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HomeMy WebLinkAboutContracts & Agreements_73-2019technologies LICENSE AND SERVICES AGREEMENT This License and Services Agreement is made between Tyler Technologies, Inc and Client WHEREAS, Client selected Tyler to license the software products and perform the services set forth in the Investment Summary and Tyler desires to perform such actions under the terms of this Agreement, NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth in this Agreement, Tyler and Client agree as follows SECTION A — DEFINITIONS • "Agreement" means this License and Services Agreement • `Business Travel Policy" means our business travel policy A copy of our current Business Travel Policy is attached as Schedule 1 to Exhibit B • "Client" means the City of Redlands • "Data" means your data necessary to utilize the Tyler Software • "Defect" means a failure of the Tyler Software to substantially confonn to the functional descriptions set forth in our written proposal to you, or their functional equivalent Future functionality may be updated, modified, or otherwise enhanced through our maintenance and support services, and the governing functional descriptions for such future functionality will be set forth in our then -current Documentation • "Developer" means a third party who owns the intellectual property rights to Third Party Software • "Documentation" means any online or written documentation related to the use or functionality of the Tyler Software that we provide or otherwise make available to you, including instructions, user guides, manuals and other training of self-help documentation • "Effective Date" means the date on which your authorized representative signs the Agreement • "Force Majeure" means an event beyond the reasonable control of you or us, including, without limitation, governmental action, war, not of civil commotion, fire, natural disaster, or any other cause that could not with reasonable diligence be foreseen or prevented by you or us • "Investment Summary" means the agreed upon cost proposal for the software, products, and services attached as Exhibit A • "Invoicing and Payment Policy" means the invoicing and payment policy A copy of our current Invoicing and Payment Policy is attached as Exhibit B • "Maintenance and Support Agreement" means the terms and conditions governing the provision of maintenance and support services to all of our customers A copy of our current Maintenance and Support Agreement is attached as Exhibit C • "Statement of Work" means the industry standard implementation plan describing how our professional services will be provided to implement the Tyler Software, and outlining your and our roles and responsibilities in connection with that implementation The Statement of Work is attached as Exhibit E • "Support Call Process" means the support call process applicable to all of oui customers who have licensed the Tyler Software A copy of our current Support Call Process is attached as Schedule 1 to Exhibit C • "Third Party Terms" means, if any, the end user license agreement(s) of similar terms for the Third Party Software, as applicable and attached as Exhibit D • "Third Party Hardware" means the third party hardware, if any, identified in the Investment Summary ;:•. tyler 3 • "Third Party Products" means the Third Party Software and Third Party Hardware • "Third Party Software" means the third party software, if any, identified in the Investment Summary • "Third Party Services" means the third party services, if any, identified in the Investment Summary • "Tyler" means Tyler Technologies, Inc , a Delaware corporation • "Tyler Software" means our proprietary software, including any integrations, custom modifications, and/or other related interfaces identified in the Investment Summary and hcensed by us to you through this Agreement • "we", "us", "our" and similar terns mean Tyler • "you" and similar terns mean Client SECTION B — SOFTWARE LICENSE 1 License Grant and Restrictions 1 1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date You may make copies of the Tyler Software for backup and testing purposes, so long as such copies are not used in production and the testing is for internal use only Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement 1 2 The Documentation is licensed to you and may be used and copied by your employees for internal, non- commercial reference purposes only 1 3 You may not (a) transfer or assign the Tyler Software to a third party, (b) reverse engineer, decompile, or disassemble the Tyler Software, (c) rent, lease, lend, or provide commercial hosting services with the Tyler Software, or (d) publish or otherwise disclose the Tyler Software or Documentation to third parties 1 4 The license terms in this Agreement apply to updates and enhancements we may provide to you or make available to you through your Maintenance and Support Agreement 1 5 The right to transfer the Tyler Software to a replacement hardware system is included in your license You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer 1 6 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and transmitting of the cardholder data and affirm that, as of the Effective Date, we comply with applicable requirements to be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS We agree to supply the current status of our PCI DSS compliance program in the foram of an official Attestation of Compliance, which can be found at https //www tylertech com/about-us/comphance, and in the event of any change in our status, will comply with applicable notice requirements 1 7 We reserve all rights not expressly granted to you in this Agreement The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties We own the title, copyright, and other intellectual property rights in the Tyler Software and the Documentation The Tyler Software is licensed, not sold. 1 8 You retain all ownership and intellectual property rights to the Data You expressly recognize that, except to the extent necessary to carry out our obligations contained in this Agreement, we do no create of endorse and Data used in connection with our products and services y er 2 2 License Fees You agree to pay us the license fees in the amounts set forth in the Investment Summary Those amounts are payable in accordance with our Invoicing and Payment Policy 3 Escrow We maintain an escrow agreement with a third party under which we place the source code for each major release of the Tyler Software You may be added as a beneficiary to the escrow agreement by completing a standard beneficiary enrollment form and paying the annual beneficiary fee set forth in the Investment Summary You will be responsible for maintaining your ongoing status as a beneficiary, including payment of the then -current annual beneficiary fees Release of source code for the Tyler Software is stnctly governed by the terms of the escrow agreement 4 Limited Warranty We warrant that the Tyler Software will be without Defect(s) as long as you have a Maintenance and Support Agreement in effect If the Tyler Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure the Defect as set forth in the Maintenance and Support Agreement SECTION C — PROFESSIONAL SERVICES 1 Services We will provide you the various implementation -related services itemized in the Investment Summary and described in the Statement of Work We will finahze that documentation with you upon execution of this Agreement 2 Professional Services Fees You agree to pay us the professional services fees in the amounts set forth in the Investment Summary Those amounts are payable in accordance with our Invoicing and Payment Policy You acknowledge that the fees stated in the Investment Summary are good -faith estimates of the amount of time and materials required for your implementation We will bill you the actual fees incurred based on the in -scope services provided to you Any discrepancies in the total values set forth in the Investment Summary will be resolved by multiplying the applicable hourly rate by the quoted hours 3 Additional Services The Investment Summary contains, and the Statement of Work descnbes, the scope of services and related costs (including programming and/or interface estimates) required for the project based on our understanding of the specifications you supplied If additional work is required, or if you use or request additional services, we will provide you with an addendum or change order, as applicable, outlining the costs for the additional work The pnce quotes in the addendum or change order will be valid for thirty (30) days from the date of the quote 4 Cancellation We make all reasonable efforts to schedule our personnel for travel, including arranging travel reservations, at least two (2) weeks in advance of commitments Therefore, if you cancel services less than two (2) weeks in advance (other than for Force Majeure or breach by us), you will be hable for all (a) non- refundable expenses incurred by us on your behalf, and (b) daily fees associated with cancelled professional services if we are unable to reassign our personnel We will make all reasonable efforts to reassign personnel in the event you cancel within two (2) weeks of scheduled commitments 5 Services Warranty We will perform the services in a professional, workmanlike manner, consistent with industry standards In the event we provide services that do not conform to this warranty, we will re -perform such services at no additional cost to you 6 Site Access and Requirements At no cost to us, you agree to provide us with full and free access to your personnel, facilities, and equipment as may be reasonably necessary for us to provide implementation services, subject to any reasonable secunty protocols or other written policies provided to us as of the Effective Date, and thereafter as mutually agreed to by you and us You further agree to provide a reasonably suitable environment, location, and space for the installation of the Tyler Software and any Third Party Products, including, without limitation, sufficient electrical circuits, cables, and other reasonably necessary tyler 3 items required for the installation and operation of the Tyler Software and any Third Party Products 7 Client Assistance You acknowledge that the implementation of the Tyler Software is a cooperative process requiring the time and resources of your personnel You agree to use all reasonable efforts to cooperate with and assist us as may be reasonably required to meet the agreed upon project deadlines and other milestones for implementation This cooperation includes at least working with us to schedule the implementation - related services outlined in this Agreement We will not be liable for failure to meet any deadlines and milestones when such failure is due to Force Majeure or to the failure by your personnel to provide such cooperation and assistance (either through action or omission) 8 Personnel 8 1 Project Manager Each party shall appoint a project manager The project managers shall meet as agreed and reasonably necessary to coordinate, review and ensure Tyler's performance under the Agreement Client's project managei will oversee the administration of Tyler's tasks under this Agreement The foregoing notwithstanding, Tyler shall direct its personnel in the performance of services required under this Agreement 8 2 Personnel Tyler shall exercise commercially reasonable efforts to not reassign its personnel assigned to Client's project Client may request personnel changes with cause Client shall permit Tyler reasonable opportunity to cure requests to remove personnel that Client deems is performing unsatisfactorily Any replacement personnel assigned by Tyler shall have sufficient expenence and familianty with the Client s project in order to provide services in accordance with the requirements of this Agreement prior to such replacement personnel performs billable services under this Agreement If Client disputes that Tyler personnel assigned to the Client have sufficient experience and familianty with the Client's project in order to provide services in accordance with the requirements of this Agreement, then the dispute will be resolved by proceeding with the dispute process set forth in Section I, Subsection 3 of this Agreement SECTION D — MAINTENANCE AND SUPPORT This Agreement includes the period of free maintenance and support services identified in the Invoicing and Payment Policy If you have purchased ongoing maintenance and support services, and continue to make timely payments for them according to our Invoicing and Payment Policy, we will provide you with maintenance and support services for the Tyler Software under the terns of our standard Maintenance and Support Agreement If you have opted not to purchase ongoing maintenance and support services for the Tyler Software, the Maintenance and Support Agreement does not apply to you Instead, you will only receive ongoing maintenance and support on the Tyler Software on a time and materials basis In addition, you will (i) receive the lowest priority under our Support Call Process, (ii) be required to purchase new releases of the Tyler Software, including fixes, enhancements and patches, (in) be charged our then -current rates for support services, or such other rates that we may consider necessary to account for your lack of ongoing training on the Tyler Software, (iv) be charged foi a mimmuni of two (2) hours of support services foi every support call, and (v) not be granted access to the support website foi the Tyler Software or the Tyler Community Forum SECTION E — THIRD PARTY PRODUCTS To the extent there are any Third Party Products set forth in the Investment Summary, the following terns and tyler 4 conditions will apply 1 Third Party Hardware We will sell, deliver, and install onsite the Third Party Hardware, if you have purchased any, for the pnce set forth in the Investment Summary Those amounts are payable in accordance with our Invoicing and Payment Policy 2 Third Party Software Upon payment in full of the Third Party Software license fees, you will receive a non- transferable license to use the Third Party Software and related documentation for your internal business purposes only Your license rights to the Third Party Software will be governed by the Third Party Terns 2 1 We will install onsite the Third Party Software The installation cost is included in the installation fee in the Investment Summary 2 2 If the Developer charges a fee foi future updates, releases, or other enhancements to the Third Party Software, you will be required to pay such additional future fee 2 3 The nght to transfer the Third Party Software to a replacement hardware system is governed by the Developer You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer 3 Third Party Products Warranties 3 1 We are authorized by each Developer to grant or transfer the licenses to the Third Party Software 3 2 The Third Party Hardware will be new and unused, and upon payment in full, you will receive free and clear title to the Third Party Hardware 3 3 You acknowledge that we are not the manufacturer of the Third Party Products We do not warrant or guarantee the performance of the Third Party Products However, we grant and pass through to you any warranty that we may receive from the Developer or supplier of the Third Party Products 4 Third Party Services If you have purchased Third Party Services, those services will be provided independent of Tyler by such third -party at the rates set forth in the Investment Summary and in accordance with our Invoicing and Payment Policy 5 Maintenance If you have a Maintenance and Support Agreement in effect, you may report defects and other issues related to the Third Party Software directly to us, and we will (a) directly address the defect or issue, to the extent it relates to our interface with the Third Party Software, and/or (b) facihtate resolution with the Developer, unless that Developer requires that you have a separate, direct maintenance agreement in effect with that Developer In all events, if you do not have a Maintenance and Support Agreement in effect with us, you will be responsible for resolving