DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services

PROFESSIONAL SERVICES CONTRACT

Contract #0000000000000000000045506
This Contract ("this Contract"), entered into by and between Indiana Department of Workforce
Development (the "State") and ID.me, Inc. (the "Contractor"), is executed pursuant to the terms
and conditions set forth herein. In consideration of those mutual undertakings and covenants, the
parties agree as follows:

1. Duties of Contractor. The Contractor shall provide the following services relative to this
Contract:

2. Consideration. The Contractor will be paid at the rate of $4.00 per verified identity, in
performance of duties set forth in Exhibit A1. Pricing details are specified in Exhibit B1. Total
remuneration under this Contract shall not exceed $500,000.00.

3. Term. This Contract shall be effective for a period of two (2) years. It shall commence on
September 01, 2020 and shall remain in effect through August 31, 2022.

4. Access to Records. The Contractor and its subcontractors, if any, shall maintain all books,
documents, papers, accounting records, and other evidence pertaining to all costs incurred under
this Contract. They shall make such materials available at their respective offices at all
reasonable times during this Contract, and for three (3) years from the date of final payment
under this Contract, for inspection by the State or its authorized designees. Copies shall be
furnished at no cost to the State if requested.

5. Assignment; Successors.
A. The Contractor binds its successors and assignees to all the terms and conditions of this
Contract. The Contractor may assign its right to receive payments to such third parties as the
Contractor may desire without the prior written consent of the State, provided that the Contractor
gives written notice (including evidence of such assignment) to the State thirty (30) days in
advance of any payment so assigned. The assignment shall cover all unpaid amounts under this
Contract and shall not be made to more than one party.

B. The Contractor shall not assign or subcontract the whole or any part of this Contract without
the State's prior written consent. Additionally, the Contractor shall provide prompt written notice to
the State of any change in the Contractor's legal name or legal status so that the changes may be
documented and payments to the successor entity may be made.

6. Assignment of Antitrust Claims. As part of the consideration for the award of this Contract,
the Contractor assigns to the State all right, title and interest in and to any claims the Contractor
now has, or may acquire, under state or federal antitrust laws relating to the products or services
which are the subject of this Contract.

7. Audits. The Contractor acknowledges that it may be required to submit to an audit of funds
paid through this Contract. Any such audit shall be conducted in accordance with IC § 5-11-1, et
seq., and audit guidelines specified by the State.

The State considers the Contractor to be a "Contractor" under 2 C.F.R. 200.330 for purposes of
this Contract. However, if it is determined that the Contractor is a "subrecipient" and if required by
applicable provisions of 2 C.F.R. 200 (Uniform Administrative Requirements, Cost Principles, and
Audit Requirements), Contractor shall arrange for a financial and compliance audit, which
complies with 2 C.F.R. 200.500 et seq.

8. Authority to Bind Contractor. The signatory for the Contractor represents that he/she has
been duly authorized to execute this Contract on behalf of the Contractor and has obtained all

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
necessary or applicable approvals to make this Contract fully binding upon the Contractor when
his/her signature is affixed, and accepted by the State.

9. Changes in Work. The Contractor shall not commence any additional work or change the
scope of the work until authorized in writing by the State. The Contractor shall make no claim for
additional compensation in the absence of a prior written approval and amendment executed by
all signatories hereto. This Contract may only be amended, supplemented or modified by a
written document executed in the same manner as this Contract.

10. Compliance with Laws.

A. The Contractor shall comply with all applicable federal, state, and local laws, rules, regulations,
and ordinances, and all provisions required thereby to be included herein are hereby incorporated
by reference. The enactment or modification of any applicable state or federal statute or the
promulgation of rules or regulations thereunder after execution of this Contract shall be reviewed
by the State and the Contractor to determine whether the provisions of this Contract require
formal modification.

B. The Contractor and its agents shall abide by all ethical requirements that apply to persons
who have a business relationship with the State as set forth in IC § 4-2-6, et seq., IC § 4-2-7, et
seq. and the regulations promulgated thereunder. If the Contractor has knowledge, or would
have acquired knowledge with reasonable inquiry, that a state officer, employee, or special
state appointee, as those terms are defined in IC § 4-2-6-1, has a financial interest in the
Contract, the Contractor shall ensure compliance with the disclosure requirements in IC §
4-2-6-10.5 prior to the execution of this Contract. If the Contractor is not familiar with these
ethical requirements, the Contractor should refer any questions to the Indiana State Ethics
Commission, or visit the Inspector General's website at http://www.in.gov/ig/. If the Contractor or
its agents violate any applicable ethical standards, the State may, in its sole discretion, terminate
this Contract immediately upon notice to the Contractor. In addition, the Contractor may be
subject to penalties under IC §§ 4-2-6, 4-2-7, 35-44.1-1-4, and under any other applicable laws.

C. The Contractor certifies by entering into this Contract that neither it nor its principal(s) is
presently in arrears in payment of taxes, permit fees or other statutory, regulatory or judicially
required payments to the State of Indiana. The Contractor agrees that any payments currently
due to the State of Indiana may be withheld from payments due to the Contractor. Additionally,
further work or payments may be withheld, delayed, or denied and/or this Contract suspended
until the Contractor is current in its payments and has submitted proof of such payment to the
State.

D. The Contractor warrants that it has no current, pending or outstanding criminal, civil, or
enforcement actions initiated by the State, and agrees that it will immediately notify the State of
any such actions. During the term of such actions, the Contractor agrees that the State may
delay, withhold, or deny work under any supplement, amendment, change order or other
contractual device issued pursuant to this Contract.

E. If a valid dispute exists as to the Contractor's liability or guilt in any action initiated by the State
or its agencies, and the State decides to delay, withhold, or deny work to the Contractor, the
Contractor may request that it be allowed to continue, or receive work, without delay. The
Contractor must submit, in writing, a request for review to the Indiana Department of
Administration (IDOA) following the procedures for disputes outlined herein. A determination by
IDOA shall be binding on the parties. Any payments that the State may delay, withhold, deny, or
apply under this section shall not be subject to penalty or interest, except as permitted by IC § 5-
17-5.

F. The Contractor warrants that the Contractor and its subcontractors, if any, shall obtain and
maintain all required permits, licenses, registrations, and approvals, and shall comply with all

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
health, safety, and environmental statutes, rules, or regulations in the performance of work
activities for the State. Failure to do so may be deemed a material breach of this Contract and
grounds for immediate termination and denial of further work with the State.

G. The Contractor affirms that, if it is an entity described in IC Title 23, it is properly registered
and owes no outstanding reports to the Indiana Secretary of State.

