. Accordingly, the right to terminate the employment relationship at will at any time is retained by both the employee and Nihilent . Each employee is designated as either NONEXEMPT or EXEMPT from federal and state wage and hour laws. NONEXEMPT employees are entitled to overtime pay under the specific provisions of federal and state laws. EXEMPT employees are excluded from specific provisions of federal and state wage and hour laws. An employee's EXEMPT or NONEXEMPT classification may be changed only upon written notification by Nihilent management. In addition to the above categories, each employee will belong to one other employment category: REGULAR FULL-TIME employees are those who are not in a temporary status and who are regularly scheduled to work Nihilent ' full-time schedule (30 hrs./week). Generally, they are eligible for Nihilent 's benefit package, and subject to the terms, conditions, and limitations of each benefit program. PART-TIME employees are those who are not assigned to a temporary status and who are regularly scheduled to work less than 30 hours per week. While they do receive all legally mandated benefits (such as Social Security and workers' compensation insurance), they are ineligible for all of Nihilent’s other benefit programs. 12 TEMPORARY employees are those who are hired as interim replacements, to temporarily supplement the work force, or to assist in the completion of a specific project. Employment assignments in this category are of a limited duration. Employment beyond any initially stated period does not in any way imply a change in employment status. Temporary employees retain that status unless and until notified of a change. While temporary employees receive all legally mandated benefits (such as workers' compensation insurance and Social Security), they are ineligible for all of Nihilent's other benefit programs. 5.2 ACCESS TO PERSONNEL FILES Nihilent maintains a personnel file on each employee. The personnel file includes such information as the employee's job application, resume, records of training, documentation of performance appraisals and salary increases, and other employment records. Personnel files are the property of Nihilent , and access to the information they contain is restricted. Generally, only supervisors and management personnel of Nihilent who have a legitimate reason to review information in a file are allowed to do so. Employee’s may access to their personnel files only once per six-month period (in accordance with State and local laws). Furthermore, Nihilent permits employees to request copies of certain information contained in their personnel file. Employees who wish to review their own file should contact the Human Resource Manager. With a documented request in writing, employees may review copies of their own personnel files in the Nihilent ’ office in the presence of an individual appointed by Nihilent to maintain the files. A former employee may either request to review his or her personnel file once a year or obtain a copy of his or her personnel file free of charge once a year for as long as the record is maintained. 5.3 EMPLOYMENT REFERENCE CHECKS To ensure that individuals who join Nihilent are well qualified and have a strong potential to be productive and successful, it is the policy of Nihilent to check the employment references, and perform criminal background checks on all employees prior to their start date in in accordance with all federal, state, and local laws and regulations. Nihilent will respond in writing only to those reference check inquiries that are submitted in writing. Responses to such inquiries will confirm only dates of employment, wage rates, and position(s) held. 5.4 PERSONNEL DATA CHANGES It is the responsibility of each employee to promptly notify Nihilent of any changes in personnel data. Personal mailing addresses, telephone numbers, number and names of dependents, individuals to be contacted in the event of emergency, educational accomplishments, and other such status reports should be accurate and current at all times. If any personnel data has changed, notify the Human Resources Manager. 13 5.5 EMPLOYMENT APPLICATIONS Nihilent relies upon the accuracy of information contained in the employment application, as well as the accuracy of other data presented throughout the hiring process and employment. Any misrepresentations, falsifications, or material omissions in any of this information or data may result in Nihilent ' exclusion of the individual from further consideration for employment or, if the person has been hired, termination of employment. 5.6 BULLETIN BOARDS All required governmental postings are posted on the boards located in the break room. These boards may also contain general announcements. 5.7 PERFORMANCE EVALUATION Supervisors and employees are strongly encouraged to discuss job performance and goals on an informal, day-to-day basis. Additional formal performance evaluations are conducted to provide both supervisors and employees the opportunity to discuss job tasks, identify and correct weaknesses, encourage and recognize strengths, and discuss positive, purposeful approaches for meeting goals. Pay adjustments may be awarded any time during the year and are dependent on employee certifications and performance as well as other factors as deemed prudent by your supervisor. 6 EMPLOYEE BENEFIT PROGRAMS 6.1 EMPLOYEE BENEFITS Eligible employees at Nihilent are provided a wide range of benefits. A number of the programs (such as Social Security, workers' compensation, state disability, and unemployment insurance) cover all employees in the manner prescribed by law. Benefits eligibility is dependent upon a variety of factors, including employee classification. Our Human Resources Manager can identify the programs for which you are eligible. Details of many of these programs can be found elsewhere in the employee handbook. The following benefit programs are available to eligible employees:  Medical Insurance  Dental Insurance  Life Insurance  Short-Term Disability  Long Term Disability  401(k) Retirement Plan  Family Medical Leave  Flexible Spending Accounts  Health Savings Accounts  Paid Time Off 14  Holidays  Jury Duty Leave  Worker’s Compensation Insurance Some benefit programs require contributions from employees. 6.2 HOLIDAYS Nihilent will grant holiday time off to all eligible employees on the holidays listed below:  New Year’s Day (January 1)  Memorial Day (last Monday in May)  Independence Day (July 4)  Labor Day (first Monday in September)  Thanksgiving Day (fourth Thursday in November)  Christmas Day (December 25)  Two floating holidays to be determined by Nihilent Nihilent will grant paid holiday time off to all eligible employees immediately upon assignment to an eligible employment classification. Holiday pay will be calculated based on the employee’s straight-time pay rate (as of the date of the holiday) times the number of hours the employee would otherwise have worked on that day. A recognized holiday that falls on a Saturday will be observed on the preceding Friday. A recognized holiday that falls on a Sunday will be observed on the following Monday. If a recognized holiday falls during an eligible employee’s paid absence holiday pay will be provided instead of the paid time off benefit that would otherwise have applied. Paid time off for holidays will not be counted as hours worked for the purposes of determining overtime. 6.3 WORKERS' COMPENSATION INSURANCE Nihilent provides a comprehensive workers' compensation insurance program at no cost to employees. This program covers any injury or illness sustained during working hours, which requires medical, surgical, or hospital treatment. Subject to applicable legal requirements, workers' compensation insurance provides benefits after a short waiting period or, if the employee is hospitalized, immediately. Employees who sustain work-related injuries or illnesses should inform their supervisor immediately. No matter how minor an on-the-job injury may appear, it is important that it be reported immediately. This will enable an eligible employee to qualify for coverage as quickly as possible. Neither Nihilent nor the insurance carrier will be liable for the payment of Workers‘ Compensation benefits for injuries that occur during an employee's voluntary participation in any off-duty recreational, social, or athletic activity sponsored by Nihilent . 15 6.4 JURY DUTY Nihilent encourages employees to fulfill their civic responsibilities by serving jury duty when required. To provide income protection while an employee carries out his/her civic responsibility, Nihilent provides the difference between jury duty pay and the employee’s regular day’s pay for time spent serving on jury duty. Income protection for time spent serving on jury duty will be provided for a maximum of three work days in a given calendar year. Employees are expected to report for work whenever the court schedule permits. Upon receipt of notification from the state or federal courts of an obligation to serve on a jury or to act as a court witness, the employee should notify his/her supervisor so that the supervisor may make arrangements to accommodate their absence. The employee is required to provide copies of the subpoena or jury summons to his/her supervisor and Payroll. The supervisor will verify the notification and make scheduling adjustments to accommodate the employee’s obligation. The supervisor will also provide court documentation to Payroll for processing. Employees appearing as a plaintiff, defendant or for non-subpoenaed court appearance will not receive paid time off. PTO should be used for these instances. Either Nihilent or the employee may request an excuse from jury duty if, in Nihilent ' judgment, the employee's absence would create serious operational difficulties. Nihilent will continue to provide health insurance benefits for the full term of the jury duty absence. PTO and holiday benefits will continue to accrue during jury duty leave. 