defects and other issues related to the Third Party Software directly with the Developei SECTION F — INVOICING AND PAYMENT, INVOICE DISPUTES 1 Invoicing and Payment We will invoice you for all fees set forth in the Investment Summary per our Invoicing and Payment Policy, subject to Section F(2) 2 Invoice Disputes If you believe any delivered software or service does not conform to the warranties in this Agreement, you will provide us with wntten notice within thirty (30) days of your receipt of the applicable invoice The wntten notice must contain reasonable detail of the issues you contend are in dispute so that we can confirm the issue and respond to your notice with either a justification of the invoice, an adjustment to the invoice, or a proposal addressing the issues presented in your notice We will work with you as may be ••�a a tyler 5 necessary to develop an action plan that outlines reasonable steps to be taken by each of us to resolve any issues presented in your notice You may withhold payment of the amount(s) actually in dispute, and only those amounts, until we complete the action items outlined in the plan If we are unable to complete the action items outlined in the action plan because of your failure to complete the items agreed to be done by you, then you will remit full payment of the invoice We reserve the right to suspend delivery of all services, including maintenance and support services, if you fail to pay an invoice not disputed as described above within fifteen (15) days of notice of our intent to do so SECTION G — TERMINATION 1 For Cause If you believe we have materially breached this Agreement, you will invoke the Dispute Resolution clause set forth in Section I(3) You may terminate this Agreement for cause in the event we do not cure, or create a mutually agreeable action plan to address, a material breach of this Agreement within the thirty (30) day window set forth in Section I(3) In the event of termination for cause, you will pay us for all undisputed fees and expenses related to the software, products, and/or services you have received, or we have incurred or dehvered, prior to the effective date of termination 2 Lack of Appropriations If you should not appropnate or otherwise receive funds sufficient to purchase, lease, operate, or maintain the software or services set forth in this Agreement, you may unilaterally terminate this Agreement effective on the final day of the fiscal year through which you have funding You will make every effort to give us at least thirty (30) days written notice prior to a termination for lack of appropriations In the event of termination due to a lack of appropriations, you will pay us for all undisputed fees and expenses related to the software and/or services you have received, or we have incurred or dehvered, prior to the effective date of termination Any disputed fees and expenses must have been submitted to the Invoice Dispute process set forth in Section F(2) at the time of tennination in order to be withheld at tennination You will not be entitled to a refund or offset of previously paid Iicense and other fees 3 Force Majeure Neither party will be liable, you or we may terminate this Agreement if a Force Majeure event suspends performance of scheduled tasks for a period of forty-five (45) days or more In the event of termination due to Force Majeure, you will pay us for all undisputed fees and expenses related to the software and/or services you have received, or we have incurred or delivered, prior to the effective date of termination Any disputed fees and expenses must have been submitted to the Invoice Dispute process set forth in Section F(2) at the tame of termination in order to be withheld at termination You will not be entitled to a refund or offset of previously paid license and other fees SECTION 11— INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE 1 Intellectual Property Infringement Indemnification 1 1 We will defend and indemnify you against any third party claims) that the Tyler Software or Documentation infringes that third parry's patent, copyright, or trademaik, or misappropriates its trade secrets, and will pay the amount of any resulting adverse final ,judgment (or settlement to which we consent) You must notify us promptly in writing of the claim and give us sole control over its defense or settlement You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at oui expense 1 2 Our obligations under this Section H(1) will not apply to the extent the claim or adverse final judgment is based on your (a) use of a previous version of the Tyler Software and the claim would have been avoided had you installed and used the current version of the Tyler Software, and we provided notice of that requirement to you, (b) combining the Tyler Software with any product or device not provided, contemplated, or approved by us, (c) altenng or modifying the Tyler Software, including any ••�`:* a tyler a 6 modification by third parties at your direction or otherwise permitted by you, (d) use of the Tyler Software in contradiction of this Agreement, including with non -licensed third parties, or (e) willful infringement, including use of the Tyler Software after we notify you to discontinue use due to such a claim 1 3 If we receive information concerning an infringement or misappropriation claim related to the Tyler Software, we may, at our expense and without obligation to do so, either (a) procure for you the right to continue its use, (b) modify it to make it non -infringing, or (c) replace it with a functional equivalent, in which case you will stop running the allegedly infringing Tyler Software immediately Alternatively, we may decide to litigate the claim to judgment, in which case you may continue to use the Tyler Software consistent with the terins of this Agreement 1 4 If an infringement or misappropriation claim is fully litigated or otherwise settled and your use of the Tyler Software is enjoined by a court of competent jurisdiction, in addition to paying any adverse final judgment (or settlement to which we consent), we will, at our option, either (a) procure the right to continue its use, (b) modify it to make it non -infringing, (c) replace it with a functional equivalent, or (d) terminate your license and refund the license fees paid for the infringing Tyler Software, as depreciated on a straight-line basis measured over seven (7) years from the Effective Date We will pursue those options in the order listed herein This section provides your exclusive remedy for third party copyright, patent, or trademark mfnngement and trade secret misappropriation claims 2 General Indemnification 2 1 We will defend, indemnify and hold harmless you and your agents, your elected and appointed officials, and your employees from and against any and all third -party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent caused by our negligence or willful misconduct, or (b) our violation of PCI DSS requirements or a law applicable to our performance under this Agreement You must notify us promptly in wntmg of the claim and give us sole control over its defense or settlement You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense 2 2 To the extent permitted by applicable law, you will indemnify and hold harmless us and our agents, officials, and employees from and against any and all third -party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for personal injury or property damage to the extent caused by your negligence or willful misconduct, or (b) your violation of a law applicable to your performance under this Agreement We will notify you promptly in writing of the claim and will give you sole control over its defense or settlement We agree to provide you with reasonable assistance, cooperation, and information in defending the claim at your expense 3 DISCLAIMER EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE 4. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT, OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT, WHETHER BASED ON A THEORY OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO YOUR ACTUAL DIRECT DAMAGES, NOT TO EXCEED (A) PRIOR TO FORMAL TRANSITION TO MAINTENANCE AND SUPPORT, THE TOTAL ONE-TIME FEES SET FORTH IN THE INVESTMENT SUMMARY; OR (B) AFTER tyler 7 FORMAL TRANSITION TO MAINTENANCE AND SUPPORT, THE THEN -CURRENT ANNUAL MAINTENANCE AND SUPPORT FEE THE PARTIES ACKNOWLEDGE AND AGREE THAT THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN RELIANCE UPON THIS LIMITATION OF LIABILITY AND TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW, THE EXCLUSION OF CERTAIN DAMAGES, AND EACH SHALL APPLY REGARDLESS OF THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY REMEDY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE SUBJECT TO SECTIONS H(1) AND H(2) 5. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES 6 Insurance Dunng the course of perfonnmg services under this Agreement, we agree to maintain the following levels of insurance (a) Commercial General Liability of at least $1,000,000, (b) Automobile Liability of at least $1,000,000, (c) Professional Liability of at least $1,000,000, (d) Workers Compensation complying with applicable statutory requirements, and (e) Excess/Umbrella Liability of at least $5,000,000 We will add you as an additional insured to our Commercial General Liability and Automobile Liability policies, which will automatically add you as an additional insured to our Excess/Umbrella Liabihty policy as well We will provide you with copies of certificates of insurance upon contract execution and annually thereafter upon policy renewal SECTION I — GENERAL TERMS AND CONDITIONS 1 Additional Products and Services You may purchase additional products and services at the rates set forth in the investment Summary for twelve (12) months from the Effective Date, and thereafter at our then -current list price, by executing a mutually agreed addendum If no rate is provided in the Investment Summary, or those twelve (12) months have expired, you may purchase additional products and services at our then -current list price, also by executing a mutually agreed addendum The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the addendum 2 Optional Items Pricing for any listed optional products and services in the Investment Summary will be valid for twelve (12) months from the Effective Date 3 Dispute Resolution You agree to provide us with written notice within thirty (30) days of becoming aware of a dispute You agree to cooperate with us in trying to reasonably resolve all disputes, including, if requested by either party, appointing a senior representative to meet and engage in good faith negotiations with our appointed senior representative Senior representatives will convene within thirty (30) days of the written dispute notice, unless otherwise agreed All meetings and discussions between senior representatives will be deemed privileged communications not subject to disclosure under Federal Rule of Evidence 408 and California Evidence Code section 1152 4 Taxes The fees in the Investment Summary do not include any taxes, including, without limitation, sales, use, of excise tax If you are a tax-exempt entity, you agree to provide us with a tax-exempt certificate Otherwise, we will pay all applicable taxes to the proper authorities and you will reimburse us for such taxes If you have a valid direct -pay permit, you agree to provide us with a copy For clarity, we are responsible for paying our income taxes, both federal and state, as applicable, ansmng from our perfonnance of this Agreement 5 Nondiscrimination We will not discriminate against any person employed or applying for employment ° tyler 8 concerning the performance of our responsibilities under this Agreement This discrimination prohibition will apply to all matters of initial employment, tenure, and terms of employment, or otherwise with respect to any matter directly or indirectly relating to employment concerning race, color, religion, national ongin, age, sex, sexual orientation, ancestry, disability that is unrelated to the individual's ability to perform the duties of a particular job or position, height, weight, marital status, or political affiliation We will post, where appropriate, all notices related to nondiscrimination as may be required by applicable law 6 E-Verify We have complied, and will comply, with the E-Verify procedures administered by the U S Citizenship and Immigration Services Verification Division for all of our employees assigned to your project 7 Subcontractors We will not subcontract any services under this Agreement without your prior wntten consent, not to be unreasonably withheld 8 Binding Effect, No Assignment This Agreement shall be binding on, and shall be for the benefit of, either your or our successor(s) or permitted assign(s) Neither party inay assign this Agreement without the pnor written consent of the other party, provided, however, your consent is not required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or purchase of substantially all of our assets 9 Force Majeure Except for your payment obligations, neither party will be liable for delays in performing its obligations under this Agreement to the extent that the delay is caused by Force Majeure, provided, however, that within ten (10) business days of the Force Maj eure event, the party whose performance is delayed provides the other party with written notice explaining the cause and extent thereof, as well as a request for a reasonable time extension equal to the estimated duration of the Force Majeure event 10 No Intended Third Party Beneficianes This Agreement is entered into solely for the benefit of you and us No third party will be deemed a beneficiary of this Agreement, and no third party will have the right to make any claim or assert any right under this Agreement This provision does not affect the rights of third parties under any Third Party Terns 11 Entire Agreement, Amendment This Agreement represents the entire agreement between you and us with respect to the subject matter hereof, and supersedes any prior agreements, understandings, and representations, whether wntten, oral, expressed, implied, or statutory Purchase orders submitted by you, if any, are for your internal administrative purposes only, and the terms and conditions contained in those purchase orders will have no force or effect This Agreement may only be modified by a written amendment signed by an authorized representative of each party 12 Severabihty If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will be considered valid and enforceable to the fullest extent permitted by law 13 No Waiver In the event that the terns and conditions of this Agreement are not strictly enforced by either party, such non -enforcement will not act as or be deemed to act as a waiver or modification of this Agreement, nor will such non -enforcement prevent such party from enforcing each and every term of this Agreement thereafter 14 Independent Contractor We are an independent contractor for all purposes under this Agreement 15 Notices All notices of communications required or permitted as a part of this Agreement, such as notice of an alleged material breach for a termination foi cause or a dispute that must be submitted to dispute resolution, must be in writing and will be deemed delivered upon the earlier of the following (a) actual receipt by the receiving party, (b) upon receipt by sender of a certified mail, return receipt signed by an employee or agent of the receiving party, (c) upon receipt by sender of proof of email delivery, or (d) if not actually received, five (5) days after deposit with the United States Postal Service authorized mail center with proper postage (certified mail, return receipt requested) affixed and addressed to the other party at the address tyller 9 set forth on the signature page hereto or such other address as the party may have designated by proper notice The consequences for the failure to receive a notice due to improper notification by the intended receiving party of a change in address will be borne by the intended receiving party 16 Client Lists You agree that we may identify you by name