H. As required by IC § 5-22-3-7:
(1) The Contractor and any principals of the Contractor certify that:
(A) the Contractor, except for de minimis and nonsystematic
violations, has not violated the terms of:
(i) IC §24-4.7 [Telephone Solicitation Of Consumers];
(ii) IC §24-5-12 [Telephone Solicitations]; or
(iii) IC §24-5-14 [Regulation of Automatic Dialing Machines];
in the previous three hundred sixty-five (365) days, even if IC § 24-4.7 is
preempted by federal law; and
(B) the Contractor will not violate the terms of IC § 24-4.7 for the
duration of the Contract, even if IC §24-4.7 is preempted by federal law.
(2) The Contractor and any principals of the Contractor certify that an affiliate or
principal of the Contractor and any agent acting on behalf of the Contractor or on
behalf of an affiliate or principal of the Contractor, except for de minimis and
nonsystematic violations,
(A) has not violated the terms of IC § 24-4.7 in the previous three
hundred sixty-five (365) days, even if IC §24-4.7 is preempted by federal
law; and
(B) will not violate the terms of IC § 24-4.7 for the duration of the
Contract, even if IC §24-4.7 is preempted by federal law.

11. Condition of Payment. All services provided by the Contractor under this Contract must be
performed to the State's reasonable satisfaction, as determined at the discretion of the
undersigned State representative and in accordance with all applicable federal, state, local laws,
ordinances, rules and regulations. The State shall not be required to pay for work found to be
unsatisfactory, inconsistent with this Contract or performed in violation of any federal, state or
local statute, ordinance, rule or regulation.

12. Confidentiality of State Information.

A. The Contractor understands and agrees that data, materials, and information disclosed to the
Contractor (hereinafter “DWD Data”) may contain confidential and protected information. The
Contractor covenants that data, material, and information gathered, based upon, or disclosed
to the Contractor for the purpose of this Contract will not be disclosed to or discussed with
third parties without the prior written consent of the State and shall be used only for the
purposes of this Contract.

B. The Contractor will abide by all applicable statutes, regulations, directives, and mandates to
protect the privacy rights and interests of individuals who apply for employment and training
and related services. The Contractor specifically agrees to adhere to the provisions of IC
§22-4-19-6 and IC §4-1-6-1 et seq. Contractor recognizes that it is subject to the penalties
for disclosure of protected information under IC §5-14-3-10.

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
C. The parties acknowledge that the services to be performed by the Contractor for the State
under this Contract may require or allow access to data, materials, and information containing
Social Security numbers or other personal information maintained by the State in its
computer system or other records. In addition to the covenant made above in this section
and pursuant to 10 IAC §5-3-1(4), the Contractor and the State agree to comply with the
provisions of IC §4-1-10 and IC §4-1-11. If any Social Security number(s) or personal
information (as defined in IC §4-1-11-3) is/are disclosed by the Contractor, the Contractor
agrees to pay the cost of the notice of disclosure of a breach of the security of the system in
addition to any other claims and expenses for which it is liable under the terms of this
Contract.

D. As required by the Family Educational Rights and Privacy Act (“FERPA”), 20 USC §1232g,
34 CFR §99.1, to the extent this Contract involves the use or transmittal of “personally
identifiable information,” as defined at 34 CFR §99.3, the Contractor covenants that it will
appropriately safeguard from unauthorized disclosure to third parties any “personally
identifiable information” with respect to a student.

E. 20 CFR 603 regulates the disclosure of Confidential Unemployment Compensation

Information (“CUCI”). To the extent that this Contract involves handling CUCI, the Parties
agree to comply with 20 CFR 603. Contractor understands and agrees to be bound by the
requirements of 20 CFR 603.

F. Pursuant to 20 CFR §603 and IC § 22-4-19-6, the Contractor covenants that it will
appropriately safeguard any and all DWD Data pursuant to this Contract and prevent
unauthorized disclosure to third parties. Any DWD Data collected or utilized pursuant to this
Contract are confidential records pursuant to IC 22-4-19-6, subject to criminal penalties for
unauthorized disclosure. Contractor further covenants that access to any DWD Data
collected or utilized pursuant to this Contract shall be limited to only those who need to
access it, and shall not be used for any purposes beyond those expressly contemplated by
this Contract. Contractor shall instruct all its personnel with access to DWD Data regarding
confidentiality requirements and the provisions contained in this Contract, including
safeguards and sanctions imposed by state law for unauthorized disclosure of DWD Data.

G. The Contractor shall submit to DWD an executed copy of Exhibit C1 (“Confidentiality

Statement”) for each individual providing services under this Contract before giving that
individual access to DWD Data.

H. The DWD Data shall be transmitted from DWD to Contractor in an encrypted, secure manner.
Contractor shall take precautions to ensure that the DWD Data is used in a physically and
electronically secure manner. For purposes of this Contract, “use” means to receive, to save,
to display, to transmit, to process, to store, and to destroy. Contractor shall comply with the
National Institute of Standards and Technology’s Recommended Security Controls for
Federal Information Systems and Organizations. See https://nvd.nist.gov/800-53

I. Contractor shall destroy or return to DWD any and all DWD Data within sixty (60) days of the
termination of this Contract.

J. Contractor shall maintain a system to ensure that its compliance with this Contract is capable
of being audited, and Contractor shall allow DWD to make on-site inspections to ensure that
Contractor is complying with all of the terms of this Contract, including provisions of federal
and state law.

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services

K. A “Security Incident” occurs when a Party has reason to believe that there either was or may
have been unauthorized access to any of the DWD Data referenced in this Contract, damage
caused to any of the DWD Data referenced in this Contract, or theft of any of the DWD Data
referenced in this Contract. A security incident includes, but is not limited, to breaches of
confidentiality where any use or disclosure of the DWD Data that is not permitted by this
Contract or any use or disclosure of the DWD Data that is not permitted by applicable federal
and state laws or regulations occurs. If either party has reason to believe that a security
incident has occurred, then:

(1) Contractor shall, at its own expense, undertake appropriate mitigating actions as
prescribed by applicable federal and state laws and regulations, including providing
notice, where required, to the victims, state authorities, and federal authorities.

(2) Contractor shall provide prompt notice of any potential breach to DWD in the manner
described below:

i. Reporting of Security Incident to the State. Contractor shall report to the State any
security incident of which Contractor becomes aware.
1. A security incident shall be reported by the Contractor Privacy & Security Officer
to the DWD Security Manager by both calling (317) 232-7596 within two (2)
hours of becoming aware of the security incident and in electronic form to
[email protected] within twenty-four (24) hours of
becoming aware of the security incident.
2. If the Contractor Privacy & Security Officer is unable to reach the DWD Security
Officer at the above phone number, then the Contractor Privacy & Security
Officer shall report the security incident to the DWD Chief Information Officer by
calling (317) 234-8371 within two (2) hours of becoming aware of the security
incident.
3. In the event a security incident is discovered outside of normal business hours,
leaving a voice message at the above-listed telephone numbers shall be
considered sufficient oral notification; however in all instances, Contractor shall
also complete notification by electronic form to
[email protected] within twenty-four (24) hours of
becoming aware of the security incident.

