1. September 18-19, 2006 – Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development Negotiating Successful HMIS Software Contracts LaTonya Harris, Director of IT, LAHSA Dawn Lee, Executive Director, Orange County Partnership Matt White, HMIS National TA Initiative, Abt Associates, Inc.

2. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 2 Presentation Overview Learning Objectives Topics Case Study - The LA/OC HMIS Collaborative –Collaborative Background –Our RFP and Contract Process –What Went Well –What We Would Do Differently Today Negotiating A Successful HMIS Contract –Before You Begin Contract Negotiations –Getting Down to Business –Do’s and Don'ts

3. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 3 Learning Objectives To understand how to secure HMIS project support and development through successful contracting processes/ techniques. To review different types of contracts and contracting options.

4. September 18-19, 2006 – Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development Case Study The LA/OC HMIS Collaborative

5. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 5 Case Study - The LA/OC HMIS Collaborative Collaborative Background: Formed in December 2001, the Los Angeles/Orange County (LA/OC) HMIS Collaborative consists of four Continuum of Care (CoC) Systems in two urban counties: In Los Angeles County, there are three CoCs: The cities of Glendale, and Pasadena each coordinate their own CoC; and the Los Angeles Homeless Services Authority (LAHSA) is responsible for the City of Los Angeles and the balance of Los Angeles County. In Orange County, OC Partnership and its partners Orange County Housing & Community Services Department and Info Link Orange County coordinate the Orange County Continuum of Care.

6. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 6 Case Study - The LA/OC HMIS Collaborative Why We Decided to Collaborate: Being in a collaborative provides leverage; Homeless service providers deliver services in multiple CoC jurisdictions; Homeless persons may travel between CoCs to receive services; The two counties will benefit from having regional data and reports and a broader picture of local homeless services; Los Angeles County, would benefit from having County- wide data and reports; Service providers in the two counties could benefit from coordinated planning.

7. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 7 Case Study - The LA/OC HMIS Collaborative Our RFP Process: Integrate all partner's system requirements into one comprehensive requirement list Issue Request For Proposals Design a consistent proposal evaluation process Use due diligence in reference checking process Conduct onsite software demonstrations and labs Select vendor finalists and begin contract process

8. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 8 Case Study - The LA/OC HMIS Collaborative What Went Well: Collaboration gave us leverage Diverse implementation team expertise Wide geographic coverage through shared system Process for ranking CoC contract priorities Ability to share resources and costs Flexibility to contract together or individually

9. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 9 Case Study - The LA/OC HMIS Collaborative What Would We Do Differently Today: More up front research on the HMIS software providers Expand the review team for vendor demos before releasing the RFP Participate in a vendor’s training session Confirm full functionality of all modules listed in the vendor’s RFP response Onsite visit to vendor’s facilities Research vendor’s social services experience

10. September 18-19, 2006 – Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development Negotiating Successful HMIS Software Contracts

11. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 11 Before You Begin Contract Negotiations Select a Negotiation Team: Continuum's Negotiation Team Team members should include subject matter experts from your continuum, agency or other departments Technology staff Contract specialists Continuum of Care staff Attorneys (for each partner)

12. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 12 Before you begin contract negotiations Select a Negotiation Team: Vendor’s Negotiation Team Require that the vendor provides a representative with the highest level of authority to participate in the negotiation process Require that the vendor include representatives that are integrally knowledgeable of the software product

13. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 13 Before You Begin Contract Negotiations Negotiation Preparations: Scheduling Set a contracting start date, early! Set a contracting completion date –process may take up to 3 - 6 months to complete Set Roles and Responsibilities Determine the roles and responsibilities for the negotiation team members Select lead negotiating partner(s) responsible for communications to the negotiation team and vendor

14. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 14 Before You Begin Contract Negotiations Negotiation Preparations: Funding Know your budget  How much do I have to spend?  Which funder(s) will pay for which items?  What costs are eligible and which are not?  Tie funder line items to vendor contract  Keep a close watch on variable per user/seat costs

15. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 15 Before You Begin Contract Negotiations Negotiation Preparations: Documents needed Previous contract or RFP Vendor's contract/proposal in MS Word format Contract/proposal budget A list of contract questions and concerns to be discussed with vendor A list of additional needs to be discussed with vendor

16. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 16 Before you begin contract negotiations Negotiation Preparations: Prepare a strategy Know what you want. Be specific! Know your expected responses Know which items are negotiable, which are not! Prioritize items on your wish list Modify vendor’s standard contract to meet your unique needs Be flexible and realistic! Work toward a Win-Win outcome

17. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 17 Before you begin contract negotiations Negotiation Preparations: If you are part of a collaborative, decide in advance: If you want a shared collaborative contract or individual CoC contracts The allocation of cost to be paid by each collaborative partner How shared cost are handled if a collaborative partner wishes to terminate their contract with the vendor The MOU specifications outlining each member’s responsibility to each other and to the vendor

18. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 18 Contract Negotiations Getting Down to Business: Software Considerations: Ensure software licenses are appropriate and adequate for implementation schedule –If possible, negotiate concurrent user licensing

19. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 19 Contract Negotiations Getting Down to Business: Hosting Considerations: Vendor Hosting agreement should contain details on: –A description of hosting facilities –Hardware equipment and software applications –Security procedures –Maintenance and support –Bandwidth and performance –System availability and uptime commitments –Disaster and recovery procedures

20. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 20 Contract Negotiations Getting Down to Business: Hosting Considerations: (cont.) Continuum Hosting details to be considered: –Obtain hardware and software requirements from vendor –Configuration requirements for servers and applications –Determine which services will be purchased from the vendor –Installation cost –Clearly spell out partner responsibilities

21. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 21 Contract Negotiations Getting Down to Business: Technical or Customer Support Considerations: Get a detailed outline of the technical support procedures including: –Maintenance and service levels agreements –System availability and uptime commitments –Customer service hours –Estimated response time for support issues –Technical and product support contacts –Project management contacts

22. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 22 Contract Negotiations Getting Down to Business: Technical or Customer Support Considerations (cont.) –Issue escalation process –System administrator and user training –Training manuals and materials –Disaster and recovery procedures –Software warranties –Software upgrades –System quality and integrity

23. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 23 Contract Negotiations Getting Down to Business: Technical or Customer Support Considerations (cont.) –Proprietary information –Indemnification clause –Confidential information and data privacy. Require that the vendor sign a Confidentiality of Understanding agreement –Additional consulting service rates for items outside of negotiated contract

24. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 24 Contract Negotiations Getting Down to Business: Technical or Customer Support Considerations (cont.) –Escrow Deposits  Make sure you have an initial deposit and subsequent deposits throughout the contract period –System Enhancements  Consider having a pool of dollars set aside in the contract for small system enhancements and/or custom reports that may arise during the course of the contract

25. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 25 Contract Negotiations Getting Down to Business: Scope of Work: Include all deliverables in the contract Spell out the specifics of each deliverable Contract Period –Start with a short term contract until you are comfortable with vendor’s performance

26. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 26 Contract Negotiations Getting Down to Business: Scope of work: (cont.) Contract Budget –Payment intervals should be tied to successful completion of project milestones –Price units of work individually to quantify item if they are not completed satisfactorily

27. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 27 Contract Negotiations Getting Down to Business: Other Key Contract Components: Include applicable local laws and ordinances Attach the proposal or RFP as an exhibit in the contract Include list of key definitions to make sure that all parties have the same understanding Clearly spell out the vendor's responsibilities Clearly spell out your responsibilities Define how disputes, terminations and/or suspensions are handle. Be specific and define repercussions!

28. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 28 Contract Negotiations Do’s and Don’ts: DO: Make sure all partners are highly involved in the communication process Use a Track Changes editing feature during contract revision process Get all promises in writing Be honest, say what you can't afford Read final contract thoroughly before signing to make sure it matches all agreements Obtain a PDF contract final version in addition to the hardcopy

29. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 29 Contract Negotiations Do’s and Don’ts: DO: (cont.) If you are part of a collaborative: Make sure that all parties in the collaborative have the same language, similar pricing and payment schedules Request that collaborative members track vendor invoices to the scope of work Confirm that shared work is billed according to pre- allocated percentages

30. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 30 Contract Negotiations Do’s and Don’ts: DON’T: Sign the vendor's standard contract form, customize to meet your needs. Allocate all of your money to the contract. Set aside dollars for unexpected expenses.

31. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 31 Contract Negotiations Additional Resources: HMIS.INFO –HMIS Cost Estimation Guidelines: Cost Framework and Submission Recommendations

32. September 18-19, 2006 - Denver, Colorado Sponsored by the U.S. Department of Housing and Urban Development 32 Contract Negotiations Remember! Successful Contract Negotiations is a team effort with YOU and the VENDOR!