Questions to ask before you sign a case management contract

The evaluation scores the demonstration. The contract decides the decade.

A case management system (CMS) procurement is scored on demonstrations, feature matrices, and references. The contract, which almost nobody reads aloud in the evaluation meeting, decides what happens in years three through ten: what your data is, what it costs to get it back, who is accountable when the conversion drops records, and what you can connect to without asking permission.

These are the questions to ask before you sign. They are written to be taken into an evaluation meeting, asked of every bidder in the same words, and then handed to the people who decide what the court will accept. That is your general counsel and your procurement office, not us.

The frame is the set of contracting principles the National Center for State Courts publishes for digital services: control, data rights, flexibility, accountability, and exit off-ramps. NCSC advises courts and publishes the standards. We build and operate software, so the questions below are the ones that matter from inside an integration, when the interface is undocumented and the answer costs money.

Data rights

Most contracts say the court owns its data. Ownership without a right of extraction is only a sentence in a contract, so the useful questions are all about access.

• Does the contract state that the court owns its data, rather than leaving it to be assumed?
• Can we extract all of it, not a reporting subset, on demand, without a service request and without a fee?
• In what format, and is the schema documented and delivered to us as part of the contract?
• Is there an interface we can use for our own purposes without per-use approval, and is its price fixed for the term?
• Does the vendor use our data for anything beyond running our system: benchmarking, aggregate products, analytics sold to others, or model training?
• Which derived data leaves with us: indexes, audit logs, configuration, document attachments, and the work product of the system as well as its records?
• On termination, what is returned, in what format, on what timeline, and at what price? Get the price now, in the contract.

Exit off-ramps

Exit terms are cheap to negotiate before award and close to impossible afterwards. A vendor competing for the work will price transition assistance. A vendor you have already committed to will price it when you have no alternative.

• Is there a written transition assistance obligation, with a duration, a defined scope, and a price agreed now?
• How long does the vendor keep operating the system after we give notice, and can we extend at a known rate?
• Does the exit package include documents and attachments, audit logs, and configuration, or only structured records?
• What does it cost per year to keep readable access to the retired record after cutover?
• If source code escrow is offered, what could we actually do with the deposit? Escrow without build instructions, dependencies, and a tested build is a comfort clause rather than a route out.
• Are there any fees that apply only on termination, and can they be struck now?

Conversion and acceptance

Conversion is where these projects fail, and it usually fails quietly: fields with no home in the new system land in a notes blob, and nobody finds out until a clerk cannot answer a question at the counter. Acceptance is the one gate where the court has real standing, so it is worth spending the contract words there.

• Who writes the conversion acceptance criteria, and are they written before conversion begins rather than during it?
• Is acceptance granted by record type, with a pass threshold for each, or as one signature on the whole conversion?
• What happens to records that do not convert: who decides, where is the exception register, and who keeps it afterwards?
• Can we reject a conversion result without terminating the contract, and what is the process if we do?
• How long is the conversion warranted after go-live, and who pays for a re-run?
• Do we keep access to both systems long enough to verify the result ourselves before we sign acceptance?

Integration commitments

"Integrates with" is a capability statement. A contract needs named systems, dates, and acceptance criteria, because every integration you assumed and did not name becomes a change order.

• Which specific integrations are named in the contract, each with a delivery date and its own acceptance criteria?
• Who pays when a vendor upgrade breaks an interface that was working?
• Do third parties we choose need the vendor’s consent to connect to our data, and is there a per-connection fee?
• Are the interface specifications documented and available to our own staff and to other firms we hire?
• Where published data exchange standards apply to our exchanges, does the contract require them by name?
• What is the committed response time for an interface defect, as distinct from a general support ticket?

Warranty, service levels, and accountability

Accountability in a contract is mostly a question of who is named, what is measured, and what happens when it is missed.

• What is warranted, for how long, and is the remedy a fix or a credit?
• How are severity levels defined, and do the commitments cover response time only, or resolution?
• Who is named as our escalation path, and does that survive a change of account manager?
• Does the vendor have to notify us before changing subcontractors, hosting location, or the country our data is processed in?
• What is the security incident notification commitment, in hours, and to whom at the court?
• Are people who can access criminal justice information screened to the criminal justice security standard (CJIS), and is that obligation in the contract rather than in a brochure?
• Do the service commitments survive into the hosting agreement, or do they lapse when the implementation project closes?

Price over the term

The bid price is the smallest number you will see. The questions that move the ten-year figure are about what is capped and what is priced later.

• What is capped: annual maintenance increases, hosting, per-user or per-case fees, and the cost of adding a court or a division?
• What is priced per event later: extra environments, upgrades, training, report writing, and data extracts?
• Does the agreement carry the non-appropriation terms your finance office expects?
• What is the ten-year cost as bid, including the price of every exit and extraction clause above?

How to use this

Ask every bidder the same questions in the same words, in writing, and put the answers into the procurement record. Then ask for each answer you liked to be written into the contract.

The signal worth watching for is a vendor who answers well in the room and declines to write the answer down. That is real information, it is available before award, and it is the only point at which it is worth anything.

One caution: this is a list of questions, not legal advice, and we are not your lawyers. What the court accepts is decided by your general counsel and your procurement office.