6.5 BENEFITS CONTINUATION (COBRA) The federal Consolidated Omnibus Budget Reconciliation Act (COBRA) gives employees and their qualified beneficiaries the opportunity to continue health insurance coverage under Nihilent ' health plan when a "qualifying event" would normally result in the loss of eligibility. Some common qualifying events are resignation, termination of employment, or death of an employee; a reduction in an employee's hours or a leave of absence; an employee's divorce or legal separation; and a dependent child no longer meeting eligibility requirements. An employee is not eligible for COBRA continuation coverage if he or she is terminated due to gross misconduct. Under COBRA, the employee or beneficiary pays the full cost of coverage at Nihilent ' group rates plus an administration fee. Nihilent provides each eligible employee with a written notice describing rights granted under COBRA when the employee becomes eligible for coverage under Nihilent ' health insurance plan. The notice contains important information about the employee's rights and obligations. 6.6 PAID TIME OFF (PTO) Paid Time Off (PTO) is an all-purpose time-off policy for eligible employees to use for vacation, illness, injury and personal business. PTO is available in 4-hour increments. Employees in the following classification(s) are eligible to earn and use PTO as described in this policy:  Regular full-time employees (see section 201 for Employment Categories) 16 PTO is accrued on a per payroll basis effective immediately upon the employee’s start date. The employee is eligible to use PTO following 30 days of full time employment with Nihilent . Once eligible to use PTO, employees may borrow up to 5 days in advance of the allowed balance within a calendar year, pending management approval. Years Paid Time Off Days Holidays Total Days 1-5 15 (prorated 1st year) (4.62 hours per pay) 6 + 2 company designated holidays 23 (prorated 1st year) 5-9 20 (6.16 hours per pay) 6 + 2 company designated holidays 28 10+ 25 (7.7 hours per pay) 6 + 2 company designated holidays 33 The length of eligible service is the 12-month period that begins when the employee starts to earn PTO. An employee’s benefit year may be extended for any significant leave of absence except military leave of absence. Military leave has no effect on this calculation. (See individual leave of absence policies for more information.) To schedule planned PTO, employees should request at least a 1-week advance approval from their supervisors. Requests will be reviewed based on a number of factors, including business needs and staffing requirements. Written notification of the approval will be sent to you and your direct supervisor from Human Resources. Unplanned absences, those instances that are not approved 1 week in advance, will require the use of PTO. If there are no PTO hours available, the time will be unpaid. Employees who have an unexpected need to be absent from work should notify their direct supervisor and Human Resources before the scheduled start of their workday. The direct supervisor must also be contacted on each additional day of unexpected absence. PTO is paid at the employee’s base pay rate at the time of absence. It does not include overtime or any special forms of compensation such as incentives, commissions, and bonuses. As an additional condition of eligibility for PTO, an employee on an extended absence for illness or injury must apply for any other available compensation and benefits, such as workers’ compensation. PTO will be used to supplement any payments that an employee is eligible to receive from state disability insurance, workers’ compensation, or Nihilent - provided disability insurance programs. The combination of any such disability payments and PTO cannot exceed the employee’s normal weekly earnings. With prior approval, eligible employees can carry forward unutilized PTO up to a maximum of 40 hours to the following year only. The PTO carried forward must be used in the following year and no further carry forwards are allowed. Other than the 40 hours carry forward, all remaining PTO must be used by the end of each calendar year; no cash out option will be available. Upon termination of employment, employees will only be paid out accrued, but not used PTO if the employee voluntarily resigns and provides at least two weeks’ notice of the resignation or is laid off ( as permitted by local and State law) . If unearned time was taken prior to termination, it will be deducted 17 from the final paycheck. The employee is not allowed to take PTO during their last two weeks of employment. 6.7 HEALTH INSURANCE Nihilent ’ health insurance plan provides employees and their dependents access to medical and dental care insurance benefits the first of the month after their hire date. Employees may add dependents to the Company health insurance at their own expense. Employees in the following employment classifications are eligible to participate in the health insurance plan:  Regular full-time employees (see section 201 for Employment Categories) Eligible employees may participate in the health insurance plans subject to all terms and conditions of the agreement between Nihilent and the insurance carrier. A change in employment classification that would result in the loss of eligibility to participate in the health insurance plan may qualify an employee for benefits continuation under the Consolidated Omnibus Budget Reconciliation Act (COBRA). Refer to the Benefits Continuation (COBRA) policy for more information. For details of the health insurance plans, contact the Human Resources Manager. 6.8 LIFE INSURANCE Life insurance offers you and your family important financial protection. Nihilent provides a basic voluntary life insurance plan for eligible employees the first of the month after 30 days of employment. Employees in the following employment classifications are eligible to participate in the life insurance plan:  Regular full-time employees (see section 201 for Employment Categories) Eligible employees may participate in the life insurance plan subject to all terms and conditions of the agreement between Nihilent and the insurance carrier. 6.9 SHORT-TERM DISABILITY Nihilent provides short-term disability (STD) benefit plan to eligible employees who are unable to work because of a qualifying disability due to an injury or illness the first of the month following 90 days of full time employment. Employees in the following employment classifications are eligible to participate in the STD plan:  Regular full-time employees (see section 201 for Employment Categories) Eligible employees may participate in the STD plan subject to all terms and conditions of the agreement between Nihilent and the insurance carrier. Disabilities arising from pregnancy or pregnancy-related illness are treated the same as any other illness that prevents an employee from working. Disabilities covered by workers’ compensation are excluded from STD coverage. 18 Details of the STD benefits plan including benefit amounts, when they are payable, and limitations, restrictions, and other exclusions are described in the Summary Plan Description provided to eligible employees. Contact the Human Resources Manager for more information about STD benefits. 6.10 LONG-TERM DISABILITY Nihilent provides a long-term disability (LTD) benefit plan to help eligible employees cope with an illness or injury that result in long-term absence from employment the first of the month following 90 days of full time employment. LTD is designed to ensure a continuing income for employees who are disabled and unable to work. Employees in the following employment classifications are eligible to participate in the LTD plan:  Regular full-time employees (see section 201 for Employment Categories) Eligible employees may participate in the LTD plan subject to all terms and conditions of the agreement between Nihilent and the insurance carrier. LTD benefits are offset with amounts received under Social Security or workers’ compensation for the same time period. Details of the LTD benefits plan including benefit amounts, and limitations and restrictions are described in the Summary Plan Description provided to eligible employees. Contact the Human Resources Manager for more information about LTD benefits. 6.11 401(K) SAVINGS PLAN Nihilent has established a 401(k) savings plan to provide employees the potential for future financial security for retirement. To be eligible to join the 401(k) savings plan, you must complete 30 days of service and be 21 years of age or older. Employees are automatically enrolled in the plan the first of the month following 30 days of employment. Employees will have the option to opt-out of the automatic enrollment. Eligible employees may participate in the 401(k) plan subject to all terms and conditions of the plan. The 401(k) savings plan allows you to elect how much salary you want to contribute so you can tailor your own retirement package to meet your individual needs. Because your contribution to a 401(k) plan is automatically deducted from your pay before federal and state tax withholdings are calculated, you save tax dollars now by having your current taxable amount reduced. While the amounts deducted generally will be taxed when they are finally distributed, favorable tax rules typically apply to 401(k) distributions. Complete details of the 401(k) savings plan are described in the Summary Plan Description provided to eligible employees. Contact the Human Resources Manager for more information about the 401(k) plan. 6.12 SECTION 125 (FLEXIBLE SPENDING ACCOUNT) Flexible Spending Accounts (FSA) allow employees to defer pre-tax earnings for dependent care and/or medical expenses. Because even the most comprehensive benefit plan rarely covers all of your insurance costs, the FSA becomes a valuable cost savings for non-reimbursed health and dental care 19 expenses, childcare, or approved dependent adult care costs with pretax dollars. Consult the Human Resources Manager if you would like to participate in this benefit. 