(3) The following format should be used when reporting the security incident electronically:

i. Name of Agency
1. Incident # (number assigned by reporting entity)
ii. Type of Incident –
1. Date and Time of Report
(Date and time incident was initially reported)
2. Date and Time of Incident
(Date and time incident occurred)
3. Time potential breach was identified
iii. Name and Title of Person Reporting Incident

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
1. Contact Information (of person reporting incident)
iv. Summary of Incident
(Include pertinent information regarding the potential security breach)
v. Description of Personally Identifiable Information Involved
(Include number of participant records involved)
vi. Action Taken
1. Name of Person(s) Conducting Preliminary Investigation
2. Contact Information (of individual responsible for Issue Analysis)
3. Date Investigation started
4. Action(s) Taken
(include dates, times, and names of agencies notified of the Incident)
vii. Conclusion
1. Measures taken to address issue and prevent any reoccurrences

L. Contractor shall not publish or disclose in any way any information derived from or relating to
DWD Data without the express, written consent of DWD.

M. DWD shall have the right to unilaterally and immediately terminate this Contract and require
Contractor to return or destroy all DWD Data in the event of an unauthorized disclosure of
DWD Data.

13. Continuity of Services.

A. The Contractor recognizes that the service(s) to be performed under this Contract are vital to
the State and must be continued without interruption and that, upon Contract expiration, a
successor, either the State or another contractor, may continue them. The Contractor agrees to:
1. Furnish phase-in training; and
2. Exercise its best efforts and cooperation to effect an orderly and efficient transition to a
successor.

B. The Contractor shall, upon the State's written notice:

1. Furnish phase-in, phase-out services for up to sixty (60) days after this Contract expires;
and
2. Negotiate in good faith a plan with a successor to determine the nature and extent of
phase-in, phase-out services required. The plan shall specify a training program and a
date for transferring responsibilities for each division of work described in the plan, and
shall be subject to the State's approval. The Contractor shall provide sufficient
experienced personnel during the phase-in, phase-out period to ensure that the services
called for by this Contract are maintained at the required level of proficiency.

C. The Contractor shall allow as many personnel as practicable to remain on the job to help the
successor maintain the continuity and consistency of the services required by this Contract. The
Contractor also shall disclose necessary personnel records and allow the successor to conduct
on-site interviews with these employees. If selected employees are agreeable to the change, the
Contractor shall release them at a mutually agreeable date and negotiate transfer of their earned
fringe benefits to the successor.

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
D. The Contractor shall be reimbursed for all reasonable phase-in, phase-out costs (i.e., costs
incurred within the agreed period after contract expiration that result from phase-in, phase-out
operations).

14. Debarment and Suspension.

A. The Contractor certifies by entering into this Contract that neither it nor its principals nor any of
its subcontractors are presently debarred, suspended, proposed for debarment, declared
ineligible or voluntarily excluded from entering into this Contract by any federal agency or by any
department, agency or political subdivision of the State of Indiana. The term "principal" for
purposes of this Contract means an officer, director, owner, partner, key employee or other
person with primary management or supervisory responsibilities, or a person who has a critical
influence on or substantive control over the operations of the Contractor.

B. The Contractor certifies that it has verified the state and federal suspension and debarment
status for all subcontractors receiving funds under this Contract and shall be solely responsible
for any recoupment, penalties or costs that might arise from use of a suspended or debarred
subcontractor. The Contractor shall immediately notify the State if any subcontractor becomes
debarred or suspended, and shall, at the State's request, take all steps required by the State to
terminate its contractual relationship with the subcontractor for work to be performed under this
Contract.

15. Default by State. If the State, sixty (60) days after receipt of written notice, fails to correct or
cure any material breach of this Contract, the Contractor may cancel and terminate this Contract
and institute measures to collect monies due up to and including the date of termination.

16. Disputes.
A. Should any disputes arise with respect to this Contract, the Contractor and the State agree to
act immediately to resolve such disputes. Time is of the essence in the resolution of disputes.

B. The Contractor agrees that, the existence of a dispute notwithstanding, it will continue without
delay to carry out all of its responsibilities under this Contract that are not affected by the dispute.
Should the Contractor fail to continue to perform its responsibilities regarding all non-disputed
work, without delay, any additional costs incurred by the State or the Contractor as a result of
such failure to proceed shall be borne by the Contractor, and the Contractor shall make no claim
against the State for such costs.

C. If the parties are unable to resolve a contract dispute between them after good faith attempts
to do so, a dissatisfied party shall submit the dispute to the Commissioner of IDOA for resolution.
The dissatisfied party shall give written notice to the Commissioner and the other party. The
notice shall include: (1) a description of the disputed issues, (2) the efforts made to resolve the
dispute, and (3) a proposed resolution. The Commissioner shall promptly issue a Notice setting
out documents and materials to be submitted to the Commissioner in order to resolve the dispute;
the Notice may also afford the parties the opportunity to make presentations and enter into further
negotiations. Within thirty (30) business days of the conclusion of the final presentations, the
Commissioner shall issue a written decision and furnish it to both parties. The Commissioner's
decision shall be the final and conclusive administrative decision unless either party serves on the
Commissioner and the other party, within ten (10) business days after receipt of the
Commissioner's decision, a written request for reconsideration and modification of the written
decision. If the Commissioner does not modify the written decision within thirty (30) business
days, either party may take such other action helpful to resolving the dispute, including submitting
the dispute to an Indiana court of competent jurisdiction. If the parties accept the Commissioner's
decision, it may be memorialized as a written Amendment to this Contract if appropriate.

D. The State may withhold payments on disputed items pending resolution of the dispute. The
unintentional nonpayment by the State to the Contractor of one or more invoices not in dispute in

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
accordance with the terms of this Contract will not be cause for the Contractor to terminate this
Contract, and the Contractor may bring suit to collect these amounts without following the
disputes procedure contained herein.

E. With the written approval of the Commissioner of the IDOA, the parties may agree to forego
the process described in subdivision C. relating to submission of the dispute to the Commissioner.

F. This paragraph shall not be construed to abrogate provisions of IC § 4-6-2-11 in situations

where dispute resolution efforts lead to a compromise of claims in favor of the State as described
in that statute. In particular, releases or settlement agreements involving releases of legal claims
or potential legal claims of the state should be processed consistent with IC § 4-6-2-11, which
requires approval of the Governor and Attorney General.

17. Drug-Free Workplace Certification. As required by Executive Order No. 90-5 dated April
12, 1990, issued by the Governor of Indiana, the Contractor hereby covenants and agrees to
make a good faith effort to provide and maintain a drug-free workplace. The Contractor will give
written notice to the State within ten (10) days after receiving actual notice that the Contractor, or
an employee of the Contractor in the State of Indiana, has been convicted of a criminal drug
violation occurring in the workplace. False certification or violation of this certification may result
in sanctions including, but not limited to, suspension of contract payments, termination of this
Contract and/or debarment of contracting opportunities with the State for up to three (3) years.