in client lists, marketing presentations, and promotional matenals 17 Confidentiality Both parties recognize that their respective employees and agents, in the course of performance of this Agreement, may be exposed to confidential information and that disclosure of such information could violate rights to private individuals and entities, including the parties Confidential infonnation is nonpublic information that a reasonable person would believe to be confidential and includes, without limitation, personal identifying information (e g , social security numbers) and trade secrets, each as defined by applicable state law Each party agrees that it will not disclose any confidential information of the other party and further agrees to take all reasonable and appropriate action to prevent such disclosure by its employees or agents The confidentiality covenants contained herein will survive the termination or cancellation of this Agreement This obligation of confidentiality will not apply to information that (a) is in the public domain, either at the time of disclosure or afterwards, except by breach of this Agreement by a party or its employees or agents, (b) a party can establish by reasonable proof was in that party's possession at the time of initial disclosure, (c) a party receives from a third party who has a right to disclose it to the receiving party, or (d) is the subject of a legitimate disclosure request under the open records laws or similar applicable pubhc disclosure laws governing this Agreement, provided, however, that in the event you receive an open records or other similar applicable request, you will give us prompt notice and otherwise perform the functions required by applicable law 18 Business License In the event a local business license is required for us to perform services hereunder, you will promptly notify us and provide us with the necessary paperwork and/or contact information so that we may timely obtain such license 19 Governing Law This Agreement will be governed by and construed in accordance with the laws of your state of domicile, without regard to its rules on conflicts of law 20 Multiple Onzinals and Authorized Signatures This Agreement may be executed in multiple originals, any of which will be independently treated as an original document Any electronic, faxed, scanned, photocopied, or similarly reproduced signature on this Agreement or any amendment hereto will be deemed an original signature and will be fully enforceable as if an anginal signature Each party represents to the other that the signatory set forth below is duly authorized to bind that party to this Agreement 21 Cooperative Procurement To the maximum. extent permitted by applicable law, we agree that this Agreement may be used as a cooperative procurement vehicle by eligible junsdictions We reserve the right to negotiate and customize the terms and conditions set forth herein, including but not limited to pricing, to the scope and circumstances of that cooperative procurement 22 Contract Documents This Agreement includes the following exhibits Exhibit A Exhibit B Exhibit C Investment Summary Invoicing and Payment Policy Schedule 1 Business Travel Policy Maintenance and Support Agreement N: tyler 10 Exhibit D Exhibit E Schedule 1 Support Call Process Third Party Terms Statement of Work IN WITNESS WHEREOF, a duly authonzed representative of each party has executed this Agreement as of the date(s) set forth below Tyler Technologies, Inc By Naine1'142Wk— 'vt 1a� "� `'� .-.I U"t ce`-~A Title. v�t c b- ° Coie, ` ct(114// Date Address for Notices Tyler Technologies, Inc One Tyler Drive Yarmouth, ME 04096 Attention Chief Legal Officer City of Redlands Name Title Mayor Date 4 6% i Paul W Foster Address for Notices City of Redlands PO Box 3005 Redlands, CA 92373-1505 Attention ATTEST: 4 d40 anne Donaldson, City Clerk ••:;M tyler << ��l.• tyler • technologies Exhibit A Investment Summary The following Investment Summary details the software, products, and services to be delivered by us to you under the Agreement This Investment Summary is effective as of the Effective Date Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement REMAINDER OF PAGE INTENTIONALLY LEFT BLANK ;�•. tyler 12 • ••.••.. •• tyler •• • technologies Sales Quotation For City of Redlands PO Box 3005 Redlands, CA 92373-1505 Phone +1 (909) 798-7500 Tyler Software and Related Services Quoted By Jennifer Wnhlbrink Date. 3/11/2019 Quote Expiration 5/1 /2019 Quote Name City of Redlands ERP Munis Quote Number 2018 47447 4 Quote Description 3-11-19 v 5 Description License Imp'. Hours Impl Cost Data Conversion Module Total Year One Maintenance Financials Accounting/GL $84,000 00 120 $21,000 00 $15 300 00 $120,300 00 $15,120 00 Accounts Payable $26,600 00 48 $8,400 00 $0 00 $35 000 00 $4,788 00 Bid Management Budgeting $11,550 00 32 $5,600 00 $26,600 00 48 $8 400.00 $0 00 $17 150 00 $2 079 00 $0 00 $35,000 00 $4,788.00 Capital Assets $25,400 00 64 $11 200 00 $3,500 00 $40,100 00 $4,572 00 Cash Management $17,850 00 40 $7,000 00 $0 00 $24,850 00 $3,213 00 Employee Expense Reimbursement $9 450 00 56 $9,800 00 $0 00 $19,250 00 $1,701 00 Project & Grant Accounting $19 100 00 48 $8,400 00 $8 000 00 $35 500 00 $3,438 00 Purchasing $43,050 00 144 $25,200 00 $3 000.00 $71,250 00 $7,749 00 Human Capital Management ExecuTime Telestaff Interface $5,715 00 0 $0 00 $0 00 $5,715 00 $1,143 00 ExecuTime Time & Attendance (500) $24,780 00 128 $22,400 00 $0 00 $47 180 00 $4,956.00 ExecuTime Time & Attendance Mobile Access $5,075 00 0 $0 00 $0 00 $5,075 00 $1,015 00 Human Resources & Talent Management $18,100 00 144 $25 200 00 $0 00 $43,300 00 $3,258 00 Payroll w/ESS $23,500 00 240 $42,000 00 $19,700 00 $85,200 00 $4,230 00 2018 47447 4 3 11 19 v 5 CONFIDENTIAL 1 of 10 Tyler Software and Related Services Description License Imp' Hours Imp!. Cost Data Conversion Module Total Year One Maintenance Risk Management $6,000 00 32 $5,600 00 $0 00 $11,600 00 $1 080 00 Revenue Accounts Receivable General Billing Productivity Tyler Forms Processing Tyler Content Manager SE Munis Analytics & Reporting Additional' CAFR Statement Builder Other Services $22,000 00 $10,000 00 104 $18 200 00 56 $9,800 00 $0 00 $9,800 00 $40,200 00 $29,600 00 $13 500 00 0 $0 00 $0 00 $13 500 00 $30,000 00 64 $11,200 00 $0 00 $41 200 00 $27,400 00 104 $18,200 00 $0 00 $45 600 00 $15,625 00 Sub -Total $465 295 00 Less Discount $46,531.00 TOTAL $418,764 00 32 $5,600 00 $263,200 00 SO 00 1504 $263,200 00 $0 00 $59,300 00 SO 0C $59,300 00 $21 225 00 $787 795 00 $46.531 00 $741,264 00 $3,960 00 $1,800 00 $2,700 00 $5,400.00 $4 932.00 $2,813 00 $84 735 00 $84 735 00 $0 00 0 - cription Quantity Unit Price Unit Discount Extended Price Additional Consulting As Needed Go Live Assistance 450 96 $175 00 $175 00 $0 00 $0 00 $78 750 00 $16 800 00 Install Fee New Server Install -WIN Project Planning Services Report Development Assistance Tyler Forms Library - Financial Tyler Forms Library - General Billing Tyler Forms Library - Payroll Tyler Forms Library - Personnel Action 1 $9,000 00 1 $9,000.00 64 $175 00 1 $2,300 00 1 $2,500 00 1 $1,400 00 1 $1,200 00 $0 00 $0 00 $0.00 $0.00 $0 00 $0 00 $0 00 Tyler Forms Processing Configuration 1 $2,000 00 $0 00 TOTAL $9,000 00 $9,000 00 $11,200 00 $2,300 00 $2,500 00 $1,400 00 $1,200 00 $2,000 00 $134,150 00 2018 47447 4 3 11 19 v 5 CONFIDENTIAL 2 of 10 3rd Party Hardware, Software and Services Description Quantity Unit Price Unit Discount Total Price Unit Maintenance Unit Maintenance Total Year One .ter Discount Maintenance Tyler Secure Signature System with 2 Keys 3rd Party Hardware Sub -Total TOTAL 1 $1,650 00 $0 00 $1,650 00 $0 00 $1,650 00 $1,650.00 Summary One Time Fees Recurring Fees Total Tyler Software $418,764 00 $0 00 Total Tyler Services $456,650 00 $0 00 Total 3rd Party Hardware, Software and $1,650 00 $0 00 Services Summary Total $877,064 00 $0 00 Contract Total $877,064 00 (Excluding Estimated Travel Expenses) Estimated Travel Expenses $130,500 00 Total Contract & Estimated Travel Cost $ 1,007,564 00 Year 1 Software Maintenance Grand Total (incld est, travel) $ 84,735 00 $ 1,092,299 00 $0 00 $0 00 $0 00 $0 00 $0 00 2018 47447 4 3 11 19 v.5 CONFIDENTIAL 3 of 10 Detailed Breakdown of Conversions (included in Contract Total) Description Unit Price Unit Discount Extended Price Accounting -Actuals up to 3 years (2) $1 500 00 $0 00 $3,000 00 Accounting - Budgets up to 3 years (2) $1,500 00 $0 00 $3,000 00 Accounting Standard COA $2,000 00 $0 00 $2,000 00 Accounts Payable - Checks up to 5 years $2,000 00 $0.00 $2,000 00 Accounts Payable - Invoice up to 5 years $3,500 00 $0 00 $3,500 00 Accounts Payable Standard Master $1,800 00 $0 00 $1,800 00 Capital Assets Std Master $3,500 00 $0 00 $3,500 00 General Billing - Bills up to 5 years $4,500 00 $0 00 $4,500 00 General Billing - Recurring Invoices $3,500 00 $0 00 $3,500 00 General Billing Std CID $1,800 00 $0 00 $1,800 00 Payroll - Accrual Balances $1,500 00 $0.00 $1,500 00 Payroll - Accumulators up to 5 years (2) $1,400.00 $0 00 $2,800.00 Payroll - Check History up to 5 years (2) $1,200 00 $0 00 $2,400 00 Payroll - Deductions $1,800 00 $0 00 $1,800 00 Payroll - Earning/Deduction Hist up to 5 years (2) $2,500 00 $0 00 $5,000 00 Payroll - PM Action History up to 5 years $1,400 00 $0 00 $1,400 00 Payroll - Position Control $1,400 00 $0 00 $1,400 00 Payroll - Recruiting $1,400 00 $0 00 $1,400 00 Payroll - Standard $2,000 00 $0 00 $2,000 00 Project Grant Accounting - Actuals up to 3 years (2) $1,500 00 $0 00 $3,000 OC Project Grant Accounting - Budgets up to 3 years (2) $1,500 00 $0 00 $3 000 00 Project Grant Accounting Standard $2,000.00 $0 00 $2,000 00 Purchasing Purchase Orders Standard Open PO's only TOTAL: $3,000 00 $0 00 $3 000 00 $59,300 00 2018 47447 4 3 11 19 v.5 CONFIDENTIAL 4 of 10 Unless otherwise indicated in the contract or Amendment thereto, pricing for optional items will be held for 24 months from the effective date if the contract agreement Optional SaaS One Time Fees Description # Years Annual Fee Imp'. Hours Imp! Cost Data Co Additional Socrata Open Finance Optional Tyler Software & Related Services 0 $21,000 00 0 $0 00 $0 00 Description License Impl Hours Imp'. Cost Data Conversion Module Total Year One Maintenance Financials Contract Management $11 550 00 32 $5,600 00 $5,000 00 $22,150 00 $2,079 00 Inventory $25,400 00 64 $11,200 00 $5,600 00 $42 200 00 $4,572 00 Human Capital Management Recruiting Revenue Tyler Cashiering Productivity Citizen Self Service $5,500 00 32 $5,600 00 $0 00 $11,100 00 $990 00 $32,000 00 56 $9 800 00 $0 00 $41,800 00 $5,760 00 $22 000 00 8 $1,400 00 $0 00 $23 400 00 $3,960 00 eProcurement $17,000 00 8 $1,400 00 $0 00 $18 400 00 $3,060.00 Tyler Content Manager Auto Indexing and $5,000 00 16 $2,800 00 $0 00 $7,800 00 $900 00 Redaction (SE) Tyler Content Manager Self -Service (SE) $5,000 00 16 $2,800 00 $0.00 $7,800 00 $900 00 Additional Tyler Disaster Recovery Service $0 00 0 $0 00 $0 00 $0 00 $19,945 00 Tyler System Management Services Contract $0 00 0 $0 00 $0.00 $0 00 $19,945 00 TOTAL $123,450 00 Optional Other Services 232 $40,600 00 $10,600 00 $174,650 00 $62,111 00 Quantity Unit Price Discount Extended Price Install Fee - Socrata Open Finance 2018 47447 4 3 11 19 v 5 CONFIDENTIAL 1 $5,600 00 $0 00 $5,600 00 S of 10 Optional Other Services Description Quantity Unit Price Discount Extended Price P-Card Import Format 1 $5,500 00 $0 00 $5,500.00 POS Cash Installation (Up to 3) 1 $1,000 00 $0 00 $1,000 00 Source Code Escrow $1,500 00 $0 00 $1,500 00 TOTAL Optional Conversion Details (Prices Reflected Above) $13,600 00 tption Unit Price Unit Discount Extended Price Contracts $5,000 00 $0 00 $5,000 00 Inventory - Commodity Codes $1,800 00 $0 00 $1,800 00 Inventory Std Master TOTAL Optional 3rd Party Hardware, Software and Services $3,800 00 $0 00 $3 800 00 $10,600 00 Description Quantity Unit Price Unit Discount Total Price Unit Maintenance Unit Maintenance Discount Total Year One Maintenance Cash Drawer 1 $230 00 $0 00 $230 00 $0 00 $0 00 $0 00 Hand Held Scanner - Model 1900GSR 1 $385.00 $0.00 $385 00 $0 00 $0 00 $0 00 Hand Held Scanner Stand 1 $25 00 $0 00 $25 00 $0 00 $0 00 $0 00 ID Tech MiniMag USB Reader 1 $62 00 $0.00 $62.00 $0.00 $0 00 $0 00 Printer (TM-S9000) 1 $1,600 00 $0 00 $1,600 00 $0 00 $0 00 $0 00 Quatred Bar Code Printer Kit 1 $913 00 $0 00 $913 00 $0 00 $0 00 $0 00 Quatred Dual Module Business Travel Expenses (Airfare quoted separately) 1 $2,275 00 $0.00 $2,275 00 $0 00 $0 00 $0 00 Quatred Dual Module Implementation 1 $7,800 00 $0.00 $7,800 00 $0 00 $0 00 $0.00 (hardware/software install, configuration, training) 3rd Party Hardware Sub Total $0 00 $3,215 00 $0 00 3rd Party Services Sub Total $0 00 $10,075 00 $0 00 TOTAL: $13 290 00 $0.00 2018 47447 4 3 11 19 v.5 CONFIDENTIAL 6 of 10 All primary values quoted in US Dollars Tyler Discount Detail Description License License Discount License Net Maintenance Year One Maint Year One Maint Basis Discount Net Financials Accounting/GL $84,000 00 $8,400 00 $75 600 00 $15 120 00 $15,120 00 $0 00 Accounts Payable $26,600 00 $2,660 00 $23,940 00 $4,788 00 $4,788 00 $0 00 Bid Management $11 550 00 $1,155 00 $10,395 00 $2,079 00 $2,079 00 $0 00 Budgeting $26,600 00 $2,660 00 $23,940 00 $4,788 00 $4 788 00 $0 00 Capital Assets $25,400 00 $2,540 00 $22,860 00 $4,572 00 $4,572 00 $0 00 Cash Management $17,850 00 $1,785 00 $16 065 00 $3,213 00 $3,213 00 $0 00 Employee Expense Reimbursement $9,450 00 $945 00 $8,505 00 $1,701 00 $1,701 00 $0 00 Project & Grant Accounting $19,100 00 $1,910 00 $17,190 00 $3,438 00 $3,438 00 $0 00 Purchasing $43 050 00 $4,305 00 $38,745 00 $7 749 00 $7,749 00 $0 00 Payroll/HR ExecuTime Telestaff Interface $5,715 00 $572 00 $5,143 00 $1 143 00 $1,143 00 $0 00 ExecuTime Time & Attendance (500) $24 780.00 $2,478.00 $22,302 00 $4,956 00 $4,956.00 $0 00 ExecuTime Time & Attendance Mobile Access $5,075 00 $508 00 $4,567 00 $1,015 00 $1,015 00 $0 00 Human Resources & Talent Management $18,100 00 $1,810.00 $16,290 00 $3,258 00 $3,258 00 $0.00 Payroll w/ESS $23,500 00 $2,350 00 $21 150 00 $4,230 00 $4,230 00 $0 00 Risk Management $6,000 00 $600 00 $5,400.00 $1,080 00 $1,080 00 $0 00 Revenue Accounts Receivable $22 000 00 $2,200 00 $19,800 00 $3,960 00 $3,960 00 $0 00 General Billing $10,000 00 $1,000 00 $9,000 00 $1,800 00 $1,800 00 $0 00 Productivity Mums Analytics & Reporting $27,400 00 $2,740 00 $24 660 00 $4,932 00 $4,932 00 $0 00 2018 47447 4 3 11 19 v.5 CONFIDENTIAL 7 of 10 Tyler Discount Detail Description License License Discount License Net Maintenance Basis Year One Maint Year One Maint Discount Net Tyler Content Manager SE $30,000 00 $3,000.00 $27,000 00 $5,400 00 $5,400.00 $0 0( Tyler Forms Processing Additional CAFR Statement Builder $13,500 00 $15,625 00 TOTAL: $465,295 00 $1,350 00 $12 150 00 $1,563 00 $46,531 00 $14 062 00 $418,764 00 $2,700 00 $2,813 00 $84,735 00 $2,700 00 $2,813 00 $84,735 00 $o 00 $o 00 $0 00 2018 47447 4 3 11 19 v 5 CONFIDENTIAL 8 of 10 Comments Tyler's OSDBA ServicefTylei System Management Services is calculated at 25% of the Munis annual maintenance There is a $2,500 minimum annual fee Tyler's Disaster Recovery Service is calculated at 25% of the Mums annual maintenance There is a $5,000 minimum annual fee for Disaster Recovery service The Disaster Recovery fees are applicable only to one Live Munis database and excludes all test and training databases Tyler recommends the use of a 128-bit SSL Security Certificate for any Internet Web Applications, such as the Munis Web Client and the MUNIS Self Service applications if hosted by the Client This certificate is required to encrypt the highly sensitive payroll and financial information as it travels across the public internet There are various vendors who sell SSL Certificates, with all ranges of prices Conversion prices are based on a single occurrence of the database If additional databases need to be converted these will need to be quoted Tyler's quote contains estimates of the amount of services needed, based on our preliminary understanding of the size and scope of your project The actual amount of services depends on such factors as your level of involvement in the project and the speed of knowledge transfer Unless