6.13 HEALTH SAVINGS ACCOUNT Health Savings Account (HSA) accounts allows employees who are enrolled in a high deductible medical plan to defer pre-tax earnings for medical expenses or long term savings. HSAs can be used for out-of- pocket medical, dental, and vision expenses. Consult the Human Resources Manager if you would like to participate in this benefit. 6.14 DIRECT PAYROLL DEPOSIT Bi-weekly, on every other Friday. If either date should fall on a non-business day (e.g. holiday or weekend), payroll is distributed on the preceding business day. Contact the Human Resources Manager if you would like to participate in this benefit. 6.15 BEREAVEMENT LEAVE Employees who wish to take time off due to the death of an immediate family member should notify their supervisor immediately. Paid bereavement leave day will be provided to eligible employees in the following classification:  Regular full-time employees (see section 201 for Employment Categories) Paid bereavement leave is granted according to the following schedule: Employees are allowed up to three consecutive days off from regularly scheduled duty with regular pay in the event of the death of an immediate family member. Employees are allowed one day off from regular scheduled duty with regular pay in the event of death of an extended family member. Nihilent defines “immediate family” as the employee’s spouse, child, father, father-in-law, mother, mother-in-law, brother, sister, stepfather, stepmother, stepbrother, stepsister, stepson or stepdaughter. Nihilent defines “extended family” as employee’s brother-in-law, sister-in-law, son-in-law, daughter-in- law, aunt, uncle, grandparent, grandchild or spouse's grandparent. Special consideration may be given to any other person whose association with the employee was similar to any of the above relationships. Bereavement pay is calculated based on the base pay rate at the time of absence and will not include any special forms of compensation, such as incentives, commissions, bonuses, or shift differentials. Bereavement leave will normally be granted unless there are unusual business needs or staffing requirements. Employees may, with their supervisors' approval, use any available paid leave for additional time off as necessary. To be eligible for paid bereavement leave, the employee generally must attend the funeral of the deceased relative. 20 6.16 VOTING LEAVE Employees are encouraged to exercise their opportunity to vote in local, state, and federal elections. Most individuals will be able to vote before or after their workday, as the polls are normally open for extended hours. Employees who are unable to vote outside the workday may take paid voting leave on Election Day to cast their ballot and return to work. 7 TIMEKEEPING / PAYROLL 7.1 TIMEKEEPING Accurately recording time worked is the responsibility of every nonexempt employee. Federal and state laws require Nihilent to keep an accurate record of time worked in order to calculate employee pay and benefits. Time worked is all the time actually spent on the job performing assigned duties. Nonexempt employees should accurately record the time they begin and end their work, as well as the beginning and ending time of each meal period. They should also record the beginning and ending time of any split shift or departure from work for personal reasons. Overtime work must always be approved by your Supervisor before it is performed. Altering, falsifying, tampering with time records, or recording time on another employee's time record may result in disciplinary action, up to and including termination of employment. It is the employees' responsibility to sign their time records to certify the accuracy of all time recorded. The supervisor will review and then initial the time record before submitting it for payroll processing. In addition, if corrections or modifications are made to the time record, both the employee and the supervisor must verify the accuracy of the changes by initialing the time record. 7.2 PAYDAYS All employees are paid biweekly, every other Friday. A payday schedule is available from Human Resources. Each paycheck will include earnings for the two week timeframe of work performed up to five working days prior to that payday. 7.3 EMPLOYMENT TERMINATION Termination of employment is an inevitable part of personnel activity within any organization. Below are examples of some of the most common circumstances under which employment is terminated:  Resignation – voluntary employment termination initiated by an employee.  Discharge – involuntary employment termination initiated by the organization.  Layoff – involuntary employment termination initiated by the organization for non-disciplinary reasons.  Retirement – voluntary employment termination initiated by the employee meeting age, length of service, and any other criteria for retirement from the organization. Nihilent will generally schedule exit interviews at the time of employment termination. The exit interview will afford an opportunity to discuss such issues as employee benefits, conversion privileges, 21 repayment of outstanding debts to Nihilent , or return of Nihilent -owned property. Suggestions, complaints, and questions can also be voiced. Since employment with Nihilent is based on mutual consent, both the employee and Nihilent have the right to terminate employment at will, with or without cause, at any time. Employees will receive their final pay in accordance with applicable state law. Final paychecks may not be direct deposit. Employee benefits will be affected by employment termination in the following manner. All accrued, vested benefits that are due and payable at termination will be paid. Some benefits may be continued at the employee’s expense if the employee so chooses. The employee will be notified in writing of the benefits that may be continued and of the terms, conditions, and limitations of such continuance. 7.4 ADMINISTRATIVE PAY CORRECTIONS Nihilent takes all reasonable steps to ensure that employees receive the correct amount of pay in each paycheck and that employees are paid promptly on the scheduled payday. In the unlikely event that there is an error in the amount of pay, the employee should promptly bring the discrepancy to the attention of the Human Resources Manager so that corrections can be made as quickly as possible. 7.5 PAY DEDUCTIONS AND SETOFFS The law requires that Nihilent make certain deductions from every employee's compensation. Among these are applicable federal, state, and income taxes. Nihilent also must deduct Social Security taxes on each employee's earnings up to a specified limit that is called the Social Security "wage base." Nihilent matches the amount of Social Security taxes paid by each employee. Nihilent offers programs and benefits beyond those required by law. Eligible employees may voluntarily authorize deductions from their paychecks to cover the costs of participation in these programs. Pay setoffs are pay deductions taken by Nihilent usually to help pay off a debt or obligation to Nihilent or others. If you have questions concerning why deductions were made from your paycheck or how they were calculated, the Human Resources Manager can assist in having your questions answered. 7.6 EDUCATION/TRAINING ASSISTANCE The Company supports employees who wish to continue their education to secure increased responsibility and growth within their professional careers. In keeping with this philosophy, the company has established three types of education assistance: 1) a reimbursement program for expenses incurred through approved institutions of learning 2) sponsorship for training and 3) technical certification support. If you are a full-time regular employee and you are eligible for participation in these programs as long as the education is job-related and prior managerial approval is received. 22 7.6.1 Tuition Reimbursement The company will reimburse up to 50% of tuition cost subject to a maximum of $5,000 per year incurred by an employee for continuing education through an accredited program that either offers growth in an area related to his or her current position or might lead to promotional opportunities. This can include college credit courses, continuing education unit courses and seminars. The employee must secure a passing grade of “B” or its equivalent to receive any reimbursement. Expenses must be validated by receipts and a copy of the final grade card must be presented. To receive tuition reimbursement, employees should follow the procedures listed here:  The employee should provide his or her manager with information about the course for which he/she would like to receive reimbursement.  The pre-approval section of the Education Assistance form should be completed and all the appropriate signatures obtained prior to enrolling.  The employee should bring the form to HR and a copy will be filed in the employee’s file. The employee will maintain the original until he or she has completed the course. The employee can then enroll in the course.  Upon completion of the course, the employee should resubmit the original Education Assistance form with the reimbursement section filled out, including appropriate signatures, as well as receipts and evidence of passing grade or certification attached.  The HR department will then coordinate the reimbursement with the payroll department. Time taken off of work to pursue education will be unpaid time unless the employee requests the use of paid time off. 7.6.2 Professional Training Nihilent understands the value of and need for continued training. When an employee is interested in pursuing a specific training course that is related to her/his current position or promotional opportunities, the employee should follow the procedures as listed here:  The employee should provide his or her manager with information about the training for which he/she would like to attend.  The pre-approval section of the Education Assistance form should be completed and all the appropriate signatures obtained prior to enrolling.  