In addition to the provisions of the above paragraph, if the total amount set forth in this Contract is
in excess of $25,000.00, the Contractor certifies and agrees that it will provide a drug-free
workplace by:

A. Publishing and providing to all of its employees a statement notifying them that the unlawful
manufacture, distribution, dispensing, possession or use of a controlled substance is
prohibited in the Contractor's workplace, and specifying the actions that will be taken against
employees for violations of such prohibition;

B. Establishing a drug-free awareness program to inform its employees of: (1) the dangers of
drug abuse in the workplace; (2) the Contractor's policy of maintaining a drug-free workplace;
(3) any available drug counseling, rehabilitation and employee assistance programs; and (4)
the penalties that may be imposed upon an employee for drug abuse violations occurring in
the workplace;

C. Notifying all employees in the statement required by subparagraph (A) above that as a
condition of continued employment, the employee will: (1) abide by the terms of the
statement; and (2) notify the Contractor of any criminal drug statute conviction for a violation
occurring in the workplace no later than five (5) days after such conviction;

D. Notifying the State in writing within ten (10) days after receiving notice from an employee
under subdivision (C)(2) above, or otherwise receiving actual notice of such conviction;

E. Within thirty (30) days after receiving notice under subdivision (C)(2) above of a conviction,
imposing the following sanctions or remedial measures on any employee who is convicted of
drug abuse violations occurring in the workplace: (1) taking appropriate personnel action
against the employee, up to and including termination; or (2) requiring such employee to
satisfactorily participate in a drug abuse assistance or rehabilitation program approved for
such purposes by a federal, state or local health, law enforcement, or other appropriate
agency; and

F. Making a good faith effort to maintain a drug-free workplace through the implementation of
subparagraphs (A) through (E) above.

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Identity Verification - Identity Verification Services

18. Employment Eligibility Verification. As required by IC § 22-5-1.7, the Contractor swears

or affirms under the penalties of perjury that the Contractor does not knowingly employ an
unauthorized alien. The Contractor further agrees that:

A. The Contractor shall enroll in and verify the work eligibility status of all his/her/its newly hired
employees through the E-Verify program as defined in IC § 22-5-1.7-3. The Contractor is not
required to participate should the E-Verify program cease to exist. Additionally, the Contractor is
not required to participate if the Contractor is self-employed and does not employ any employees.

B. The Contractor shall not knowingly employ or contract with an unauthorized alien. The
Contractor shall not retain an employee or contract with a person that the Contractor
subsequently learns is an unauthorized alien.

C. The Contractor shall require his/her/its subcontractors, who perform work under this Contract,
to certify to the Contractor that the subcontractor does not knowingly employ or contract with an
unauthorized alien and that the subcontractor has enrolled and is participating in the E-Verify
program. The Contractor agrees to maintain this certification throughout the duration of the term
of a contract with a subcontractor.

The State may terminate for default if the Contractor fails to cure a breach of this provision no
later than thirty (30) days after being notified by the State.

19. Employment Option. If the State determines that it would be in the State's best interest to
hire an employee of the Contractor, the Contractor will release the selected employee from any
non-competition agreements that may be in effect. This release will be at no cost to the State or
the employee.

20. Force Majeure. In the event that either party is unable to perform any of its obligations
under this Contract or to enjoy any of its benefits because of natural disaster or decrees of
governmental bodies not the fault of the affected party (hereinafter referred to as a "Force
Majeure Event"), the party who has been so affected shall immediately or as soon as is
reasonably possible under the circumstances give notice to the other party and shall do
everything possible to resume performance. Upon receipt of such notice, all obligations under
this Contract shall be immediately suspended. If the period of nonperformance exceeds thirty (30)
days from the receipt of notice of the Force Majeure Event, the party whose ability to perform has
not been so affected may, by giving written notice, terminate this Contract.

21. Funding Cancellation. As required by Financial Management Circular 2007-1 and IC § 5-

22-17-5, when the Director of the State Budget Agency makes a written determination that funds
are not appropriated or otherwise available to support continuation of performance of this
Contract, this Contract shall be canceled. A determination by the Director of State Budget Agency
that funds are not appropriated or otherwise available to support continuation of performance
shall be final and conclusive.

22. Governing Law. This Contract shall be governed, construed, and enforced in accordance
with the laws of the State of Indiana, without regard to its conflict of laws rules. Suit, if any, must
be brought in the State of Indiana.

23. HIPAA Compliance. If this Contract involves services, activities or products subject to the
Health Insurance Portability and Accountability Act of 1996 (HIPAA), the Contractor covenants
that it will appropriately safeguard Protected Health Information (defined in 45 CFR 160.103), and
agrees that it is subject to, and shall comply with, the provisions of 45 CFR 164 Subpart E
regarding use and disclosure of Protected Health Information.

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Identity Verification - Identity Verification Services
24. Indemnification. The Contractor agrees to indemnify, defend, and hold harmless the State,
its agents, officials, and employees from all third party claims and suits including court costs,
attorney's fees, and other expenses caused by any act or omission of the Contractor and/or its
subcontractors, if any, in the performance of this Contract. The State will not provide
indemnification to the Contractor.

25. Independent Contractor; Workers' Compensation Insurance. The Contractor is

performing as an independent entity under this Contract. No part of this Contract shall be
construed to represent the creation of an employment, agency, partnership or joint venture
agreement between the parties. Neither party will assume liability for any injury (including death)
to any persons, or damage to any property, arising out of the acts or omissions of the agents,
employees or subcontractors of the other party. The Contractor shall provide all necessary
unemployment and workers' compensation insurance for the Contractor's employees, and shall
provide the State with a Certificate of Insurance evidencing such coverage prior to starting work
under this Contract.

26. Indiana Veteran Owned Small Business Enterprise Compliance. Award of this Contract
was based, in part, on the Indiana Veteran Owned Small Business Enterprise ("IVOSB")
participation plan, as detailed in the IVOSB Subcontractor Commitment Form, commonly referred
to as "Attachment A-1" in the procurement documentation and incorporated by reference
herein. Therefore, any changes to this information during the Contract term must be approved by
IDOA's IVOSB Division ("IVOSB Division") and may require an amendment. It is the State's
expectation that the Contractor will meet the subcontractor commitments during the Contract term.
The following certified IVOSB subcontractor(s) will be participating in this Contract:

NONE – NOT APPLICABLE

A copy of each subcontractor agreement must be submitted to the IVOSB Division within thirty
(30) days of the effective date of this Contract. The subcontractor agreements may be uploaded
into Pay Audit (Indiana's subcontractor payment auditing system), emailed to
[email protected], or mailed to IDOA, 402 W. Washington Street, Room
W-478, Indianapolis, IN 46204. Failure to provide a copy of any subcontractor agreement may be
deemed a violation of the rules governing IVOSB procurement and may result in sanctions
allowable under 25 IAC 9-5-2. Requests for changes must be submitted to
[email protected] for review and approval before changing the
participation plan submitted in connection with this Contract.