otherwise noted prices submitted in the quote do not include travel expenses incurred in accordance with Tyler's then -current Business Travel Policy Tyler's prices do not include applicable local, city or federal sales, use excise, personal property or other similar taxes or duties, which you are responsible for determining and remitting In the event Client cancels services less than two (2) weeks in advance, Client is liable to Tyler for (i) all non-refundable expenses incurred by Tyler on Client's behalf; and (Li) daily fees associated with the cancelled services if Tyler is unable to re -assign its personnel Implementation hours are scheduled and delivered in four (4) or eight (8) hour increments Tyler provides onsite training for a maximum of I2 people per class In the event that more than 12 users wish to participate in a training class or more than one occurrence ofa class is needed, Tyler will either provide additional days at then current rates for training or Tyler will utilize a Train the -Trainer approach whereby the client designated attendees of the initial training can thereafter train the remaining users In the event Client acquires from Tyler any edition of Tyler Content Manager software other than Enterprise Edition, the license for Content Manager is restricted to use with Tyler applications only If Client wishes to use Tyler Content Manager software with non Tyler applications, Client must purchase or upgrade to Tyler Content Manager Enterprise Edition Tyler's form library prices are based on the actual form quantities listed, and assume the forms will be provided according to the standard Munis form template Any forms in addition to the quoted amounts and types, including custom forms or forms that otherwise require custom programming, are subject to an additional fee Please also note that use of the Tyler Forms functionality requires the use of approved printers as well You may contact Tyler's support team for the most current list of approved printers Payroll library includes I PR cheek, 1 direct deposit, 1 vendor from payroll check, 1 vendor from payroll direct deposit W2 W2c ACA 1095B, ACA 1095C and 1099 R Financial library includes 1 A/P check, 1 EFTIAC1, I Purchase order, I Contract, 1099M, 1099INT, 1099S, and 1099G General Billing library includes 1 invoice, 1 statement, 1 general billing receipt and I miscellaneous receipt 2018 47447-4 3-11 19 v 5 CONFIDENTIAL 9 of 10 Comments Includes digitizing two signatures, additional charges will apply for additional signatures Project Management includes project planning, kickoff meeting, status calls task monitoring, verification and transition to support Tyler Forms Payroll Core library includes 1 PR check, 1 direct deposit, 1 vendor from payroll check, 1 vendor from payroll direct deposit W2, W2c, 1099 R ACA 1095B and ACA 1095C Personnel Actions Forms Library includes 1 Personnel Action form - New and 1 Personnel Action Form - Change Tyler's cost is based on all of the proposed products and services being obtained from Tyler Should significant portions of the products or services be deleted, Tyler reserves the right to adjust prices accordingly Financial library includes 1 AIP check, 1 EFT/ACH, 1 Purchase order, 1099M, I099INT, 1099S, and 1099G In the event a self hosted customer opts to enroll as a beneficiary under Tyler's source code escrow agreement, Tyler will provide the paper -work required for enrollment That self - hosted customer will be billed on an annual basis, directly by Tyler's escrow agent, and all such fees must be paid directly to that escrow agent Rates for subsequent years are subject to change at the discretion of Tyler's escrow agent The Tyler Software Product Tyler Forms Processing must be used in conjunction with a Hewlett Packard printer supported by Tyler for printing checks Development modifications, interfaces and services, where applicable, shall be invoiced to the client in the following manner 50% of total upon authorized signature to proceed on program specifications and the remaining 50% of total upon delivery of modifications, interface and services Accounting Actuals and Budgets conversions pricing for 5 or 7 years Payroll Accumulators, Check History, Earning/Deduction History and PM Action History pricing for 10 years Project Grant Accounting Actuals and Budgets conversions pricing for 5 of 7 years 2018 47447-4 - 3 11-19 v 5 CONFIDENTIAL 10 of 10 technologies Exhibit B Invoicing and Payment Policy We will provide you with the software and services set forth in the Investment Summary Capitalized teens not otherwise defined will have the meaning assigned to such terms in the Agreement Invoicing We will invoice you for the applicable license and services fees in the Investment Summary as set forth below Your nghts to dispute any invoice are set forth in the Agreement 1 Tyler Software 1 1 License Fees License fees are invoiced as follows (a) 25% on the Effective Date, (b) 50% on the date when we make the applicable Tyler Software available to you foi downloading (the "Available Download Date"), (c) 12 5% thirty (30) days following the earlier of (i) the date on which the Munis Financials software is first used in live production or (n) the Target Go -Live Date as indicated in the Statement of Work as of the Effective Date, and (d) 12 5% thirty (30) days following the earlier of (i) the date on which the Mums Human Capital Management software is first used in live production or (n) the Target Go -Live Date as indicated in the Statement of Work as of the Effective Date To the extent the "live" date is delayed and such delay is solely due to Tyler's failure to perform its obligations under this Agreement, the corresponding payment in preceding items (c) and/or (d) may be delayed by a duration equal to the delay so caused by Tyler 1 2 Maintenance and Support Fees Year 1 maintenance and support fees are waived through the earlier of (a) availability of the Tyler Software for use in a live production environment, or (b) one (1) year from the Effective Date Year 2 maintenance and support fees, at our then current rates are payable on that earlier -of date and subsequent maintenance and support fees are invoiced annually in advance of each anniversary thereof Your fees for each subsequent yeai will be set at our then -current rates Notwithstanding the foregoing, year -over -year increases in fees for years two through five shall not exceed the following caps Year 2 2% over the amounts listed in the Investment Summary for Year 1 Maintenance fees before discount Year 3 3% Year 4 3% Year 5 5% 2 Professional Services 2 1 Implementation and Other Professional Services (including tr inning) Implementation and other professional services (including training) are billed and invoiced as delivered, at the rates set forth in the Investment Summary 2 2 Consulting Services If you have purchased any Business Process Consulting services, if they have been quoted as fixed -fee services, they will be invoiced 50% upon delivery of the Best Practice Recommendations, by module, and 50% upon delivery of custom desktop procedures, by module if you have purchased any Business Process Consulting services and they are quoted as an estimate, tyler 13 then we will bill you the actual services delivered on a time and materials basis 2 3 Conversions Fixed -fee conversions are invoiced 50% upon initial delivery of the converted data, by conversion option, and 50% upon Client acceptance to load the converted data into Live/Production environment, by conversion option Where conversions are quoted as estimated, we will bill you the actual services delivered on a time and materials basis 2 4 Requested Modifications to the Tyler Software Requested modifications to the Tyler Software are invoiced 50% upon delivery of specifications and 50% upon delivery of the applicable modification You must report any failure of the modification to conform to the specifications within thirty (30) days of delivery, otherwise, the modification will be deemed to be in compliance with the specifications after the 30-day window has passed You may still report Defects to us as set forth in the Maintenance and Support Agreement 2 5 Other Fixed Price Services Except as otherwise provided, other fixed price services are invoiced upon complete delivery of the service For the avoidance of doubt, where "Project Planning Services" are provided, payment will be due upon delivery of the Implementation Planning document Dedicated Project Management services, if any, will be billed monthly in arrears, beginning on the first day of the month immediately following initiation of project planning 2 6 Change Management Seivrces If you have purchased any change management services, those services will be invoiced in the following amounts and upon the following milestones Acceptance of Change Management Discovery Analysis 15% Delivery of Change Management Plan and Strategy Presentation 10% Acceptance of Executive Playbook 15% Acceptance of Resistance Management Plan 15% Acceptance of Procedural Change Communications Plan 10% Change Management Coach Training 20% Change Management Aftei-Action Review 15% 3 Third Party Products 3 1 Thh d Par ty Software License Fees License fees foi Third Party Software, if any, are invoiced when we make it available to you for downloading 3 2 Third Party Software Maintenance The first year maintenance fees for the Third Party Software, if any, is invoiced when we make that Third Party Software available to you for downloading 3 3 Third Party Hardware Third Party Hardware costs, if any, are invoiced upon delivery 3 4 Third Pal ty Services Fees foi Third Party Services, if any, are invoiced as delivered, along with applicable expenses, at the rates set forth in the Investrnent Summary 4 Expenses The service rates in the Investment Summary do not include travel expenses Expenses will be billed as incurred and only in accordance with our then -current Business Travel Policy Our current Business Travel Policy is attached to this Exhibit B at Schedule 1 Copies of receipts will be provided with all expense report submissions Receipts for miscellaneous items less than twenty-five dollars and mileage logs are not available °°.. yler 14 Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date We prefer to receive payments electronically Our electronic payment information is Bank Wells Fargo Bank, N A 420 Montgomery San Francisco, CA 94104 ABA 121000248 Account 4124302472 Beneficiary Tyler Technologies, Inc — Operating ty[er 15 • •%.% tyler • technologies Exhibit B Schedule 1 Business Travel Policy 1 Air Travel A Reservations & Tickets The Travel Management Company (TMC) used by Tyler will provide an employee with a direct flight within two hours before or after the requested departure time, assuming that flight does not add more than three hours to the employee's total trip duration and the fare is within $100 (each way) of the lowest logical fare If a net savings of $200 or more (each way) is possible through a connecting flight that is within two hours before or after the requested departure time and that does not add more than three hours to the employee's total trip duration, the connecting flight should be accepted Employees are encouraged to make advanced reservations to take full advantage of discount opportunities Employees should use all reasonable efforts to make travel arrangements at least two (2) weeks in advance of commitments A seven (7) day advance booking requirement is mandatory When booking less than seven (7) days in advance, management approval will be required Except in the case of international travel where a segment of continuous air travel is six (6) or more consecutive hours in length, only economy or coach class seating is reimbursable Employees shall not be reimbursed for "Basic Economy Fares" because these fares are non-refundable and have many restrictions that outweigh the cost -savings B Baggage Fees Reimbursement of personal baggage charges are based on trip duration as follows • Up to five (5) days = one (1) checked bag • Six (6) or more days = two (2) checked bags Baggage fees for sports equipment are not reimbursable 2 Ground Transportation A Private Automobile Mileage Allowance — Business use of an employee's private automobile will be reimbursed at the :y. tyler 16 current IRS allowable rate, plus out of pocket costs for tolls and parking Mileage will be calculated by using the employee's office as the starting and ending point, in compliance with IRS regulations Employees who have been designated a home office should calculate miles from their home B Rental Car Employees are authorized to rent cars only in conjunction with air travel when cost, convenience, and the specific situation reasonably require their use When renting a car for Tyler business, employees should select a "mid -size" or "intermediate" car "Full" size cars may be rented when three or more employees are traveling together Tyler cames leased vehicle coverage for business car rentals, except for employees traveling to Alaska and internationally (excluding Canada), additional insurance on the rental agreement should be declined C Public Transportation Taxi or airport limousine services may be considered when traveling in and around cities or to and from airports when less expensive means of transportation are unavailable or impractical The actual fare plus a reasonable tip (15-18%) are reimbursable In the case of a free hotel shuttle to the airport, tips are included in the per diem rates and will not be reimbursed separately D Parking & Tolls When parking at the airport, employees must use longer terin parking areas that are measured in days as opposed to hours Park and fly options located near some airports may also be used For extended taps that would result in excessive parking charges, public transportation to/from the airport should be considered Tolls will be reimbursed when receipts are presented 3 Lodging Tyler's TMC will select hotel chains that are well established, reasonable in price, and conveniently located in relation to the traveler's work assignment Typical hotel chains include Courtyard, Fairfield Inn, Hampton Inn, and Holiday Inn Express If the employee has a discount rate with a local hotel, the hotel reservation should note that discount and the employee should confirm the lower rate with the hotel upon arrival Employee memberships in travel clubs such as AAA should be noted in their travel profiles so that the employee can take advantage of any lower club rates "No shows" or cancellation fees are not reimbursable if the employee does not comply with the hotel's cancellation policy Tips foi maids and other hotel staff are included in the per diem rate and are not reimbursed separately Employees are not authorized to reserve non-traditional short-term lodging, such as Airbnb, VRBO, and HoineAway Employees who elect to make such reservations shall not be reimbursed 4 Meals and Incidental Expenses Employee meals and incidental expenses while on travel status within the continental U S are in accordance with the federal per diem rates published by the General Services Administration tyler 17 Incidental expenses include tips to maids, hotel staff, and shuttle drivers and other minor travel expenses Per diem rates are available at www gsa gov,perdiem Per diem for Alaska, Hawaii, U S protectorates and international destinations are provided separately by the Department of Defense and will be determined as required A Overnight Travel For each full day of travel, all three meals are reimbursable Per diems on the first and last day of a trip are governed as set forth below Departure Day Depart before 12 00 noon Depart after 12 00 noon Return Day Lunch and dinner Dinner Return before 12 00 noon Breakfast Return between 12 00 noon & 7 00 p m Breakfast and lunch Return after 7 00 p m * Breakfast, lunch and dinner *7 00 p m is defined as direct travel time and does not include time taken to stop for dinner The reimbursement rates for individual meals are calculated as a percentage of the full day per diem as follows Breakfast 15% Lunch 25% Dinner 60% B Same Day Travel Employees traveling at least 100 miles to a site and returning in the same day are eligible to claim lunch on an expense report Employees on same day travel status are eligible to claim dinner in the event they return home after 7 00 p m * *7 00 p m is defined as direct travel time and does not include time taken to stop for dinner 5 Internet Access — Hotels and Airports Employees who travel may need to access their e-mail at night Many hotels provide free high speed Internet access and Tyler employees are encouraged to use such hotels whenever possible If an employee's hotel charges for Internet access it is reimbursable up to $10 00 per day Charges for Internet access at airports are not reimbursable 6 International Travel -ti• ty er 18 All international flights with the exception of flights between the U S and Canada should be reserved through TMC using the "lowest practical coach fare" with the exception of flights that are six (6) or more consecutive hours in length In such event, the next available seating class above coach shall be reimbursed When required to travel internationally for business, employees shall be reimbursed for photo fees, application fees, and execution fees when obtaining a new passport book, but fees related to passport renewals are not reimbursable Visa application and legal fees, entry taxes and departure taxes are reimbursable The cost of vaccinations that are either required for travel to specific countries or suggested by the U S Depai lucent of Health & Human Services for travel to specific countries, is reirbursable Section 4, Meals & Incidental Expenses, and Section 2 b , Rental Car, shall apply to this section tyler 19 • Vtyler •.