The employee should bring the form to HR and a copy will be filed in the employee’s file. The employee can then enroll in the course.  The company will pay for the professional training upon enrollment. Time taken off of work to pursue professional training will be considered as standard work time. 7.6.3 Certifications When the position an employee holds requires certain certifications, the frequency and depth of the certifications depend upon the rate of new technology introduced into the marketplace and on new product and solution announcements by each manufacturer Nihilent partners with. The employee is responsible for payment of additional certification tests if he/she does not pass the first test. An employee interested in pursuing a certification should follow the procedures as listed here: 23  The employee should provide his or her manager with information about the certification for which he/she would like to achieve.  The pre-approval section of the Education Assistance form should be completed and all the appropriate signatures obtained prior to enrolling.  The employee should bring the form to HR and a copy will be filed in the employee’s file. The employee can then enroll in the course.  The company will pay for the certification upon enrollment. Time taken off of work to pursue certification will be considered as standard work time. All education assistance requests will be reviewed by management and final approval will be determined based on management discretion. If the employee leaves the company within one year of receiving tuition reimbursement or payment of training or certification, the employee will reimburse Nihilent the education expenses paid on behalf of the employee. Career advancement opportunities are available at Nihilent . If you wish to discuss your career path at Nihilent , please contact Human Resources. Any questions or comments should be directed to the HR department. 7.7 REIMBURSEMENT AND BUSINESS EXPENSES Nihilent will reimburse employees authorized to incur business expenses for reasonable out-of-pocket expenses incurred by Company business. Business expenses are regulated by the Internal Revenue Service. Unwarranted expenses are disallowed by both the Company and the IRS. If employees are not sure whether a particular expense constitutes reimbursement, they should ask their supervisor prior to incurring the expense. Mileage and parking do not need prior authorization. However, only Supervisors and Managers can approve office supplies, meals, and education. Employees will be paid mileage while working at the assignment location in certain circumstances, as described below. Mileage is calculated from home base to / from assignment location. Home base is defined as your normal working location. For short term assignments (less than one year), mileage will be paid for the distance that exceeds your normal commute to the corporate office. It will be calculated by determining the distance from your home to the assignment location and subtracting the distance from your home to the corporate office. Example: distance to assignment = 25 miles, distance from your home to corporate office = 10 miles, reimbursement would be for 15 miles. Long term assignments (more than one year), the assignment location is treated as the “home base” and no mileage will be paid. For further details refer to the Travel Expense Policy or speak with the Human Resource Manager. 24 8 WORK CONDITIONS AND HOURS 8.1 WORK SCHEDULES Work schedules for employees may vary throughout our organization. Standard office hours are from 8:30 am to 5 pm. The official workweek is from 12:00 a.m. Monday to 11:59 p.m. Sunday. Supervisors will advise employees of their individual work schedules. Staffing needs and operational demands may necessitate variations in starting and ending times. 8.2 USE OF ELECTRONIC NETWORKS AND MAIL SYSTEMS Personal use of telephones for outgoing calls, including local calls, is not permitted. Employees should practice discretion when making local personal calls and may be required to reimburse Nihilent for any charges resulting from their personal use of the telephone. To ensure effective telephone communications, employees should always use the approved greeting and speak in a courteous and professional manner. Please confirm information received from the caller and hang up only after the caller has done so. See your supervisor for questions regarding the approved greeting. When you are out of the office (sick, vacation, training, etc.), you must update your email/ voice mail to let the caller know who the caller can contact for further information. Voice mail and e- mails should be responded to in a timely matter. Electronic networks, electronic mail, voice mail, Intranets and Internet access are business tools and to be used for conducting Nihilent business only, not for personal use. The company encourages employees to use email only to communicate with fellow employees, suppliers, customers, or potential customers regarding company business. Internal and external e-mails are considered business records and may be subject to discovery in the event of litigation. Be aware of this possibility when sending e- mails within and outside the company. Nihilent ’ policies on harassment and affirmative action also apply to the use of Nihilent ’ electronic networks. Sending offensive, harassing, demeaning or disruptive information or messages is strictly prohibited. This includes, but is not limited to, photos, chain letters and messages that are inconsistent with Nihilent ’ Affirmative Action/Equal Opportunity and Harassment policies. Employees may not send or forward copyrighted materials or other property owned by third parties via e-mail or voice mail. Employees may not access or use another person’s e-mail or voice mail password, address, mailbox or messages without authorization. Nihilent reserves the right to monitor e-mail, voice mail, and other networks to ensure compliance with this and other Nihilent policies. Employees who violate this policy will be subject to disciplinary actions up to and including termination of their employment. The use of Nihilent -paid postage for personal correspondence is not permitted. 25 8.3 SMOKING In keeping with Nihilent ' intent to provide a safe and healthful work environment, smoking is only allowed in designated outside areas. In the Minnesota office, the property management company prohibits smoking within 25 feet of the main entrance. For all other office locations, please consult the property management company for the designated smoking location. This policy applies equally to all employees, customers, and visitors. 8.4 MEAL AND BREAK PERIODS Employees who work four consecutive hours of work will be allowed an adequate rest period for use of the restroom. Rest periods of less than 20 minutes may not be deducted from an employee’s total hours worked. All employees working at least eight hours are provided with one meal period of up to 60 minutes in length or a maximum of 4 breaks totaling the 60 minute break. If the employee selects multiple breaks per day, please check with the manager to determine how the breaks will work into the specific department’s work schedule. Employees will be relieved of all active responsibilities and restrictions during meal periods and will not be compensated for that time. 8.5 OVERTIME When operating requirements or other needs cannot be met during regular working hours, employees may be scheduled to work overtime hours. When possible, advance notification of these mandatory assignments will be provided. All overtime work must receive the supervisor’s prior authorization and signature. Overtime compensation is paid to all nonexempt employees in accordance with federal and state wage and hour restrictions. Overtime pay is based on actual hours worked. Time off on PTO, or any leave of absence will not be considered hours worked for purposes of performing overtime calculations. Failure to work scheduled overtime or overtime without prior authorization from the supervisor may result in disciplinary action, up to and including possible termination of employment. 8.6 USE OF EQUIPMENT Equipment essential in accomplishing job duties is often expensive and may be difficult to replace. When using property, employees are expected to exercise care, perform required maintenance, and follow all operating instructions, safety standards, and guidelines. Please notify the supervisor if any equipment, machines, or tools appear to be damaged, defective, or in need of repair. Prompt reporting of damages, defects, and the need for repairs could prevent deterioration of equipment and possible injury to employees or others. The supervisor will answer any questions about an employee's responsibility for maintenance and care of equipment used on the job. The improper, careless, negligent, destructive, or unsafe use or operation of equipment can result in disciplinary action, up to and including termination of employment. 