The Contractor shall report payments made to certified IVOSB subcontractors under this Contract
on a monthly basis using Pay Audit. The Contractor shall notify subcontractors that they must
confirm payments received from the Contractor in Pay Audit. The Pay Audit system can be
accessed on the IDOA webpage at: www.in.gov/idoa/mwbe/payaudit.htm. The Contractor may
also be required to report IVOSB certified subcontractor payments directly to the IVOSB Division,
as reasonably requested and in the format required by the IVOSB Division.

The Contractor's failure to comply with the provisions in this clause may be considered a material
breach of the Contract.

27. Information Technology Enterprise Architecture Requirements. If this Contract involves

information technology-related products or services, the Contractor agrees that all such products
or services are compatible with any of the technology standards found at
https://www.in.gov/iot/2394.htm that are applicable, including the assistive technology standard.
The State may terminate this Contract for default if the terms of this paragraph are breached.

28. Insurance.

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
A. The Contractor and its subcontractors (if any) shall secure and keep in force during the term of
this Contract the following insurance coverages (if applicable) covering the Contractor for any and
all claims of any nature which may in any manner arise out of or result from Contractor's
performance under this Contract:

1. Commercial general liability, including contractual coverage, and products or

completed operations coverage (if applicable), with minimum liability limits not less than
$700,000 per person and $5,000,000 per occurrence unless additional coverage is
required by the State. The State is to be named as an additional insured on a primary,
non-contributory basis for any liability arising directly or indirectly under or in connection
with this Contract.

2. Automobile liability for owned, non-owned and hired autos with minimum liability limits
not less than $700,000 per person and $5,000,000 per occurrence. The State is to be
named as an additional insured on a primary, non-contributory basis.

3. Errors and Omissions liability with minimum liability limits of $1,000,000 per claim and
in the aggregate. Coverage for the benefit of the State shall continue for a period of two
(2) years after the date of service provided under this Contract.

4. Fiduciary liability if the Contractor is responsible for the management and oversight of
various employee benefit plans and programs such as pensions, profit-sharing and
savings, among others with limits no less than $700,000 per cause of action and
$5,000,000 in the aggregate.

5. Valuable Papers coverage, if applicable, with an Inland Marine Policy Insurance with
limits sufficient to pay for the re-creation and reconstruction of such records.

6. Surety or Fidelity Bond(s) if required by statute or by the agency.

7. Cyber Liability if requested by the State addressing risks associated with electronic
transmissions, the internet, networks and informational assets, and having limits of no
less than $700,000 per occurrence and $5,000,000 in the aggregate.

The Contractor shall provide proof of such insurance coverage by tendering to the undersigned
State representative a certificate of insurance prior to the commencement of this Contract and
proof of workers' compensation coverage meeting all statutory requirements of IC § 22-3-2. In
addition, proof of an "all states endorsement" covering claims occurring outside the State is
required if any of the services provided under this Contract involve work outside of Indiana.

B. The Contractor's insurance coverage must meet the following additional requirements:

1. The insurer must have a certificate of authority or other appropriate authorization to

operate in the state in which the policy was issued.

2. Any deductible or self-insured retention amount or other similar obligation under the
insurance policies shall be the sole obligation of the Contractor.

3. The State will be defended, indemnified and held harmless to the full extent of any
coverage actually secured by the Contractor in excess of the minimum requirements set forth
above. The duty to indemnify the State under this Contract shall not be limited by the
insurance required in this Contract.

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
4. The insurance required in this Contract, through a policy or endorsement(s), shall
include a provision that the policy and endorsements may not be canceled or modified
without thirty (30) days' prior written notice to the undersigned State agency.

5. The Contractor waives and agrees to require their insurer to waive their rights of
subrogation against the State of Indiana.

C. Failure to provide insurance as required in this Contract may be deemed a material breach of
contract entitling the State to immediately terminate this Contract. The Contractor shall
furnish a certificate of insurance and all endorsements to the State before the
commencement of this Contract.

29. Key Person(s).

A. If both parties have designated that certain individual(s) are essential to the services offered,
the parties agree that should such individual(s) leave their employment during the term of this
Contract for whatever reason, the State shall have the right to terminate this Contract upon thirty
(30) days' prior written notice.

B. In the event that the Contractor is an individual, that individual shall be considered a key
person and, as such, essential to this Contract. Substitution of another for the Contractor shall not
be permitted without express written consent of the State.

Nothing in sections A and B, above shall be construed to prevent the Contractor from using the
services of others to perform tasks ancillary to those tasks which directly require the expertise of
the key person. Examples of such ancillary tasks include secretarial, clerical, and common labor
duties. The Contractor shall, at all times, remain responsible for the performance of all necessary
tasks, whether performed by a key person or others.

Key person(s) to this Contract is/are NONE.

30. Licensing Standards. The Contractor, its employees and subcontractors shall comply with
all applicable licensing standards, certification standards, accrediting standards and any other
laws, rules, or regulations governing services to be provided by the Contractor pursuant to this
Contract. The State will not pay the Contractor for any services performed when the Contractor,
its employees or subcontractors are not in compliance with such applicable standards, laws, rules,
or regulations. If any license, certification or accreditation expires or is revoked, or any
disciplinary action is taken against an applicable license, certification, or accreditation, the
Contractor shall notify the State immediately and the State, at its option, may immediately
terminate this Contract.

31. Merger & Modification. This Contract constitutes the entire agreement between the parties.
No understandings, agreements, or representations, oral or written, not specified within this
Contract will be valid provisions of this Contract. This Contract may not be modified,
supplemented, or amended, except by written agreement signed by all necessary parties.

32. Minority and Women's Business Enterprises Compliance.

Award of this Contract was based, in part, on the Minority and/or Women's Business Enterprise
("MBE" and/or "WBE") participation plan as detailed in the Minority and Women's Business
Enterprises Subcontractor Commitment Form, commonly referred to as "Attachment A" in the
procurement documentation and incorporated by reference herein. Therefore, any changes to this
information during the Contract term must be approved by MWBE Compliance and may require
an amendment. It is the State's expectation that the Contractor will meet the subcontractor
commitments during the Contract term.

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
The following MBE/WBE Division ("Division") certified MBE and/or WBE subcontractors will be
participating in this Contract: [Add additional MBEs and WBEs using the same format.]

NONE – NOT APPLICABLE

A copy of each subcontractor agreement must be submitted to the Division within thirty (30) days
of the effective date of this Contract. The subcontractor agreements may be uploaded into Pay
Audit (Indiana's subcontractor payment auditing system), emailed to
[email protected], or mailed to MWBE Compliance, 402 W. Washington Street,
Indianapolis IN 46204. Failure to provide a copy of any subcontractor agreement may be deemed
a violation of the rules governing MBE/WBE procurement and may result in sanctions allowable
under 25 IAC 5-7-8. Requests for changes must be submitted to
[email protected] for review and approval before changing the participation plan
submitted in connection with this Contract.

The Contractor shall report payments made to Division certified subcontractors under this
Contract on a monthly basis using Pay Audit. The Contractor shall notify subcontractors that they
must confirm payments received from the Contractor in Pay Audit. The Pay Audit system can be
accessed on the IDOA webpage at: www.in.gov/idoa/mwbe/payaudit.htm. The Contractor may
also be required to report Division certified subcontractor payments directly to the Division, as
reasonably requested and in the format required by the Division.