• • technologies Exhibit C Maintenance and Support Agreement We will provide you with the following maintenance and support services for the Tyler Software Capitalized terns not otherwise defined will have the meaning assigned to such terns in the Agreement 1 Term We provide maintenance and support services on an annual basis The initial tern commences on the Effective Date, and remains in effect for five (5) years The City will have the option to renew the Agreement for an additional five (5) year term unless terminated in writing by either party at least thirty (30) days prior to the end of the then current term The City may indicate its desire to renew this Maintenance and Support Agreement by paying the applicable renewal invoice issued by Tyler We will adjust the term to match your first use of the Tylei Software in live production if that event precedes the one (1) year anniversary of the Effective Date 2 Maintenance and Support Fees Your year 1 maintenance and support fees for the Tyler Software are listed in the Investment Summary, and your payment obligations are set forth in the Invoicing and Payment Policy We reserve the nght to suspend maintenance and support services if you fail to pay undisputed maintenance and support fees within thirty (30) days of our written notice We will reinstate maintenance and support services only if you pay all past due maintenance and support fees, including all fees for the penods dunng which services were suspended 3 Maintenance and Support Services As long as you are not using the Help Desk as a substitute for our training services on the Tyler Software, and you timely pay your maintenance and support fees, we will, consistent with our then -current Support Ca11 Process 3 1 perform oui maintenance and support obligations in a professional, good, and workmanlike manner, consistent with industry standards, to resolve Defects in the Tyler Software (limited to the then current version and the immediately prior version), provided, however, that if you modify the Tyler Software without our consent, oui obligation to provide maintenance and support services on and warrant the Tyler Software will be void, 3 2 provide telephone support during oui established support hours, 3 3 maintain personnel that are sufficiently trained to be familiar with the Tyler Software and Third Party Software, if any, m order to provide maintenance and support services, 3 4 provide you with a copy of all major and minor releases to the Tyler Software (including updates and enhancements) that we make generally available without additional charge to customers who have a maintenance and support agreement in effect, and 3 5 provide non -Defect resolution support of prior releases of the Tylei Software in accordance with our then- • tyler 20 current release fife cycle policy 4 Client Responsibilities We will use all reasonable efforts to perform any maintenance and support services remotely Currently, we use a third -party secure unattended connectivity tool called Bonrgar, as well as GotoAssist by Citnx Therefore, you agree to maintain a high-speed Internet connection capable of connecting us to your PCs and server(s) You agree to provide us with a login account and local administrative privileges as we may reasonably require to perform remote services We will, at our option, use the secure connection to assist with proper diagnosis and resolution, subject to any reasonably applicable security protocols If we cannot resolve a support issue remotely, we may be required to provide onsite services In such event, we will be responsible for our travel expenses, unless it is determined that the reason onsite support was required was a reason outside our control Either way, you agree to provide us with full and free access to the Tyler Software, working space, adequate facilities within a reasonable distance from the equipment, and use of machines, attachments, features, or other equipment reasonably necessary for us to provide the maintenance and support services, all at no charge to us We strongly recommend that you also maintain a VPN for backup connectivity purposes 5 Hardware and Other Systems if you are a self -hosted customer and, in the process of diagnosing a software support issue, it is discovered that one of your peripheral systems or other software is the cause of the issue, we will notify you so that you may contact the support agency for that peripheral system We cannot support or maintain Third Party Products except as expressly set forth in the Agreement In order for us to provide the highest level of software support, you bear the following responsibility related to hardware and software (a) All infrastructure executing Tyler Software shall be managed by you, (b) You will maintain support contracts for all non -Tyler software associated with Tyler Software (including operating systems and database management systems, but excluding Third -Party Software, if any), and (c) You will perform daily database backups and verify that those backups are successful 6 Other Excluded Services Maintenance and support fees do not include fees for the following services (a) initial installation or implementation of the Tyler Software, (b) onsite maintenance and support (unless Tyler cannot remotely correct a Defect in the Tyler Software, as set forth above), (c) application design, (d) other consulting services, (e) maintenance and support of an operating system or hardware, unless you are a hosted customer, (f) support outside our normal business hours as fisted in our then -current Support Call Process, or (g) installation, training services, or third party product costs related to a new release Requested maintenance and support services such as those outlined in this section will be billed to you on a time and materials basis at our then current rates You must request those services with at least one (1) weeks' advance notice 7 Current Support Call Process Our current Support Call Process for the Tyler Software is attached to this Exhibit C at Schedule 1 vier 21 • • tyl er •••.• • technologies Exhibit C Schedule 1 Support Ca11 Process Support Channels Tyler Technologies, Inc provides the following channels of software support (1) Tyler Community — an on-line resource, Tyler Community provides a venue for all Tyler clients with current maintenance agreements to collaborate with one another, share best practices and resources, and access documentation (2) On line submission (portal) — for less urgent and functionality based questions, users may create unlimited support incidents through the customer relationship management portal available at the Tyler Technologies website (3) Email — for less urgent situations, users may submit unlimited emails directly to the software support group (4) Telephone — for urgent or complex questions, users receive toll free, unlimited telephone software support Support Resources A number of additional resources are available to provide a comprehensive and complete support expenence (1) Tyler Website — www tylertech corn — for accessing client tools and other information including support contact information (2) Tyler Community — available through login, Tyler Community provides a venue for clients to support one another and share best practices and resources (3) Knowledgebase — A fully searchable depository of thousands of documents related to procedures, best practices, release information, and job aides (4) Program Updates — where development activity is made available for client consumption Support Availability Tyler Technologies support is available during the local business hours of 8 AM to 5 PM (Monday — Friday) across four US time zones (Pacific, Mountain, Central and Eastern) Clients may receive coverage across these time zones Tyler's holiday schedule is outlined below There will be no support coverage on these days New Year's Day Thanksgiving Day Memorial Day Day after Thanksgiving Independence Day Christmas Day Labor Day Issue Handling Incident Tracking Every support incident is logged into Tyler's Customer Relationship Management System and given a unique •�•. ty, lei 22 incident number This system tracks the history of each incident The incident tracking number is used to track and reference open issues when clients contact support Clients may track incidents, using the incident number, through the portal at Tyler's website or by calling software support directly Incident Prior i y Each incident is assigned a priority number, which corresponds to the client's needs and deadlines The client is responsible for reasonably setting the priority of the incident per the chart below This chart is not intended to address every type of support incident, and certain "characteristics" may or may not apply depending on whether the Tyler software has been deployed on customer infrastructure or the Tyler cloud The goal is to help guide the client towards clearly understanding and communicating the importance of the issue and to descnbe generally expected responses and resolutions Priority Level Characteristics of Support Incident Resolution Targets 1 Critical Support incident that causes (a) complete application failure or application unavailability, (b) application failure or unavailability in one or more of the client's remote location, or (c) systemic loss of multiple essential system functions Tyler shall provide an initial response to Pnonty Level 1 incidents within one (1) business hour of receipt of the support incident Tyler shall use commercially reasonable efforts to resolve such support incidents or provide a circumvention procedure within one (1) business day For non -hosted customers, Tyler's responsibility for lost or corrupted data is limited to assisting the client in restonng its last available database 2 High Support incident that causes (a) repeated, consistent failure of essential functionality affecting more than one user or (b) loss or corruption of data Tyler shall provide an initial response to Pnonty Level 2 incidents within four (4) business hours of receipt of the support incident Tyler shall use commercially reasonable efforts to resolve such support incidents or provide a circumvention procedure within ten (10) business days For non -hosted customers, Tyler's responsibility for loss or corrupted data is hinted to assisting the client in restonng its last available database 3 Medium Priority Level 1 incident with an existing circumvention procedure, or a Priority Level 2 incident that affects only one user or foi which there is an existing circumvention procedure Tyler shall provide an initial response to Pnonty Level 3 incidents within one (1) business day of receipt of the support incident Tyler shall use commercially reasonable efforts to resolve such support incidents without the need for a circumvention procedure with the next published maintenance update or service pack For non -hosted customers, Tyler's responsibility for lost or corrupted data is limited to assisting the client in restonng its last available database 4 Non- critical Support incident that causes failure of non -essential functionality or a cosmetic or other issue that does not qualify as any other Pnonty Level Tyler shall provide an initial response to Priority Level 4 incidents within two (2) business days Tyler shall use commercially reasonable efforts to resolve such support incidents, as well as cosmetic issues, with a future version release tyler :es 23 Incident Escalation Tylei Technology's software support consists of four levels of personnel (1) Level 1 front-line representatives (2) Level 2 more senior in their support role, they assist front-line representatives and take on escalated issues (3) Level 3 assist in incident escalations and specialized client issues (4) Level 4 responsible for the management of support teams for either a single product or a product group If a client feels they are not receiving the service needed, they may contact the appropnate Software Support Manager After receiving the incident tracking number, the manager will follow up on the open issue and determine the necessary action to meet the client's needs On occasion, the pnonty or immediacy of a software support incident may change after initiation Tyler encourages clients to communicate the level of urgency or priority of software support issues so that we can respond appropnately A software support incident can be escalated by any of the following methods (1) Telephone — for immediate response, call toll -free to either escalate an incident's priority or to escalate an issue through management channels as described above (2) Email — clients can send an email to software support in order to escalate the pnonty of an issue (3) On-line Support Incident Portal — clients can also escalate the pnonty of an issue by logging into the client incident portal and referencing the appropnate incident tracking number Remote Support Tool Some support calls require further analysis of the client's database, process or setup to diagnose a problem or to assist with a question Tyler will, at its discretion, use an industry -standard remote support tool Support is able to quickly connect to the client's desktop and view the site's setup, diagnose problems, or assist with screen navigation More information about the remote support tool Tyler uses is available upon request ••oo�� #yer 24 • •••••• tyler • 7 technologies Exhibit D DocOrigin End User License Agreement REMAINDER OF PAGE INTENTIONALLY LEFT BLANK 4. tyler 25 ATTENTION THE SOFTWARE PROVIDED UNDER THIS AGREEMENT IS BEING LICENSED TO YOU BY OF SOFTWARE LTD AND IS NOT BEING SOLD THIS SOFTWARE IS PROVIDED UNDER THE FOLLOWING AGREEMENT THAT SPECIFIES WHAT YOU MAY DO WITH THE SOFTWARE AND CONTAINS IMPORTANT LIMITATIONS ON REPRESENTATIONS, WARRANTIES, CONDITIONS, REMEDIES, AND LIABILITIES DocOrlain SOFTWARE LICENSE IMPORTANT READ CAREFULLY This End -User License Agreement ("Agreement" or EULA") is a legal agreement between you (either an individual person or a single legal entity, who will be referred to in this EULA as "You") and OF Software Ltd for the DocOngin software product that accompanies this EULA, including any associated media printed materials and electronic documentation (the "Software") The Software also encompasses any software updates, add -on components, web services and/or supplements that may be provided to you or made available to you after the date you obtain the initial copy of the Software to the extent that such items are not accompanied by a separate license agreement or terms of use If you receive the