26 8.7 EMERGENCY CLOSINGS At times, emergencies such as severe weather, fires, power failures, or earthquakes, can disrupt company operations. In extreme cases, these circumstances may require the closing of a work facility. When the decision to close is made AFTER the workday has begun, employees will receive official notification from their immediate supervisor. In these situations, time off from scheduled work will be paid. When the decision to close is made BEFORE the workday has begun, time off from scheduled work will be unpaid for nonexempt employees and paid for exempt employees. However, with supervisory approval, nonexempt employees may use available paid leave time, such as unused vacation benefits. Employees in essential operations may be asked to work on a day when operations are officially closed. In these circumstances, employees who work will receive regular pay. 8.8 VISITORS IN THE WORKPLACE To provide for the safety and security of employees and the facilities at Nihilent , only authorized visitors are allowed in the workplace. Restricting unauthorized visitors helps maintain safety standards, protects against theft, ensures security of equipment, protects confidential information, safeguards employee welfare, and avoids potential distractions and disturbances. All visitors should enter Nihilent at the reception area. Authorized visitors will be escorted to their destination. Employees are responsible for the conduct and safety of their visitors. If an unauthorized individual is observed on Nihilent ' premises, employees should immediately notify their supervisor or, if necessary, direct the individual to the reception area. 8.9 COMPUTER USAGE The company provides a wide variety of communication tools and resources to employees for use in running day-to-day business activities. Whether it is the telephone, voice mail, fax, scanner, Internet, intranet, e-mail, text messaging, or any other company-provided technology, use should be reserved for business-related matters during working hours. All communication using these tools should be handled in a professional and respectful manner. Employees should not have any expectation of privacy in their use of company computer, phone, or other communication tools. All communications made using company-provided equipment or services including email and internet activity, are subject to inspection by the company. Employees should keep in mind that even if they delete an email, voicemail or other communication, a copy may be archived on the company’s systems. Computers, computer files, the e-mail system, and software furnished to employees are Nihilent property intended for business use. Employees should not use a password, access a file, or retrieve any stored communication without authorization. Nihilent strives to maintain a workplace free of harassment and sensitive to the diversity of its employees. Therefore, Nihilent prohibits the use of computers and the e-mail system in ways that are disruptive, offensive to others, or harmful to morale. 27 For example, the display or transmission of sexually explicit images, messages, and cartoons is not allowed. Other such misuse includes, but is not limited to, ethnic slurs, racial comments, off-color jokes, or anything that may be construed as harassment or showing disrespect for others. E-mail may not be used to solicit for commercial ventures, religious or political causes, outside organizations, or other non-business matters. Nihilent purchases and licenses the use of various computer software for business purposes and does not own the copyright to this software or its related documentation. Unless authorized by the software developer, Nihilent does not have the right to reproduce such software for use on more than one computer. Employees may only use software on local area networks or on multiple machines according to the software license agreement. Nihilent prohibits the illegal duplication of software and its related documentation. Employees should notify their supervisor or any member of management upon learning of violations of this policy. Employees who violate this policy will be subject to disciplinary action, up to and including termination of employment. 8.9.1 Internet Employees may not use Company computers to view or download information from the Internet, which they are not authorized to view or download. Copyrighted images and files downloaded from the Internet carry the full protection and penalties of the copyright law. The user is responsible for being aware of the copyright restrictions before downloading, modifying, or reproducing any images or files from the Internet. 8.10 WORKPLACE MONITORING Workplace monitoring may be conducted by Nihilent to ensure quality control, employee safety, security, and customer satisfaction. Computers furnished to employees are the property of Nihilent . As such, computer usage and files may be monitored or accessed. Employees can request access to information gathered through workplace monitoring that may impact employment decisions. Access will be granted unless there is a legitimate business reason to protect confidentiality or an ongoing investigation. Because Nihilent is sensitive to the legitimate privacy rights of employees, every effort will be made to guarantee that the workplace monitoring is done in an ethical and respectful manner. 8.11 SOCIAL MEDIA ‘Social media’ is the term commonly given to websites and online tools that allow users to interact with each other in some way – by sharing information, opinions, knowledge and interests. As the name implies, social media involves the building of communities or networks, encouraging participation and engagement. 28 Note: As used in this policy, “social media” refers to blogs, forums, and social networking sites, such as Twitter, Facebook, LinkedIn, YouTube, Instagram, and MySpace, among others. Employees are expected to conduct themselves in a professional manner that reflects their allegiance to and respect for the company, their co-workers, and our customers. The use of sound and ethical judgment is expected at all times. Employees are asked to demonstrate positive attitudes, common courtesy, and respect for their fellow employees and customers and to approach their work environment and job requirements with pride and consideration for the professional standards set forth by the company. Generally, what employees do on their own time is their own affair. However, employees should consider the impact such activities may have on their job performance or upon the company’s business interests. Employees should be aware that their actions captured via images, posts, or comments can reflect on our company. Blogs and social networking sites often attract the attention of the news media. Employees should remember that they are legally responsible for any personal opinions or commentary aired via a blog or social networking site and take steps to protect their privacy. This policy has been developed to help each employee monitor their personal conduct so as not to bring discredit to the Company or themselves. Violation of this policy or policies within other sections of this handbook may be handled in accordance with progressive disciplinary actions.  Personal blogs should have clear disclaimers that the views expressed by the author in the blog is the author’s alone and do not represent the views of the company. Be clear and write in first person. Make your writing clear that you are speaking for yourself and not on behalf of the company.  Information published on your blog(s) should comply with the company’s confidentiality and disclosure of proprietary data policies. This also applies to comments posted on other blogs, forums, and social networking sites.  Be respectful to the company, other employees, customers, partners, and competitors.  Social media activities should not interfere with work commitments.  Your online presence reflects on the company. Be aware that your actions captured via images, posts, or comments can reflect that of our company.  Do not reference or site company clients, partners, or customers without their express consent. In all cases, do not publish any information regarding a client.  Company logos and trademarks may not be used without written consent.  If you have images contained on social networking sites that could be unfavorably viewed by the public or our customers, please take necessary precautions to restrict these images from the public domain.  Electronic images (photos or video) from the workplace have the potential of disclosing confidential company information. Therefore taking such images in the workplace is prohibited unless approved by management. Where no policy or guideline exists, employees should use their professional judgment and take the most prudent action possible. Consult with your manager or supervisor if you are uncertain. 29 Note: Nothing in this policy is meant to, nor should it be interpreted to, in any way limit your rights under any applicable federal, state, or local laws, including your rights under the National Labor Relations Act to engage in protected concerted activities with other employees to improve terms and conditions of employment, such as wages and benefits. 8.12 WORKPLACE VIOLENCE PREVENTION Nihilent is committed to preventing workplace violence and to maintaining a safe work environment. Nihilent has adopted the following guidelines to deal with intimidation, harassment, or other threats of (or actual) violence that may occur during business hours or on its premises. All employees, including supervisors and temporary employees, should be treated with courtesy and respect at all times. Employees are expected to refrain from fighting, “horseplay,” or other conduct that may be dangerous to others. Firearms, weapons, and other dangerous hazardous devices or substances are prohibited from the premises of Nihilent without proper authorization. Conduct that threatens, intimidates, or coerces another employee, a customer, or a member of the public at any time, including off-duty periods, will not be tolerated. This prohibition includes all acts of harassment, including harassment that is based on an individual’s sex, race, age, or any characteristic protected by federal, state, or local law. All threats of (or actual) violence, both direct and indirect, should be reported as soon as possible to your immediate supervisor or any other member of management. This includes threats by employees, as well as threats by customers, vendors, solicitors, or other members of the public. When reporting a threat of violence, you should be as specific and detailed as possible. All suspicious activities should also be reported as soon as possible to a supervisor. Do not place yourself in peril. If you see or hear a commotion or disturbance near your workstation, do not try to intercede or see what is happening. Nihilent may take appropriate action when dealing with customers, former employees, or visitors to the facility who engage in violent behavior. Such action may include notifying the police or other law enforcement personnel and prosecuting violators of this policy to the maximum extent of the law. Nihilent will promptly and thoroughly investigate all reports of threats of (or actual) violence and of suspicious individuals or activities. The identity of the individual making a report will be protected as much as is practical. In order to maintain workplace safety and the integrity of its investigation, Nihilent may suspend employees, either with or without pay, pending investigation. Anyone determined to be responsible for threats of (or actual) violence or other conduct that is in violation of these guidelines will be subject to prompt disciplinary action up to and including termination of employment. Nihilent encourages employees to bring their disputes or differences with other employees to the attention of their supervisors or the Human Resources Manager before the situation escalates into potential violence. Nihilent is eager to assist the resolution of employee disputes, and will not discipline employees for raising such concerns. 