The Contractor's failure to comply with the provisions in this clause may be considered a material
breach of the Contract.

33. Nondiscrimination. Pursuant to the Indiana Civil Rights Law, specifically IC § 22-9-1-10,
and in keeping with the purposes of the federal Civil Rights Act of 1964, the Age Discrimination in
Employment Act, and the Americans with Disabilities Act, the Contractor covenants that it shall
not discriminate against any employee or applicant for employment relating to this Contract with
respect to the hire, tenure, terms, conditions or privileges of employment or any matter directly or
indirectly related to employment, because of the employee's or applicant's race, color, national
origin, religion, sex, age, disability, ancestry, status as a veteran, or any other characteristic
protected by federal, state, or local law ("Protected Characteristics"). The Contractor certifies
compliance with applicable federal laws, regulations, and executive orders prohibiting
discrimination based on the Protected Characteristics in the provision of services. Breach of this
paragraph may be regarded as a material breach of this Contract, but nothing in this paragraph
shall be construed to imply or establish an employment relationship between the State and any
applicant or employee of the Contractor or any subcontractor.

The State is a recipient of federal funds, and therefore, where applicable, the Contractor and any
subcontractors shall comply with requisite affirmative action requirements, including reporting,
pursuant to 41 CFR Chapter 60, as amended, and Section 202 of Executive Order 11246 as
amended by Executive Order 13672.

34. Notice to Parties. Whenever any notice, statement or other communication is required
under this Contract, it will be sent by first class U.S. mail service to the following addresses,
unless otherwise specifically advised.

A. Notices to the State shall be sent to:

Indiana Department of Workforce Development

Attn: Commissioner
10 N. Senate Ave, 3rd Floor
Indianapolis, IN 46204

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
B. Notices to the Contractor shall be sent to:

ID.me, Inc.
8270 Greensboro Drive
Suite 400
McLean, VA 22102

As required by IC § 4-13-2-14.8, payments to the Contractor shall be made via electronic funds
transfer in accordance with instructions filed by the Contractor with the Indiana Auditor of State.

35. Order of Precedence; Incorporation by Reference. Any inconsistency or ambiguity in this

Contract shall be resolved by giving precedence in the following order: (1) this Contract, (2)
attachments prepared by the State, (3) attachments prepared by the Contractor. All attachments,
and all documents referred to in this paragraph, are hereby incorporated fully by reference.

36. Ownership of Documents and Materials.

A. All documents, records, programs, applications, data, algorithms, film, tape, articles,
memoranda, and other materials (the "Materials") not developed or licensed by the Contractor
prior to execution of this Contract, but specifically developed under this Contract shall be
considered "work for hire" and the Contractor hereby transfers and assigns any ownership claims
to the State so that all Materials will be the property of the State. If ownership interest in the
Materials cannot be assigned to the State, the Contractor grants the State a non-exclusive, non-
cancelable, perpetual, worldwide royalty-free license to use the Materials and to use, modify,
copy and create derivative works of the Materials.

B. Use of the Materials, other than related to contract performance by the Contractor, without the
prior written consent of the State, is prohibited. During the performance of this Contract, the
Contractor shall be responsible for any loss of or damage to the Materials developed for or
supplied by the State and used to develop or assist in the services provided while the Materials
are in the possession of the Contractor. Any loss or damage thereto shall be restored at the
Contractor's expense. The Contractor shall provide the State full, immediate, and unrestricted
access to the Materials and to Contractor's work product during the term of this Contract.

37. Payments.
A. All payments shall be made thirty five (35) days in arrears in conformance with State fiscal
policies and procedures and, as required by IC §4-13-2-14.8, the direct deposit by electronic
funds transfer to the financial institution designated by the Contractor in writing unless a specific
waiver has been obtained from the Indiana Auditor of State. No payments will be made in
advance of receipt of the goods or services that are the subject of this Contract except as
permitted by IC § 4-13-2-20.

B. If the Contractor is being paid in advance for the maintenance of equipment, software or a
service as a subscription, then pursuant to IC § 4-13-2-20(b)(14), the Contractor agrees that if it
fails to fully provide or perform under this Contract, upon receipt of written notice from the State, it
shall promptly refund the consideration paid, pro-rated through the date of non-performance.

38. Penalties/Interest/Attorney's Fees. The State will in good faith perform its required
obligations hereunder and does not agree to pay any penalties, liquidated damages, interest or
attorney's fees, except as permitted by Indiana law, in part, IC § 5-17-5, IC § 34-54-8, IC § 34-13-
1 and IC § 34-52-2.

Notwithstanding the provisions contained in IC § 5-17-5, any liability resulting from the State's
failure to make prompt payment shall be based solely on the amount of funding originating from
the State and shall not be based on funding from federal or other sources.

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
39. Progress Reports. The Contractor shall submit progress reports to the State upon request.
The report shall be oral, unless the State, upon receipt of the oral report, should deem it
necessary to have it in written form. The progress reports shall serve the purpose of assuring the
State that work is progressing in line with the schedule, and that completion can be reasonably
assured on the scheduled date.

40. Public Record. The Contractor acknowledges that the State will not treat this Contract as
containing confidential information, and will post this Contract on the transparency portal as
required by Executive Order 05-07 and IC § 5-14-3.5-2. Use by the public of the information
contained in this Contract shall not be considered an act of the State.

41. Renewal Option. This Contract may be renewed under the same terms and conditions,
subject to the approval of the Commissioner of the Department of Administration and the State
Budget Director in compliance with IC § 5-22-17-4. The term of the renewed contract may not be
longer than the term of the original Contract.

42. Severability. The invalidity of any section, subsection, clause or provision of this Contract
shall not affect the validity of the remaining sections, subsections, clauses or provisions of this
Contract.

43. Substantial Performance. This Contract shall be deemed to be substantially performed

only when fully performed according to its terms and conditions and any written amendments or
supplements.

44. Taxes. The State is exempt from most state and local taxes and many federal taxes. The
State will not be responsible for any taxes levied on the Contractor as a result of this Contract.

45. Termination for Convenience. This Contract may be terminated, in whole or in part, by the
State, which shall include and is not limited to IDOA and the State Budget Agency whenever, for
any reason, the State determines that such termination is in its best interest. Termination of
services shall be effected by delivery to the Contractor of a Termination Notice at least thirty (30)
days prior to the termination effective date, specifying the extent to which performance of services
under such termination becomes effective. The Contractor shall be compensated for services
properly rendered prior to the effective date of termination. The State will not be liable for services
performed after the effective date of termination. The Contractor shall be compensated for
services herein provided but in no case shall total payment made to the Contractor exceed the
original contract price or shall any price increase be allowed on individual line items if canceled
only in part prior to the original termination date. For the purposes of this paragraph, the parties
stipulate and agree that IDOA shall be deemed to be a party to this Contract with authority to
terminate the same for convenience when such termination is determined by the Commissioner
of IDOA to be in the best interests of the State.