Software under separate terms from your distributor, those terms will take precedence over any conflicting terms of this EULA By installing copying downloading accessing or otherwise using the Software, you agree to be bound by the terms of this EULA If you do not agree to the terms of this EULA, do not install, access or use the Software, instead, you should remove the Software from all systems and receive a full refund IF YOU ARE AN AGENT OR EMPLOYEE OF ANOTHER ENTITY YOU REPRESENT AND WARRANT THAT (I) THE INDIVIDUAL ACCEPTING THIS AGREEMENT IS DULY AUTHORIZED TO ACCEPT THIS AGREEMENT ON SUCH ENTITY'S BEHALF AND TO BIND SUCH ENTITY, AND (II) SUCH ENTITY HAS FULL POWER, CORPORATE OR OTHERWISE, TO ENTER INTO THIS AGREEMENT AND PERFORM ITS OBLIGATIONS HEREUNDER 1 LICENSE TERMS 1.1 In this Agreement a License Key' means any license key activation code or similar installation access or usage control codes including serial numbers digitally created and or provided by OF Software Ltd designed to provide unlocked access to the Software and its functionality 1 2 Evaluation License Subject to all of the terms and conditions of this Agreement, OF Software Ltd grants You a limited royalty free non exclusive non transferable license to download and install a copy of the Software from www docorigin com on a single machine and use it on a royalty free basis for no more than 120 days from the date of installation (the Evaluation Period") You may use the Software during the Evaluation Period solely for the purpose of testing and evaluating it to determine if You wish to obtain a commercial, production license for the Software This evaluation license grant will automatically end on expiry of the Evaluation Period and you acknowledge and agree that OF Software Ltd will be under no obligation to renew or extend the Evaluation Period If you wish to continue using the Software You may on payment of the applicable fees upgrade to a full license (as further described in section 1 3 below) on the terms of this Agreement and will be issued with a License Key for the same If you do not wish to continue to license the Software after expiry of the Evaluation Period then You agree to comply with the termination obligations set out in section [7 3] of this Agreement For greater certainty any document generated by you under an evaluation license will have a spoiler or watermark on the output document Documents generated by DocOngin software that has a valid license key file also installed will not have the 'spoiler produced You are not permitted to remove the watermark or 'spoiler from documents generated using the software under an evaluation license 1 3 Development and Testing Ucenses Development and testing licenses are available for purchase through authorized distributors and resellers of OF Software Ltd only Subject to all of the terms and conditions of this Agreement, OF Software Ltd grants You, a perpetual (subject to termination by OF Software Ltd due to your breach of the terms of this Agreement), non exclusive, non transferable, worldwide non-sublicenseable license to download and install a copy of the Software from www docorigin com on a single machine and tyier use for development and testing to create collateral deployable to Your production system(s) You are not entitled to use a development and testing license for live production purposes 1 4 Production Licenses Production licenses are available for purchase through authorized distributors and resellers of OF Software Ltd only Subject to all of the terms and conditions of this Agreement, OF Software Ltd grants You a perpetual (subject to termination by OF Software Ltd due to your breach of the terms of this Agreement) non exclusive non -transferable worldwide non sublicenseable license to use the Software in accordance with the license type purchased by you as set out on your purchase order as further described below For greater certainty unless otherwise agreed in a purchase order concluded with an approved distributor of the Software, and approved by OF Software the default license to the Software is a per CPU license as described in A below A. Per -CPU The total number of CPUs on a computer used to operate the Software may not exceed the licensed quantity of CPUs For purposes of this license metnc (a) CPUs may contain more than one processing core each group of two (2) processing cores is consider one (1) CPU , and any remaining unpaired processing core, will be deemed a CPU (b) all CPUs on a computer on which the Software is installed shall be deemed to operate the Software unless You configure that computer (using a reliable and verifiable means of hardware or software partitioning) such that the total number of CPUs that actually operate the Software is less than the total number on that com puter B Per Document This is defined as a fee per document based on the total number of documents generated annually by merging data with a template created by the Software The combined data and template produce documents of one or more pages A document may contain 1 or more pages For Instance a batch of Invoices for 250 customers may contain 1 000 pages this will be counted as 250 documents which should correspond to 250 invoices C Per Surface This is defined as a fee per surface based on the total number of surfaces generated annually by merging data with a template created by the Software The combined data and template produce documents of one or more pages the pages may be printed one side (one surface) or duplexed (2 surfaces) The documents may be rendered to a computer file (i e PDF) each page placed in the file is considered a surface A document may contain 1 or more surfaces For instance a batch of invoices for 250 customers may contain 500 pages duplexed this will be counted as 1000 surfaces 1.5 Disaster Recovery License You may request a Disaster Recovery license of the Software for each production license You have purchased as a failover in the event of Toss of use of the production server(s) This license is for disaster recovery purposes only and under no circumstance may the disaster recovery license be used for production simultaneously with a production license with which it is paired 1 6 Backup Copies After installation of the Software pursuant to this EULA, you may store a copy of the installation files for the Software solely for backup or archival purposes Except as expressly provided in this EULA you may not otherwise make copies of the Software or the printed materials accompanying the Software 1 7 Third Party Software License Rights If a separate license agreement pertaining to an item of third -party software is delivered to You with the Software, included in the Software download package, or referenced in any material that is provided with the Software, then such separate license agreement shall govern Your use of that item or version of Third Party Software Your nghts in respect to any third party software, third party data third party software or other third party content provided with the Software shall be limited to those rights necessary to operate the Software as permitted by this Agreement No other rights in the Software or third -party software are granted to You '�;.•. tyler 27 2 LICENSE RESTRICTIONS Any copies of the Software shall include all trademarks, copyright notices, restricted nghts legends, proprietary markings and the like exactly as they appear on the copy of the Software originally provided to You You may not remove or alter any copyright trademark and/or proprietary notices marked on any part of the Software or related documentation and must reproduce all such notices on all authorized copies of the Software and related documentation You shall not sublicense, distnbute or otherwise make the Software available to any third party (including without limitation any contractor franchisee agent or dealer) without first obtaining the written agreement of (a) OF Software Ltd to that use, and (b) such third party to comply with this Agreement You further agree not to (i) rent lease sell sublicense assign or otherwise transfer the Software to anyone else (ii) directly or indirectly use the Software or any information about the Software in the development of any software that is competitive with the Software, or (iii) use the Software to operate or as a part of a time-sharing service, outsourcing service, service bureau, application service provider or managed service provider offering You further agree not to reverse engineer, decompile, or disassemble the Software 3 UPDATES, MAINTENANCE AND SUPPORT 3 1 Dunng the validity period of Your License Key, You will be entitled to download the latest version of the Software from the DocOrigin website www docorigin com Use of any updates provided to You shall be governed by the terms and conditions of this Agreement OF Software Ltd reserves the right at any time to not release or to discontinue release of any Software and to alter prices, features specifications capabilities functions licensing terms, release dates, general availability or other characteristics of the Software 3 2 On expiry of your maintenance and support contract, you will have the right to continue using the current version(s) of the Software which you downloaded prior to the date of expiry of your License Key However, you will need to renew maintenance and support in order to receive a new License Key that will unlock the more current version(s) of the Software For greater certainty, if you attempt to use an expired License Key to download the latest version of the Software, the Software will revert to being a locked, evaluation copy of that version of the Software 4 INTELLECTUAL PROPERTY RIGHTS This EULA does not grant you any rights in connection with any trademarks or service marks of OF Software Ltd or DocOrigin All title and intellectual property rights in and to the Software, the accompanying printed materials, and any copies of the Software are owned by OF Software Ltd or its suppliers All title and intellectual property nghts in and to the content that is not contained in the Software, but may be accessed through use of the Software, is the property of the respective content owners and may be protected by applicable copyright or other intellectual property laws and treaties This EULA grants you no nghts to use such content If this Software contains documentation that is provided only in electronic form, you may pnnt one copy of such electronic documentation 5 DISCLAIMER OF WARRANTIES TO THE GREATEST EXTENT PERMITTED BY LAW, THE LICENSED SOFTWARE AND TECHNICAL SUPPORT PROVIDED BY OF SOFTWARE LTD HEREUNDER ARE PROVIDED ON AN "AS IS" BASIS AND THERE ARE NO WARRANTIES REPRESENTATIONS OR CONDITIONS EXPRESS OR IMPLIED WRITTEN OR ORAL, ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR OTHERWISE, REGARDING THEM OR ANY OTHER PRODUCT OR SERVICE PROVIDED UNDER THIS AGREEMENT OR IN CONNECTION WITH THIS AGREEMENT BY OF SOFTWARE LTD OF SOFTWARE LTD DISCLAIM ANY IMPLIED WARRANTIES OR CONDITIONS OF QUALITY, MERCHANTABILITY, MERCHANTABLE QUALITY DURABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON INFRINGEMENT OF SOFTWARE LTD DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE SHALL MEET ANY OR ALL OF YOUR PARTICULAR REQUIREMENTS THAT THE SOFTWARE WILL OPERATE ERROR FREE OR UNINTERRUPTED OR THAT ALL ERRORS OR DEFECTS IN THE SOFTWARE CAN BE FOUND OR CORRECTED In certain jurisdictions some or all of the provisions in this Section may not be effective or the applicable law may mandate a more extensive warranty in which case the applicable law will prevail over this Agreement 6 LIMITATIONS OF LIABILITY 61 TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OF SOFTWARE LTD BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DIRECT INDIRECT INCIDENTAL SPECIAL PUNITIVE EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER INCLUDING WITHOUT LIMITATION, LEGAL EXPENSES, LOSS OF BUSINESS, LOSS OF PROFITS LOSS OF REVENUE, LOST OR DAMAGED DATA, LOSS OF COMPUTER TIME, COST OF SUBSTITUTE GOODS OR SERVICES, OR FAILURE TO REALIZE EXPECTED SAVINGS OR ANY OTHER COMMERCIAL OR ECONOMIC LOSSES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF OF SOFTWARE LTD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES, OR SUCH LOSSES OR DAMAGES ARE FORESEEABLE 6 2 THE ENTIRE LIABILITY OF OF SOFTWARE LTD AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SOFTWARE AND TECHNICAL SUPPORT AND ANY OTHER PRODUCTS OR SERVICES SUPPLIED BY OF SOFTWARE LTD IN CONNECTION WITH THIS AGREEMENT FOR DAMAGES FOR ANY CAUSE AND REGARDLESS OF THE CAUSE OF ACTION WHETHER IN CONTRACT OR IN TORT INCLUDING FUNDAMENTAL BREACH OR NEGLIGENCE WILL BE LIMITED IN THE AGGREGATE TO THE AMOUNTS PAID BY YOU FOR THE SOFTWARE TECHNICAL SUPPORT OR SERVICES GIVING RISE TO THE CLAIM 6 3 THE DISCLAIMER OF REPRESENTATIONS, WARRANTIES AND CONDITIONS AND LIMITATION OF LIABILITY CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT YOU ACKNOWLEDGE THAT BUT FOR THE DISCLAIMER OF REPRESENTATIONS, WARRANTIES AND CONDITIONS AND LIMITATION OF LIABILITY, NEITHER OF SOFTWARE LTD NOR ANY OF ITS LICENSORS OR SUPPLIERS WOULD GRANT THE RIGHTS GRANTED IN THIS AGREEMENT 7 TERM AND TERMINATION 7 1 The term of this Agreement will begin on download of the Software and in respect of an Evaluation License shall continue for the Evaluation Period and in respect of all other license types defined in Section 1 shall continue for as long as You use the Software, unless earlier terminated sooner under this section 7 7 2 OF Software Ltd may terminate this Agreement in the event of any breach by You if such breach has not been cured within five (5) days of notice to You No termination of this Agreement will entitle You to a refund of any amounts paid by You to OF Software Ltd or its applicable distributor or reseller or affect any obligations You may have to pay any outstanding amounts owing to OF Software Ltd or its distributor 7 3 Your rights to use the Software will immediately terminate upon termination or expiration of this Agreement Within five (5) days of termination or expiration of this Agreement You shall purge all Software and all copies thereof from all computer systems and storage devices on which it was stored and certify such to OF Software Ltd 8 GENERAL PROVISIONS 8 1 No Waiver No delay or failure in exercising any right under this Agreement, or any partial or single exercise of any right, will constitute a waiver of that right or any other rights under this Agreement No consent to a breach of any express or implied term set out in this Agreement constitutes consent to any subsequent breach whether of the same or any other provision 8 2 Severability If any provision of this Agreement is or becomes unenforceable it will be severed from this Agreement and the remainder of this Agreement will remain in full force and effect 8 3 Assignment You may not transfer or assign this Agreement (whether voluntarily, by operation of law, or otherwise) without OF Software Ltd s pnor written consent OF Software Ltd may assign this Agreement at any time without notice This Agreement is binding upon and will inure to the benefit of both parties, and their respective successors and permitted assigns 8 4 Governing Law and Venue This Agreement shall be governed by the laws of the Province of Ontario No choice of laws rules of any jurisdiction shall apply to this Agreement You consent and agree that the courts of the Province of Ontario shall have jurisdiction over any legal action or proceeding brought by You arising out of or re at ng to this Agreement and You consent to the jurisdiction of such courts for any such action or proceeding tyler 29 8 5 Entire Agreement This Agreement is the entire understanding and agreement between You and OF Software Ltd with respect to the subject matter hereof, and rt supersedes all prior negotiations, commitments and understandings verbal or written, and purchase order issued by You This Agreement may be amended or otherwise modified by OF Software Ltd from time to time and the most recent version of the Agreement will be available on the OF Software website www docorigin.com Last Updated [July 18 20131 °•�$ m tyler ese m 30 • ••••••�•• tyler • technologies Exhibit E Statement of Work REMAINDER OF PAGE INTENTIONALLY LEFT BLANK tyler 31 Statement of Work Tyler Technologies Prepared for City of Redlands, CA PO Box 3005, Redlands, CA 92373 Prepared by. Carrie Giesy One Tyler Drive, Yarmouth, ME 04096 Tyler Technologies, Inc www tylertech com Revised 12/4/2018 •••`•i•. •tyler � technologies Table of Contents 1 Executive Summary 6 11 Project Overview 6 1 2 Product Summary 6 1 3 Project Timeline 7 14 Project Methodology Overview 7 2 Project Governance 8 2 1 Client Governance 8 2 1 1 Client Project Manager 8 2 1 2 Steering Committee 8 2 1 3 Executive Sponsor(s) 9 2 2 Tyler Governance 2 2 1 Tyler Project Manager 9 2 2 2 Tyler Implementation Management 9 2 2 3 Tyler Executive Management 9 2 3 Acceptance and Acknowledgment Process 9 3 Overall Project Assumptions 11 3 1 Project, Resources and Scheduling 11 3 2 Data Conversion 12 3 3 Data Exchanges, Modifications, Forms and Reports 12 3 4 Hardware and Software 13 3 5 Education 13 4 Implementation Stages 14 4 1 Work Breakdown Structure (WBS) 14 4 2 Initiate & Plan (Stage 1) . 