30 8.13 SAFETY Nihilent ’s commitment to providing a safe working environment, safety standards must support safe working practices and adhere to safety requirements. If you see any situation which might present a safety concern or if you have suggestions for improving safety procedures, please see your supervisor. If you see or are involved in any accident, mishap and/or injury on Company premises or while performing a task for Nihilent , report it immediately to your supervisor. This includes very minor problems because it is often impossible to determine the true scope of problems when they occur. If you do not report an accident, mishap or injury immediately and accurately, disciplinary action may result. 8.14 CREATIVE IDEAS As employees of Nihilent you have the opportunity to contribute to our future success and growth by submitting creative ideas for practical work-improvement or cost-saving ideas. All regular employees are eligible to participate in the suggestion program. An idea that will benefit Nihilent by solving a problem, reducing costs, improving operations or procedures, enhancing customer service, eliminating waste or spoilage, will make Nihilent a better and safer place to work. Statements of problems without accompanying solutions, or recommendations concerning co-workers and management are not appropriate suggestions. All creative ideas submitted should contain a description of the problem or condition to be improved, a detailed explanation of the solution or improvement, and the reasons why it should be implemented. If you have questions or need advice about your idea, contact your supervisor. Submit suggestions to the Human Resources Manager. Special recognition will be given to employees who submit a suggestion that is implemented. 9 LEAVES OF ABSENCE 9.1 FAMILY AND MEDICAL LEAVES OF ABSENCE Employees who have, at the commencement of the leave, at least 12 months total service and who have worked for at least 1250 hours during the preceding 12 months, and, at the time of request, who work at a company location where 50 or more company employees work within 75 miles, will be granted a total of up to 12 weeks unpaid leave during a rolling 12-month period for one or more of the following reasons: A. Because of the birth of a son or daughter of the employee and in order to care for the newborn child. B. Because of the placement of a son or daughter with the employee for adoption or foster care. C. In order to care for the employee's spouse, son, daughter or parent who has a serious health condition. 31 D. Because of the employee's serious health condition that makes the employee unable to perform the functions of his/her current position. E. When an employee’s immediate family member is called into active duty or is already on active duty in the Armed Forces. In addition, up to a total of 26 weeks of unpaid leave in a 12 month period will be granted to a relative to care for a current service member or veteran recovering from a military-related injury that occurred within five years prior to the treatment date. Employees are expected to provide the company with at least 30 days advance notice (or as soon as practicable) when the leave is foreseeable. To request or confirm an FMLA leave, employees are required to complete an “Employee’s Request for Family or Medical Leave” form. The Company will require the employee to substitute any earned, unused paid vacation or sick pay for any part of the 12-week period. After all paid time has been used; the remainder of the leave will be unpaid. Employees are required to furnish medical certification of a serious health condition. When the leave is foreseeable and at least 30 days’ notice has been provided, the employee should provide the medical certification before the leave begins. When this is not possible, the employee must provide the requested certification within 15 calendar days of the company’s request. Employees returning to work from a medical leave for their own serious health condition are required to furnish medical certification of fitness-for-duty when they return to work. Leave under (C) or (D) or (E) may be taken intermittently or on a reduced leave schedule when medically necessary, but similar arrangements under (A) or (B) require company approval. Employees are expected to consult with the company prior to scheduling medical treatment in order to work out a treatment schedule (subject to the approval of the health care provider) which best suits the needs of both the company and the patient. The company may require the employee to transfer temporarily to an available alternative position with equivalent pay and benefits for which the employee is qualified and which better accommodates recurring or reduced periods of leave. Leave may be taken prior to birth or placement under certain circumstances with company approval. The company will maintain group health care coverage during the unpaid leave on the same basis as prior to the leave. Seniority, retirement service credit, and other benefits will not accrue during the unpaid portion of the leave, but seniority, retirement service credit, and other unused benefits accrued prior to the leave will be fully credited and available upon return from leave. Holidays occurring during FMLA are to be counted against the employee’s FMLA entitlement. If a holiday falls during a week in which an employee is substituting paid vacation for unpaid FMLA leave, then the holiday will be paid as per the company’s normal holiday policy. However, if no vacation pay is being received for the week, then the holiday will not be paid. Leave taken under this policy will be counted against the employee’s annual FMLA 12-week entitlement. Time not worked because of leave under this policy will not be counted against an employee’s attendance record. 32 If both spouses are employees of the company, they will be entitled to an annual combined total of 12 weeks leave for birth, adoption, foster placement, or to care for a seriously ill parent. However, each is still entitled to the difference between the amount of leave he or she has individually taken for those purposes and the amount of leave (up to 12 weeks) needed for their own, their spouse’s or their child’s serious health condition. If an employee returns to work from an absence that qualifies for FMLA leave but that has not been so designated by the company, the employee must notify the company within two work days of returning to work if the employee desires the absence to be counted as an FMLA leave. Upon return to work a employee who takes leave under this policy will be placed in the position the employee left or in an equivalent position with equivalent pay, benefits and other terms and conditions of employment, and this/her FMLA leave will not be counted against her/his attendance record. 9.2 MILITARY LEAVE A military leave of absence will be granted to employees who are absent from work because of service in the U.S. uniformed services in accordance with the Uniformed Services Employment and Reemployment Rights Act (USERRA). Advance notice of military service is required, unless military necessity prevents such notice or it is otherwise impossible or unreasonable. The leave will be unpaid. However, employees may use any available paid time off for the absence. Continuation of health insurance benefits is available as required by USERRA based on the length of the leave and subject to the terms, conditions and limitations of the applicable plans for which the employee is otherwise eligible. Employees on military leave for up to 30 days are required to return to work for the first regularly scheduled shift after the end of service, allowing reasonable travel time. Employees on longer military leave must apply for reinstatement in accordance with USERRA and all applicable state laws. Employees returning from military leave will be placed in the position they would have attained had they remained continuously employed or a comparable one depending on the length of military service in accordance with USERRA. They will be treated as though they were continuously employed for the purposes of determining benefits based on length of service. Contact the Human Resources Manager for more information or questions about military leave. 10 EMPLOYEE CONDUCT AND DISCIPLINARY ACTION 10.1 NIHILENT EMPLOYEE CONDUCT AND WORK RULES To ensure orderly operations and provide the best possible work environment, Nihilent expects employees to follow rules of conduct that will protect the interests and safety of all employees and the organization. 