46. Termination for Default.

A. With the provision of thirty (30) days' notice to the Contractor, the State may terminate this
Contract in whole or in part if the Contractor fails to:

1. Correct or cure any breach of this Contract; the time to correct or cure the breach may be
extended beyond thirty (30) days if the State determines progress is being made and the
extension is agreed to by the parties;
2. Deliver the supplies or perform the services within the time specified in this Contract or
any extension;
3. Make progress so as to endanger performance of this Contract; or
4. Perform any of the other provisions of this Contract.

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
B. If the State terminates this Contract in whole or in part, it may acquire, under the terms and in
the manner the State considers appropriate, supplies or services similar to those terminated, and
the Contractor will be liable to the State for any excess costs for those supplies or services.
However, the Contractor shall continue the work not terminated.

C. The State shall pay the contract price for completed supplies delivered and services accepted.
The Contractor and the State shall agree on the amount of payment for manufacturing materials
delivered and accepted and for the protection and preservation of the property. Failure to agree
will be a dispute under the Disputes clause. The State may withhold from these amounts any sum
the State determines to be necessary to protect the State against loss because of outstanding
liens or claims of former lien holders.

D. The rights and remedies of the State in this clause are in addition to any other rights and
remedies provided by law or equity or under this Contract.

47. Travel. No expenses for travel will be reimbursed unless specifically authorized by this
Contract. Permitted expenses will be reimbursed at the rate paid by the State and in accordance
with the Budget Agency's Financial Management Circular -- Travel Policies and Procedures in
effect at the time the expenditure is made. Out-of-state travel requests must be reviewed by the
State for availability of funds and for conformance with Circular guidelines.

48. Waiver of Rights. No right conferred on either party under this Contract shall be deemed
waived, and no breach of this Contract excused, unless such waiver is in writing and signed by
the party claimed to have waived such right. Neither the State's review, approval or acceptance of,
nor payment for, the services required under this Contract shall be construed to operate as a
waiver of any rights under this Contract or of any cause of action arising out of the performance of
this Contract, and the Contractor shall be and remain liable to the State in accordance with
applicable law for all damages to the State caused by the Contractor's negligent performance of
any of the services furnished under this Contract.

49. Work Standards. The Contractor shall execute its responsibilities by following and applying
at all times the highest professional and technical guidelines and standards. If the State becomes
dissatisfied with the work product of or the working relationship with those individuals assigned to
work on this Contract, the State may request in writing the replacement of any or all such
individuals, and the Contractor shall grant such request.

50. State Boilerplate Affirmation Clause. I swear or affirm under the penalties of perjury that I
have not altered, modified, changed or deleted the State's standard contract clauses (as
contained in the 2020 OAG/ IDOA Professional Services Contract Manual or the 2020 SCM
Template) in any way except as follows:

Clause 12 – Confidentiality of State Information (modified)

Clause 34 – Notice to Parties (modified)
Clause 36 – Order of Precedence (modified)

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services

Non-Collusion and Acceptance

The undersigned attests, subject to the penalties for perjury, that the undersigned is the
Contractor, or that the undersigned is the properly authorized representative, agent, member or
officer of the Contractor. Further, to the undersigned's knowledge, neither the undersigned nor
any other member, employee, representative, agent or officer of the Contractor, directly or
indirectly, has entered into or been offered any sum of money or other consideration for the
execution of this Contract other than that which appears upon the face hereof. Furthermore, if
the undersigned has knowledge that a state officer, employee, or special state appointee,
as those terms are defined in IC § 4-2-6-1, has a financial interest in the Contract, the
Contractor attests to compliance with the disclosure requirements in IC § 4-2-6-10.5.

Agreement to Use Electronic Signatures

I agree, and it is my intent, to sign this Contract by accessing State of Indiana Supplier Portal
using the secure password assigned to me and by electronically submitting this Contract to the
State of Indiana. I understand that my signing and submitting this Contract in this fashion is the
legal equivalent of having placed my handwritten signature on the submitted Contract and this
affirmation. I understand and agree that by electronically signing and submitting this Contract in
this fashion I am affirming to the truth of the information contained therein. I understand that this
Contract will not become binding on the State until it has been approved by the Department of
Administration, the State Budget Agency, and the Office of the Attorney General, which approvals
will be posted on the Active Contracts Database:
https://fs.gmis.in.gov/psp/guest/SUPPLIER/ERP/c/SOI_CUSTOM_APPS.SOI_PUBLIC_CNTRCT
S.GBL

In Witness Whereof, the Contractor and the State have, through their duly authorized
representatives, entered into this Contract. The parties, having read and understood the
foregoing terms of this Contract, do by their respective signatures dated below agree to the terms
thereof.

ID.me, Inc. Indiana Department of Workforce Development

By:\s1\ By:\s2\

Title:\t1\
General Counsel Title:\t2\
CFO

9/3/2020 | 18:06 EDT

Date:\d1\ 9/3/2020 | 18:24 EDT
Date:\d2\

Electronically Approved by: Electronically Approved by:

Indiana Office of Technology Department of Administration

By: (for) By: (for)

Tracy E. Barnes, Chief Information Officer Lesley A. Crane, Commissioner

Electronically Approved by: Electronically Approved as to Form and Legality:

State Budget Agency Office of the Attorney General

By: (for) By: (for)

Zachary Q. Jackson, Director Curtis T. Hill, Jr., Attorney General

Page 17 of 23
DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
EXHIBIT A1,
DWD-ID.me Identity Verification - Project Charter

1 Project Overview
The purpose of this Project Charter is to provide a high level description of the project which
defines the Business Need, Objectives, Agencies Impacted and Stakeholders for the project. It
will serve as an approval to begin planning the project.

1.1 Description
The global pandemic caused by COVID-19 has created unprecedented levels of unemployment.
In response to the crisis, State and Federal governments have taken extraordinary measures to
assist out-of-work and sick claimants. The passage of the CARES Act in March 2020, created two
new programs that lessened the requirements for unemployment compensation eligibility and
simultaneously increased the weekly compensation that claimants could receive. The
confluence of these two changes created the incentive required for more people to consider
committing fraud.
1.2 Business Need and Objective
The Department of Workforce Development (DWD) responded to the fraud threat back in June
2020 with efforts to identify and lockdown accounts that met criteria associated with fraudulent
activity. As DWD has continued to address this threat, we have noticed that the fraud schemes
have evolved in concert with our efforts to thwart them. Currently, we are interested in
pursuing a robust solution to allow a claimant to remotely verify their identity and electronically
inform the Uplink system of the user’s verification in addition to our normal verification process.