16 4 2 1 Tyler Internal Coordination & Planning 16 4 2 2 System Infrastructure Planning 17 4 2 3 Project/Phase Planning ..... 18 4 2 4 Project Schedule 19 4 2 5 Stakeholder Presentation 20 2/62 • Ci •*• 0 tyler 4 2 6 Control Point 1 Initiate & Plan Stage Acceptance 21 4 3 Assess & Define (Stage 2) 22 4 3 1 Fundamentals Review 22 4 3 2 Current/Future State Analysis 23 4 3 3 Data Conversion Planning & Mapping 24 4 3 4 Standard 3rd Party Data Exchange Planning 25 4 3 5 Modification Analysis & Specification, if contracted 27 4 3 6 Forms & Reports Planning 28 4 3 7 System Deployment 29 4 3 8 Control Point 2 Assess & Define Stage Acceptance 30 4 4 Build & Validate (Stage 3) 32 4 4 1 Configuration & Power User Training 32 4 4 2 Data Conversion & Validation 33 4 4 3 Standard 3rd Party Data Exchange Validation ....... .. 34 4 4 4 Modification Delivery & Validation, if contracted 35 4 4 5 Forms & Reports Validation 36 4 4 6 Control Point 3 Build & Validate Stage Acceptance .. . 37 4 5 Final Testing & Training (Stage 4) 38 4 5 1 Cutover Planning 38 4 5 2 User Acceptance Testing (UAT) 39 4 5 3 End User Training 40 4 5 4 Control Point 4 Final Testing & Training Stage Acceptance 41 4 6 Production Cutover (Stage 5) 42 4 6 1 Final Data Conversion, if applicable 42 4 6 2 Production Processing & Assistance 43 4 6 3 Transition to Tyler Support 44 4 6 4 Schedule Post Production Services, if applicable 45 4 6 5 Control Point 5 Production Cutover Stage Acceptance 46 4 7 Phase/Project Closure (Stage 6) 47 4 7 1 Close Phase/Project 47 4 7 2 Control Point 6 Phase/Project Closure Stage Acceptance 48 5 Roles and Responsibilities 49 3/62 5 1 Tyler Roles and Responsibilities 49 5 1 1 Tyler Executive Management 49 5 1 2 Tyler Implementation Management 49 5 1 3 Tyler Project Manager 49 5 1 4 Tyler Implementation Consultant 50 5 1 5 Tyler Sales 51 5 1 6 Tyler Software Support 51 5 2 City of Redlands Roles and Responsibilities 51 5 2 1 City of Redlands Executive Sponsor 51 5 2 2 City of Redlands Steering Committee 51 5 2 3 City of Redlands Project Manager 52 5 2 4 City of Redlands Functional Leads 53 5 2 5 City of Redlands Power Users 54 5 2 6 City of Redlands End Users 54 5 2 7 City of Redlands Technical Support 54 5 2 8 City of Redlands Upgrade Coordinator 55 5 2 9 City of Redlands Project Toolset Coordinator 55 5 2 10 City of Redlands Change Management Lead 55 6 Glossary 56 7 Munis Conversion Summary 59 7 1 Accounting COA 59 7 2 Accounting Actuals 59 7 3 Accounting Budgets 59 7 4 Accounts Payable Master 59 7 5 Accounts Payable Checks 59 7 6 Accounts Payable Invoices 59 7 7 Contracts . . . 59 7 8 Capital Assets Master 60 7 9 General Billing CID 60 7 10 General Billing — Recurring Invoices 60 7 11 General Billing — Bills 60 7 12 Inventory Master 60 4/62 ••:;s% tyler • 7 13 Inventory —Commodity Codes 60 7 14 Project Grant Accounting .. .. 60 7 15 Project Grant Accounting - Actuals 61 7 16 Project Grant Accounting — Budget 61 7 17 Purchase Orders 61 718 Payroll 61 719 Payroll Deductions 61 7 20 Payroll —Accrual Balances 61 7 21 Payroll —Accumulators 61 7 22 Payroll —Check History 61 7 23 Payroll — Earning/Deduction Hist 62 7 24 Payroll — Recruiting 62 7 25 Payroll — PM Action History 62 7 26 Payroll — Position Control 62 5/62 • tyler •� technologies 1 Executive Summary 1.1 Project Overview The Statement of Work (SOW) documents the Project Scope, methodology, roles and responsibilities, implementation Stages, and deliverables for the implementation of Tyler products The Project goals are to offer City of Redlands, CA the opportunity to make the City of Redlands more accessible and responsive to external and internal customer needs and more efficient in its operations through • Streamlining, automating, and integrating business processes and practices • Providing tools to produce and access information in a real-time environment • Enabling and empowering users to become more efficient, productive and responsive • Successfully overcoming current challenges and meeting future goals 1 2 Product Summary Below, is a summary of the products included in this Project, as well as reference to the City of Redlands's functional area utilizing the Tyler product(s) Refer to the Implementation Stages section of this SOW for information containing detailed service components Phase Functional Areas ' Modules Start Date Go -Live Date 1 Human Capital Management • Payroll w/Employee Self Service • HR & Talent Management • Recruiting • ExecuTime Time & Attendance • Risk Management May 2019 April 2020 System Wide • Munis Analytics & Reporting o Tyler Reporting Services o Munis Office o HUB • Tyler Forms Processing • Tyler Content Manager SE • Report Development Assistance 2 Financials • Accounting General Ledger (GL, Budget, AP) • Capital Assets • Cash Management • Contract Management • Employee Expense Reimbursement • Inventory • Project & Grant Accounting • Purchasing July 2019 July 2020 6/62 Phase Functional Areas Modules Start Go -Live Date Date • eProcurement • Accounts Receivable • General Billing • Tyler Cashiering • Citizen Self Service • CAFR Statement Builder (post -live) 13 Project Timeline The Project Timeline establishes a start and end date for each Phase of the Project Developed during the Initiate & Plan Stage and revised as mutually agreed to, if needed, the timeline accounts for resource availability, business goals, size and complexity of the Project, and task duration requirements 14 Project Methodology Overview Tyler bases its implementation methodology on the Project Management Institute's (PMI) Process Groups (Initiating, Planning, Executing, Monitoring & Controlling, and Closing) Using this model, Tyler developed a 6-stage process specifically designed to focus on critical project success measurement factors Tailored specifically for Tyler's public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to Scope, budget, timeline controls, effective communications, and quality standards Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the City of Redlands's complexity and organizational needs 7/62 • •••;•% tyler •• 2 Project Governance The purpose of this section is to define the resources required to adequately establish the business needs, objectives, and priorities for the Project communicate the goals to other project participants, and provide support and guidance to accomplish these goals Project governance also defines the structure for issue escalation and resolution, Change Control review and authority, and organizational Change Management activities The preliminary governance structure establishes a clear escalation path when issues and risks require escalation above the project manager level Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage The path below illustrates an overall team perspective where Tyler and the City of Redlands collaborate to resolve project challenges according to defined escalation paths In the event project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the City of Redlands steering committee become the escalation points to triage responses prior to escalation to the City of Redlands and Tyler executive sponsors As part of the escalation process, each project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution The City of Redlands and Tyler executive sponsors serve as the final escalation point 2 1 Client Governance Depending on the City of Redlands's organizational structure and size, the following governance roles may be filled by one or more people 2 1 1 Client Project Manager The City of Redlands's project manager(s) coordinate project team members, subject matter experts, and the overall implementation schedule and serves as the primary point of contact with Tyler The City of Redlands project manager(s) will be responsible for reporting to the City of Redlands steering committee and determining appropriate escalation points 2.1.2 Steering Committee The City of Redlands steering committee understands and supports the cultural change necessary for the Project and fosters an appreciation of the Project's value throughout the organization Oversees the City of Redlands project manager(s) and the Project and through participation in regular internal meetings, the City of Redlands steering committee remains updated on all project progress project decisions, and achievement of project milestones The City of Redlands steering committee also provides support to the City of Redlands project manager(s) by communicating the importance of the Project to all impacted departments The City of Redlands steering committee is responsible for ensuring the Project has appropriate resources, provides strategic direction to the project team, for making timely decisions on 8/62 •,% • !uoogies critical project issues or policy decisions The City of Redlands steering committee also serves as primary level of issue resolution for the Project 2 13 Executive Sponsor(s) The City of Redlands's executive sponsor provides support to the Project by allocating resources, providing strategic direction, and communicating key issues about the Project and the Project's overall importance to the organization When called upon, the executive sponsor also acts as the final authority on all escalated project issues The executive sponsor engages in the Project, as needed, in order to provide necessary support, oversight, guidance, and escalation, but does not participate in day-to-day project activities The executive sponsor empowers the City of Redlands steering committee project manager(s), and functional leads to make critical business decisions for the City of Redlands 2 2 Tyler Governance 2 21 Tyler Project Manager The Tyler project manager(s) have direct involvement with the Project and coordinates Tyler project team members, subject matter experts, the overall implementation schedule, and serves as the primary point of contact with the City of Redlands As requested by the City of Redlands, the Tyler project manager(s) provide regular updates to the City of Redlands's steering committee and other Tyler governance members 2.2.2 Tyler Implementation Management Tyler implementation management has indirect involvement with the Project and is part of the Tyler escalation process Tyler project manager(s) consult implementation management on issues and outstanding decisions critical to the Project Implementation management works toward a solution with the Tyler project manager(s) or with the City of Redlands management, as appropriate Tyler executive management is the escalation point for any issues not resolved at this level The name(s) and contact information for this resource will be provided and available to the project team 2 2 3 Tyler Executive Management Tyler executive management has indirect involvement with the Project and is part of the Tyler escalation process This team member offers additional support to the project team and collaborates with other Tyler department managers, as needed, in order to escalate and facilitate implementation project tasks and decisions The name(s) and contact information for this resource will be provided and available to the project team 2 3 Acceptance and Acknowledgment Process All Deliverables and Control Points must be accepted or acknowledged following the process below Acceptance requires a formal sign -off while acknowledgement may be provided without formal sign -off at 9/62 • **i•4•i tyler • technologies the time of delivery The following process will be used for accepting or acknowledging Deliverables and Control Points • The City of Redlands shall have five (5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing, to accept or acknowledge each Deliverable or Control Point lithe City of Redlands does not provide acceptance or acknowledgement within five (5) business days or the otherwise agreed upon timeframe not to be unreasonably withheld Tyler deems the Deliverable or Control Point as accepted • If the City of Redlands does not agree the particular Deliverable or Control Point meets requirements, the City of Redlands shall notify Tyler project manager(s), in writing, with reasoning within five (5) business days, or the otherwise agreed -upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable • Tyler shall address any deficiencies and redeliver the Deliverable or Control Point The City of Redlands shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone If the City of Redlands does not provide acceptance or acknowledgement within two (2) business days or the otherwise agreed upon timeframe not to be unreasonably withheld Tyler deems the Deliverable or Control Point as accepted 10/62 '•:• tyler • a�og�es 3 Overall Project Assumptions 3.1 Project, Resources and Scheduling • Project activities will begin after the Agreement has been fully executed • Tyler and the City of Redlands have the ability allocate additional internal resources if needed The City of Redlands also ensures the alignment of their budget and Scope expectations • The City of Redlands and Tyler ensure that the assigned resources are available, they buy -into the change process, and they possess the required business knowledge to complete their assigned tasks successfully Should there be a change in resources, the replacement resource should have a comparable level of availability buy -in and knowledge • Tyler and City of Redlands provide adequate resources to support the efforts to complete the Project as scheduled and within the constraints of the Project budget • Abbreviated timelines and overlapped Phases can result in Project delays if there are not sufficient resources assigned to complete all required work as scheduled • Changes to Project Plan, availability of resources or changes in Scope may result in schedule delays, which may result in additional charges to the Project • Tyler provides a written agenda and notice of any prerequisites to the City of Redlands project manager(s) ten (10) business days prior to any scheduled on site or remote sessions • Tyler provides notice of any prerequisites to the City of Redlands project manager(s) a minimum of ten (10) business days prior to any key deliverable due dates • City of Redlands users complete prerequisites prior to applicable scheduled activities • Tyler provides guidance for configuration and processing options available within the Tyler software The City of Redlands is responsible for making decisions based on the options available • In the event the City of Redlands may elect to add and/or modify current business policies during the course of this Project, such policy changes are solely the City of Redlands's responsibility to define, document, and implement • The City of Redlands makes timely Project related decisions in order to achieve scheduled due dates on tasks and prepare for subsequent training sessions Decisions left unmade may affect the schedule, as each analysis and implementation session builds on the decisions made in prior sessions • Tyler considers additional services out of Scope and requires additional time and costs be requested via Change Request approved through the Change Control process 11/62 • ••••••• tyler • technologies • Tyler and the City of Redlands will respond to information requests in a comprehensive and timely manner, in accordance with the Project Plan 3.2 Data Conversion • Tyler will provide a file layout, for each contracted data conversion data source • The City of Redlands is readily able to produce the data files needed for conversion from the Legacy System in order to provide them to Tyler on the specified due date(s) • Each Legacy System data file submitted for conversion includes all associated records in a single approved file layout • The City of Redlands understands the Legacy System data extract(s) must be provided to Tyler in the same format each time unless changes are mutually agreed upon in advance If not, negative impacts to the schedule, budget, and resource availability may occur and/or data in the new system may be incorrect • During this process, the City of Redlands may need to correct data scenarios in the Legacy System prior to the final data pull This is a complex activity and requires due diligence by the City of Redlands to ensure all data pulled includes all required data and the Tyler system contains properly mapped data 3.3 Data Exchanges, Modifications, Forms and Reports • The City of Redlands ensures the 3rd party data received conforms to a Tyler standard format • The 3rd party possesses the knowledge of how to program their portion of the interaction and understands how to manipulate the data received • Client is on a supported, compatible version of the 3rd party software or Tyler standard Data Exchange tools may not be available • The City of Redlands is willing to make reasonable business process changes rather than expecting the product to conform to every aspect of their current system/process • Any Modification requests not expressly stated in the contract are out of Scope Modifications requested after contract signing have the potential to change cost, Scope, schedule, and production dates for project Phases Modification requests not in Scope must follow the Project Change Request process 12/62 • #•:41% tyler tcchnologk. 