33 It is not possible to list all the forms of behavior that are considered unacceptable in the workplace. The following are examples of infractions of rules of conduct that may result in disciplinary action, up to and including termination of employment:  Theft or inappropriate removal or possession of property  Falsification of timekeeping records  Working under the influence of alcohol or illegal drugs  Possession, distribution, sale, transfer, or use of alcohol or illegal drugs in the workplace, while on duty, or while operating employer-owned vehicles or equipment  Fighting or threatening violence in the workplace  Boisterous or disruptive activity in the workplace  Negligence or improper conduct leading to damage of employer-owned or customer-owned property  Insubordination or other disrespectful conduct  Violation of safety or health rules  Smoking in prohibited areas  Sexual or other unlawful or unwelcome harassment  Possession of dangerous or unauthorized materials, such as explosives or firearms, in the workplace  Excessive absenteeism or any absence without notice as per Section 704  Unauthorized use of telephones, mail system, or other employer-owned equipment  Unauthorized disclosure of business "secrets" or confidential information  Violation of personnel policies  Unsatisfactory performance or conduct Employment with Nihilent is at the mutual consent of Nihilent and the employee, and either party may terminate that relationship at any time, with or without cause, and with or without advance notice. 10.2 DRUG AND ALCOHOL USE It is Nihilent’s desire to provide a drug-free, healthful, and safe workplace. To promote this goal, employees are required to report to work in appropriate mental and physical condition to perform their jobs in a satisfactory manner. While on Nihilent premises and while conducting business-related activities off Nihilent premises, no employee may use, possess, distribute, sell, or be under the influence of alcohol or illegal drugs. The legal use of prescribed drugs is permitted on the job only if it does not impair an employee's ability to perform the essential functions of the job effectively and in a safe manner that does not endanger other individuals in the workplace. Violations of this policy may lead to disciplinary action, up to and including immediate termination of employment, and/or required participation in a substance abuse rehabilitation or treatment program. Such violations may also have legal consequences. To ensure compliance with this policy, substance abuse screening may be conducted in the following situations: 34 Pre-employment: As required by the company for all prospective employees who receive a conditional offer of employment For Cause: Upon reasonable suspicion that the employee is under the influence of alcohol or drugs that could affect or has adversely affected the employee’s job performance Random: As authorized or required by federal or state law Under the Drug-Free Workplace Act, an employee who performs work for a government contract or grant must notify Nihilent of a criminal conviction for drug-related activity occurring in the workplace. The report must be made within five days of the conviction. Employees with questions on this policy or issues related to drug or alcohol use in the workplace should discuss them with their supervisor or the Human Resources Manager without fear of reprisal. 10.3 SEXUAL AND OTHER UNLAWFUL HARASSMENT Nihilent is committed to providing a work environment that is free of discrimination and unlawful harassment. Actions, words, jokes, or comments based on an individual's sex, race, ethnicity, age, religion, or any other legally protected characteristic will not be tolerated. As an example, sexual harassment (both overt and subtle) is a form of employee misconduct that is demeaning to another person, undermines the integrity of the employment relationship, and is strictly prohibited. Any employee who wants to report an incident of sexual or other unlawful harassment should promptly report the matter to his or her supervisor. If the supervisor is unavailable or the employee believes it would be inappropriate to contact that person, the employee should immediately contact the Human Resources Manager or any other member of management. Employees can raise concerns and make reports without fear of reprisal. Any supervisor or manager who becomes aware of possible sexual or other unlawful harassment should promptly advise the Human Resources Manager or any member of management who will handle the matter in a timely and confidential manner. Anyone engaging in sexual or other unlawful harassment will be subject to disciplinary action, up to and including termination of employment. 10.3.1 Sexual Harassment Policy Statement Nihilent prohibits sexual harassment by any employee, subcontractor, or agency of the company against any employee or non-employee present at any place where the company is working, transacting business or performing any service. Any instance of such conduct will be subject to timely and appropriate disciplinary action by Nihilent Inc.luding, but not limited to, immediate dismissal from employment. Sexual harassment includes unwelcome sexual advances, requests for sexual favors, sexually motivated physical contact or other verbal or physical conduct or communication of a sexual nature when: 1. Submission to that conduct or communication is made a term or condition, either explicitly or implicitly, of an individual's employment. 2. Submission to or rejection of that conduct or communication by an individual is used as a factor in decisions affecting that individual's employment, or 35 3. That conduct or communication has the purpose or effect of substantially interfering with an individual's work performance, or creates an intimidating, hostile or offensive working environment and the employer knew or should have known of the harassment and fails to take timely and appropriate action. The above conduct may include unwelcome sexual flirtation, advances or propositions, verbal or sexual abuse, sexually explicit or degrading verbal comments about another individual or his or her appearance, the display of sexually suggestive pictures or objects; or any sexually offensive or abusive physical conduct. It also includes the taking of or the refusal to take any personnel action based on an employee's submission to or refusal of sexual overtures. No employee should ever imply, even in jest, that an individual's cooperation in such matters will have any effect on the individual's employment, assignment, compensation, advancement, career development, or any other condition of employment. Nihilent does not limit this prohibition to persons at any particular site. The Company prohibits conduct or communications of a sexually harassing nature directed to pedestrians or drivers using sidewalks or streets near any site, as well as persons employed in nearby businesses. Any person who believes he or she has been sexually harassed, or is aware of such harassment is asked and encouraged to: First: Tell the harasser that his or her actions are not welcome and to stop. Second: Immediately report the incident to Venkat Kavasseri or the Human Resources Manager. If your supervisor is the perpetrator of the harassment, you should direct your report to the Human Resources Manager at: (651) 305-2244 2675 Long Lake Road, Suite 150 Roseville, MN 55113 Third: If additional incidents occur, you should immediately report them to the above individuals. Any reported incident will be investigated. Complaints and actions taken to resolve complaints of sexual harassment will be handled as confidentially as possible, given Nihilent obligation to investigate and act upon reports of such harassment. Violation of this policy may result in discipline up to and including termination. 10.4 ATTENDANCE AND PUNCTUALITY To maintain a safe and productive work environment, Nihilent expects employees to be reliable and to be punctual in reporting for scheduled work. Absenteeism and tardiness place a burden on other employees and on Nihilent . In the rare instances when employees cannot avoid being late to work or are unable to work as scheduled, they should notify their supervisor of any anticipated tardiness or absence at least 1 hour before they are scheduled to work. If employees are absent from work for two (2) consecutive days without notifying a supervisor, the Company will treat this as a voluntary resignation. 36 If an employee is absent because of a non-work related illness or injury, for a period in excess of 3 days, a release note from the employee’s doctor will be required allowing the employee to return to work. If an employee is absent from work due to an illness or injury, any requests to work from home must be made to the employee’s supervisor immediately and will be considered on a case by case basis. Poor attendance and excessive tardiness are disruptive. Either may lead to disciplinary action, up to and including termination of employment. Excessive tardiness is defined as 3 or more tardies in a one (1) month period. Excessive absenteeism is defined as more than 80 hours of unapproved absences in a calendar year. 10.5 PERSONAL APPEARANCE Dress, grooming, and personal cleanliness standards contribute to the morale of all employees and affect the business image Nihilent presents to customers and visitors. During business hours, employees are expected to present a clean and neat appearance and to dress according to the requirements of their positions. Employees who appear for work inappropriately dressed will be sent home and directed to return to work in proper attire. Under such circumstances, employees will not be compensated for the time away from work. Clothing that is soiled, torn, or contains holes will not be permitted. Visible tattoos must be covered during working hours; body piercing other than earrings is not permitted. Consult your supervisor if you have questions as to what constitutes appropriate attire. 10.6 RETURN OF PROPERTY Employees are responsible for all Nihilent property, materials, or written information issued to them or in their possession or control. Employees must return all Nihilent property immediately upon request or upon termination of employment. Where permitted by applicable laws, Nihilent may withhold from the employee's check or final paycheck the cost of any items that are not returned when required. Nihilent may also take all action deemed appropriate to recover or protect its property. 