Our primary objective is to utilize the ID.me system to clear the backlog of ‘locked’ accounts.
‘Locked’ accounts are those that have been identified as suspicious, or fraudulent through
electronic and manual investigative means devised and implemented by the department. A
‘suspicious’ claimant is allowed to file weekly vouchers and claims but will not be paid until their
identity is confirmed. Due to the extraordinary volume of claimants currently ‘locked,’ manually
verifying identities takes significant resources away from other critical tasks and delays
payments for claimants.

Secondarily, we have found a need to provide further security offerings to claimant accounts
through the use of multi-factor authentication and other security measures. The department
could build rather than procure these features but do not believe we could in a timely manner
deliver a tool that was as robust and effective as the one being offered by ID.me. Additionally,
time spent developing these mechanisms will be time not spent developing other important and
necessary features that cannot be procured because they are unique to UI law or processes in
Indiana.

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
Desired Outcomes:

POC – Confirm effectiveness of ID.me framework by targeting a select universe of claimants to

perform Identity verification through ID.me. ‘Effectiveness’ has three main components:

 efficiency of response,
 positive user feedback,
 understandable and actionable responses regarding identity verification

API – Reduce backlog of ‘Locked’ claimants by 98% by either removing the lock after ID
verification through ID.me is successful or escalating the account for further investigation

Login – Prevent downstream problems caused by improper establishment of identities (eg.

incidental SSN entry errors, Identity Theft Investigations, etc.)

2 Project Phases

2.1 POC
 DWD is responsible for identifying a universe of Claimants that is representative of the
accounts that are ‘Locked’. (DWD)
 DWD is responsible for identifying a ‘control’ universe to gauge the effectiveness of the
ID Verification process. (DWD)
 DWD is responsible for notifying the two universes of claimants. (DWD)
 ID.me is responsible for hosting a unique website (Hosted Landing Page) (ID.me)
 ID.me is responsible for producing a CSV with Verified User Information and sharing it
with DWD (ID.me)
 ID.me and DWD are responsible for creating an SFTP connection to allow the sharing of
the CSV with Verified User Information (ID.me & DWD)
2.1.1 Review of POC Outcomes
 Evaluate effectiveness of POC Verifications
o Volume Verified
 ID.me is responsible for providing list of verified accounts (ID.me)
o Abandonment Rate Report (ID.me)
 ID.me is responsible for providing an Indiana HLP initiated
abandonment report.
o Volume Total Abandonment (DWD)
 DWD is responsible for determining ‘total abandonment’ based on
notified users and those that did return via ID Verification.
o Claimant Feedback
 ID.me is responsible for providing results of the “Trusted Referee”
survey performed when Indiana HLP users must use the “Trusted
Referee” feature. (ID.me)

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Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services
 DWD is responsible for collecting DWD Contact-Center Feedback to
better understand (DWD)
 Decision Point:
o Continue with next-level security measures; or,
o continue with POC
o End POC and any further identity verifications via ID.me
2.2 ID Verification Handoff from Uplink to ID.me
(SAML/OAuth/OIDC)
 Implement a link from Uplink to ID.me within the application to further control access
to the ID.me verification process
 Maintain flexibility regarding which universes of users will be fully integrated
2.2.1 Review of Uplink ID Verification Handoff Outcomes
 Evaluate effectiveness of POC Verifications
o Volume Verified
 ID.me is responsible for providing information back to Indiana from
verified accounts (ID.me)
o ID.me will continue to provide an Indiana HLP initiated abandonment Rate
Report (ID.me)
o Volume Total Abandonment (DWD)
o Claimant Feedback
 Trusted Referee Survey (ID.me)
 DWD Contact-Center Feedback (DWD)
 Decision Point:
o Continue with next-level security measures; or,
o Continue with API; or,
o End API and any further identity verification via ID.me

3 Project Assumptions and Constraints

3.1 Assumptions
 In the POC phase, it is assumed that a select group of our claimant universe will go
through the ID.me verification process in addition to normal processes.
3.2 Constraints
 In the POC phase, limiting the verification to only those claimants with Uplink accounts
would require sharing PII data with ID.me. DWD will not be sharing PII data at this time
or for this purpose. Should this change in order to accommodate the prevention of non-
selected users DWD will revisit with ID.me. This could create a door that would allow
non-Uplink users to create ID.me accounts which DWD would shoulder the cost.

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services

4 Project Milestones
Name Description
Project charter and scope Formal, written approval of project charter and scope
statement signed statement
ID.me Procurement ID.me procured
ID.me POC Universe Identification
POC Universe Identified
and Notification
POC Email Notification sent w/ Link to Hosted Landing
ID.me POC Universe Notification
Page
ID.me POC Evaluation Review of POC Success Metrics
ID.me Full-Integration Phase
Decision Point for moving forward, maintaining, cancelling
Kickoff Decision
ID.me Full-Integration Launch Release of API Functionality

ID.me Full-Integration Evaluation Review of API Success Metrics

ID.me Login Phase Kickoff Decision Decision Point for moving forward, maintaining, cancelling
ID.me Login Phase Journey Maps /
Solution Design and Integration Analysis
Wireframes / Screenflows
ID.me Login Launch
ID.me Login Phase Change
Management
ID.me Login Phase Launch Competed testing of the new configuration

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services

EXHIBIT B1, PRICING DETAILS

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DocuSign Envelope ID: 22A96E25-E75E-4B4C-AA5A-2333C3EE3192

Exhibit A: DWD – ID.me

Identity Verification - Identity Verification Services

EXHIBIT C1

Confidentiality Statement
The undersigned individual, who has been given access to confidential unemployment
compensation information (“CUCI”) and/or educational records (together “DWD Data”) of the
Indiana Department of Workforce Development (the “DWD”), through the Contract (“Contract”)
between the DWD and ID.me (the “Contractor”), understands and agrees with each of the
following statements:

1) I understand that information related to the DWD’s unemployment insurance program, as

set forth in IC 22-4-19-6 and 20 CFR 603, is confidential. I understand that if I recklessly
violate IC 22-4-19-6, I commit a Class B misdemeanor and may be imprisoned for up to
180 days and fined up to $1000 in accordance with IC 35-50-3-2.

2) I understand that some of the DWD Data utilized in the Contract may be “personally
identifiable information” under the Family Educational Rights and Privacy Act and that the
disclosure of such information may constitute an invasion of privacy of a student or
former student, and I agree to ensure the confidentiality of such data and not
impermissibly disclose such data to a third party.

3) I agree that DWD Data will only be used pursuant to the terms of the Contract between
the DWD and the Contractor. I will only use DWD Data for legitimate purposes as set
forth in the Contract.

4) I agree to be bound by the same provisions and restrictions as the Contractor, as found
within the Contract.

5) I agree to use care to protect the DWD Data from unauthorized access, misuse, theft,
damage, unauthorized destruction, unauthorized modification, and disclosure.

6) I agree to immediately report any instance of unauthorized access, misuse, theft, damage,
unauthorized destruction, unauthorized modification, and disclosure with respect to the
DWD Data within my knowledge to my direct supervisor.

__________________________________________ __________________________
Signature Date

__________________________________________
Name (printed)

__________________________________________
Employer

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