10.7 RESIGNATION Resignation is a voluntary act initiated by the employee to terminate employment with Nihilent . Although advance notice is not required, Nihilent requests at least 2 weeks' written resignation notice from all employees. Prior to an employee’s departure, an exit interview will be scheduled to discuss the reasons for resignation and the effect of the resignation on benefits. If an employee does not provide a two week advance notice, the employee will be considered ineligible for rehire. 37 10.8 SECURITY INSPECTIONS Nihilent wishes to maintain a work environment that is free of illegal drugs, alcohol, firearms, explosives, or other improper materials. To this end, Nihilent prohibits the possession, transfer, sale, or use of such materials on its premises. Nihilent requires the cooperation of all employees in administering this policy. Desks, lockers, and other storage devices may be provided for the convenience of employees but remains the sole property of Nihilent . Accordingly, they, as well as any articles found within them, can be inspected by any agent or representative of Nihilent at any time, either with or without prior notice. Nihilent likewise wishes to discourage theft or unauthorized possession of the property of employees, Nihilent , visitors, and customers. To facilitate enforcement of this policy, Nihilent or its representative may inspect not only desks and lockers but also persons entering and/or leaving the premises and any packages or other belongings. Any employee who wishes to avoid inspection of any articles or materials should not bring such items onto Nihilent ’ premises. 10.9 PROBLEM RESOLUTION Nihilent is committed to providing the best possible working conditions for its employees. Part of this commitment is encouraging an open and frank atmosphere in which any problem, complaint, suggestion, or question receives a timely response from Nihilent supervisors and management. Nihilent strives to ensure fair and honest treatment of all employees. Supervisors, managers, and employees are expected to treat each other with mutual respect. Employees are encouraged to offer positive and constructive criticism. If employees disagree with established rules of conduct, policies, or practices, they can express their concern through the problem resolution procedure. No employee will be penalized, formally or informally, for voicing a complaint with Nihilent in a reasonable, business-like manner, or for using the problem resolution procedure. If a situation occurs when employees believe that a condition of employment or a decision affecting them is unjust or inequitable, they are encouraged to make use of the following steps. The employee may discontinue the procedure at any step. Employee presents problem to immediate supervisor within one month after incident occurs. If supervisor is unavailable or employee believes it would be inappropriate to contact that person, employee may present problem to the Human Resources Manager. Supervisor responds to problem during discussion or after consulting with appropriate management, when necessary. Supervisor documents discussion. Employee presents problem to Human Resources Manager within one week of initial discussion with supervisor if problem is unresolved. Human Resources Manager counsels and advises employee, assists in putting problem in writing, visits with employee's manager(s), if necessary, and directs employee to the President for review of problem. President reviews and considers problem. The President informs employee of decision within one week of receiving written problem document and forwards copy of written response to Human Resources for 38 employee's file. The President has full authority to make any adjustment deemed appropriate to resolve the problem. Not every problem can be resolved to everyone's total satisfaction, but only through understanding and discussion of mutual problems can employees and management develop confidence in each other. This confidence is important to the operation of an efficient and harmonious work environment, and helps to ensure everyone's job security. 10.10 PROGRESSIVE DISCIPLINE Nihilent hires people because we believe that they want a job and want to work. We expect our employees to be mature, reasonable, and behave in a business-like manner appropriate to the work place. We expect our employees to be present to work when scheduled and on time. We expect our employees to perform their duties in a safe, competent, and business-like manner. We expect our employees to be courteous and respectful toward supervisors, co-workers, and any persons in the work place. We expect employees to be honest and to be careful of equipment and property. In short, we expect our employees to give their best efforts to their jobs and to treat their jobs as an important part of their lives. Occasionally, employees will have difficulty meeting their obligations. When discipline is required, Nihilent will follow the progressive disciplinary steps. The steps of progressive discipline are as follows: 1. Verbal warning; 2. Writing warning; 3. Termination. Management reserves the right to enter the disciplinary process at any step, depending on the nature of the behavior. More serious violations could result in immediate termination. 11 A FINAL WORD This handbook cannot cover every situation which comes up in the course of business at Nihilent . We encourage you to discuss any questions, concerns or problems with your supervisor. We are pleased to welcome you to Nihilent . We value your abilities and contributions to the Company and we are committed to providing you with a pleasant working environment. 39 12 APPENDIX 12.1 APPENDIX A - MINNESOTA ONLY POLICIES WAGE DISCLOSURE An employee’s wages are personal. Each employee has the right to keep his or her wage information private or to choose to share his or her wage information with others. Nihilent will not take any adverse employment action against an employee who chooses to disclose his or her own wages to others, or who discusses another employee’s wages if the other employee has already disclosed those wages to the employee. However, nothing in this policy creates an obligation on the part of any employee to disclose his or her wages. Employees are free to refrain from such discussions and may not be subject to retaliation of any kind for choosing not to discuss his or her wages. Nevertheless, nothing in this policy permits employees to disclose proprietary information, trade secret information, or information that is otherwise subject to a legal privilege or protected by law. For example, nothing in this policy permits employees to disclose client confidential information or confidential company financial information/intellectual property / etc. This policy does not permit an employee to disclose wage information of other employees to a competitor. This policy also does not diminish any existing rights under the National Labor Relations Act. Any suspected violations of this policy by should be reported immediately to the H.R. Consistent with the organization’s Non- Retaliation Policy, employees who make good faith reports are protected from adverse employment action. 40 EMPLOYEE HANDBOOK ACKNOWLEDGEMENT FORM This employee manual describes important information about NIHILENT INC. Nihilent and I understand that I should consult the Human Resources Manager regarding any questions I have about the conditions set forth herein. I also have the right to consult an attorney before signing this agreement because I will be bound by all the conditions of the manual when I become an employee of Nihilent Inc. Since the information, policies and benefits described herein are necessarily subject to change, I acknowledge revisions to the manual may occur. All such revisions will be communicated through official organizational notices and I understand such revisions may supersede, modify or eliminate existing policies. Only the President of Nihilent may revise policies in this handbook. Furthermore, I acknowledge this manual is not a contract of employment, nor is it to be construed as part of any other agreement. I acknowledge that employment with Nihilent is voluntarily entered into, and I am free to resign at will at any time, with or without cause. Similarly, Nihilent may terminate the employment relationship at will at any time, with or without notice or cause, so long as there is no violation of applicable federal or state law. The manual is, however, acknowledged to contain contractual provisions, which will govern my employment and are in consideration for said employment, if I ultimately become an employee as defined below. By signing this agreement, I acknowledge I have received, reviewed and understand its contents. ______________________________ _______________ Employee Signature Date ___________________________ Employee (print name) ___________________________ _______________ Human Resources Date 3/10/2021 Microsoft Solution Providers https://www.microsoft.com/en-us/solution-providers/partnerdetails/nihilent-inc_0cbcfcad-ac6b-4cba-b10d-55f39e905f42/0a7c0efa-ad4d-4fe3-962c-c07f…1/3 Sign in Microsoft 365 Azure Office 365 Dynamics 365 Power Platform Windows 10 All Microsoft Search  Cart   Nihilent Inc. http://www.nihilent.com/ · ·2675 Long Lake Road, Suite 150, Roseville, MN, US 55113 Search for other providersCONTACT   This provider has demonstrated competency in the following areas Silver Security Silver Small and Midmarket Cloud Solutions Gold Collaboration and Content Gold Data Analytics Gold Application Integration Gold Cloud Productivity Gold Cloud Platform Gold Data Platform Gold Datacenter Gold Project and Portfolio Management Gold Application Development About us Nihilent is a global consulting and services company using human-centered approach for problem-solving and change management. Nihilent’s comprehensive range of expertise in customer research, process and technology enables newer heights of business performance. Our drive for performance change is through Transformation, Innovation and Optimization. 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