3 4 Hardware and Software • Tyler will initially Install the most current generally available version of the purchased Tyler software in training, test and production environments • The City of Redlands will provide network access for Tyler modules, printers, and Internet access to all applicable City of Redlands and Tyler project staff • Tyler will provide detailed, written specifications related to hardware and software required to be installed in support of on -premise application implementation • The City of Redlands has in place all hardware, software, and technical infrastructure necessary to support the Project • The City of Redlands's system hardware and software meet Tyler standards to ensure sufficient speed and operability of Tyler software Tyler will not support use of software if the City of Redlands does not meet minimum standards of Tyler's published specifications 3 5 Education • Throughout the Project lifecycle, the City of Redlands provides a training room for Tyler staff to transfer knowledge to the City of Redlands's resources, for both onsite and remote sessions The City of Redlands will provide staff with a location to practice what they have learned without distraction If Phases overlap, the City of Redlands will provide multiple training facilities to allow for independent sessions scheduling without conflict The training room is set up in a classroom setting The City of Redlands determines the number of workstations in the room Tyler recommends every person attending a scheduled session with a Tyler Consultant or Trainer have their own workstation However, Tyler requires there be no more than two (2) people at a given workstation • The City of Redlands provides a workstation which connects to the Tyler system for the Tyler trainer conducting the session The computer connects to a City of Redlands provided projector, allowing all attendees the ability to actively engage in the training session • Tyler will ensure the City of Redlands testing database contains the Tyler software version required for delivery of the Modification prior to the scheduled delivery date for testing, if necessary • The City of Redlands is responsible for verifying the performance of the Modification as defined by the specification, if necessary • Users performing user acceptance testing (UAT) have attended all applicable training sessions prior to performing UAT 13 / 62 se: ••• •• tyler • technologies 4 Implementation Stages 4 1 Work Breakdown Structure (WBS) The Work Breakdown Structure (WBS) is a hierarchical representation of a Project or Phase broken down into smaller, more manageable components The top-level components are called "Stages" and the second level components are called "work packages " The work packages, shown below each Stage, contain the high-level work to be done The detailed Project Plan, developed during Initiate & Plan and finalized during Assess & Define, will list the tasks to be completed within each work package, and the associated scheduled duration / deadline for each Each Stage ends with a "Control Point", confirming the work performed during that Stage of the Project 14/62 • I tyler S .CLI If Iulu69Cs 7 3 6 initiate& Plan 11s CONTROL POINT 1; inmate A Plan State Atteptante_ 15/62 Assess & Define Fundamentals Review Current/Future r€ StateAnatyse 1731 DatY CiOrd eesiot! Nanning& FrWOMI 1f 1+ Standard 3 Party Data Exchange Plarinir47, Fortes & Repo,' Planning ram- Ise Daploymeut a: Alum R Define Stage LAcceptance Validate co r' 13.1 Configuration & Power User Training 1:r3 Data Conversion & Validation Standard 3 $ Party Data Velidseton r 1.1A 'Modification 00wary 4 Validation' i33 Forms a: Reports ValidMien 1.1A CONTROL POINT 3. Build & Validate Stage Acceptance ezr 1- 1A.0 Final Testing & Training CIO 14.1 Cutover Planning ' User Acceptance Tasting 113 End User Training IAA CONTROL. POINT 4; Final Tralntrig & Testing State Acceptance ' If rncluded in project scope SSA Production Cutwrer Ls1 Final Data Conversion lsra Psadrreltian Plemaingt & Assistant Traaadion to Tyler Support r5c Schedule Post Il. L eSerw_e1. It applitpble 44 Lsc L:taMIKIg POW 5: Ptaillr ra ceosater Stair Aceepl>tke 1.6_0 Phase/Project Closure' / t1.t Ij Clone Phase/ Project Lit CONTROL POINT 6 Phase/Project Closure Stag* Acceptance - I • •: ••• ty er • technologies 4.2 Initiate & Plan (Stage 1) The Initiate & Plan Stage creates a foundation for the Project through identification of City of Redlands and Tyler Project Management teams, development of implementation management plans, and the provision and discussion of system infrastructure requirements City of Redlands participation in gathering information is critical Tyler Project Management teams present initial plans to stakeholder teams at Stage end 4 2 1 Tyler Internal Coordination & Planning Prior to Project commencement, Tyler management staff assigns project manager(s) Tyler provides the City of Redlands with initial Project documents used in gathering basic information, which aids in preliminary planning and scheduling City of Redlands participation in gathering requested information by provided deadlines ensures the Project moves forward in a timely fashion Internally, the Tyler project manager(s) coordinate with sales to ensure transfer of vital information from the sales process prior to scheduling a Project Planning Meeting with the City of Redlands's team During this step, Tyler will work with the City of Redlands to establish the date(s) for the Project/Phase Planning session RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 1 Tyler Internal Coordination & Planning TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant (Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support w co a Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Assign Tyler project manager A R I I I Provide initial Project documents to Client A I R C I Sales to Implementation knowledge transfer A I R C Internal planning and phase coordination A R C 16/62 tyler • wwt.iuiuuuguus 4 2 2 System Infrastructure Planning The City of Redlands provides, purchases or acquires hardware according to hardware specifications provided by Tyler and ensures it is available at the City of Redlands s site The City of Redlands completes the system infrastructure audit, ensuring vital system infrastructure information is available to the Tyler implementation team, and verifies all hardware compatibility with Tyler solutions RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 1 System Infrastructure Planning TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Provide system hardware specifications I R A I C Make hardware available for Installation I C A R Install system hardware, if applicable I C A R Complete system infrastructure audit I C A R 17/62 •.•, tyIek 4 2 3 Project/Phase Planning Project and Phase planning provides an opportunity to review the contract, software, data conversions and services purchased, identify Applications to implement in each Phase (if applicable), and discuss implementation timeframes The Tyler project manager(s) deliver an Implementation Management Plan, which is mutually agreeable by City of Redlands and Tyler RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 1 Project/Phase Planning TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Lryler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Perform Project/Phase Planning A R I C C I Deliver implementation management plan A R C C I 18/62 tyler • 4 2 4 Project Schedule Client and Tyler will mutually develop an initial Project Schedule The initial schedule includes, at minimum, enough detail to begin Project activities while the detailed Project Plan/schedule is being developed and refined RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 1 Project Schedule TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Eyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator (Client Upgrade Coordinator Develop initial Project Schedule A R I C I I Deliver Project Plan and schedule for Project Phase A R I I ICCI I I Client reviews Project Plan & initial schedule C I AR CC C Client approves Project Plan & initial schedule I I A R CC I I I I I 19 /b2 • b�• tyier • 4 2 5 Stakeholder Presentation City of Redlands stakeholders join Tyler project manager(s) to communicate successful Project criteria, Project goals, Deliverables, a high-level milestone schedule, and roles and responsibilities of Project participants RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 1 Stakeholder Presentation TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts ffyler Modification Programmers Tyler Technical Support i) To v, a, Client Executive Sponsor Client Steering Committee Client Project Manager 1iient Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Present overview of Project Deliverables, Project Schedule and roles and responsibilities A R I IIICIIII I I I Communicate successful Project criteria and goals I RCACI ICI I 20 / fit • ••::•• tyler •• technologies 4 2 6 Control Point 1 Initiate & Plan Stage Acceptance Acceptance criteria for this Stage includes completion of all criteria listed below Advancement to the Assess & Define Stage is dependent upon Tyler's receipt of the Stage Acceptance 4 2 61 Initiate & Plan Stage Deliverables • Implementation Management Plan Q Objective Update and deliver baseline management plans to reflect the approach to the City of Redlands's Project o Scope The Implementation Management addresses how communication, quality control, risks/issues, resources and schedules, and Software Upgrades (if applicable) will be managed throughout the lifecycle of the Project o Acceptance criteria City of Redlands reviews and accepts Implementation Management Plan • Project Plan/Schedule o Objective Provide a comprehensive list of tasks, timelines and assignments related to the Deliverables of the Project ✓ Scope Task list assignments and due dates o Acceptance criteria City of Redlands acceptance of schedule based on Tyler and City of Redlands resource availability, and Project budget and goals 4 2 6 2 Initiate & Plan Stage Acceptance Criteria • System specifications documented and provided • Hardware procured, received and installed • System infrastructure audit complete and verified • Implementation Management Plan delivered and accepted • Project Plan/Schedule delivered, dates confirmed and Schedule accepted • Stakeholder Presentation complete 21/62 • tyler • technologies 4 3 Assess & Define (Stage 2) The primary objective of Assess & Define is to gather information about current City of Redlands business processes and translate the material into future business processes using Tyler Applications Tyler uses a variety of methods for obtaining the information, all requiring City of Redlands collaboration Tyler shall provide implementation consultants capable of delivering the contracted services, the City of Redlands shall provide complete and accurate information to Tyler staff for analysis and understanding of current workflows and business processes 4 3 1 Fundamentals Review Fundamentals Review provides functional leads and Power Users an overall understanding of software capabilities prior to beginning current and future state analysis The primary goal is to provide a basic understanding of system functionality, which provides a foundation for upcoming conversations regarding future state processing Tyler utilizes a variety of methods for completing fundamentals training including the use of eLearning, videos, documentation, and walkthroughs RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 2 Assess & Define TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Vyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee (Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads m D ID La +-, c V Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Schedule fundamentals review & provide fundamentals materials & prerequisites if applicable A R I C I I I Complete fundamentals materials review and prerequisites I A R I C Ensure all scheduled attendees ar present I I A R C I Facilitate fundamentals review A R I I I 22/62 tyler • «tee uuIogies 4 3 2 Current/Future State Analysis City of Redlands and Tyler evaluate current state processes, available functionality and process options within the new software, pros and cons of each option based on current or desired state, and make decisions about future state configuration and processing RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 2 Current/Future State Analysis TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Provide Current/Future State analysis materials to the City of Redlands, as applicable A R I C I I Conduct Current & Future State analysis A R ICIC Provide pros and cons of Tyler software options A R ICIC Make Future State Decisions according to due date in the Project Plan I I CAR ICI Record Future State decisions A R ICIC 23 / 62 4.3.3 Data Conversion Planning & Mapping This entails the activities performed to prepare to convert data from the City of Redlands's Legacy System Applications to the Tyler system Tyler staff and the City of Redlands work together to complete Data Mapping for each piece of data (as outlined in the Agreement) from the Legacy System to the appropriate location in the Tyler system RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 2 Data Conversion Planning & Mapping TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Review contracted data conversion(s) options A R I C C C C Map data from Legacy System to Tyler system I C I A C C R Pull conversion data extract I I A C C R Run balancing Reports for data pulled and provide to Tyler I I A C R I Review and approve initial data extract AICR I I Correct issues with data extract, if needed I C C A C C R Execute data conversion A I R I I I I Provide error reports to the City A I I R I I I I Review and approve converted data I I C A R C I 24/62 • tyler 4 3 4 Standard 3rd Party Data Exchange Planning Standard Data Exchange tools are available to allow clients to get data in and out of the Tyler system with external systems Data exchange tools can take the form of Imports and Exports, and Interfaces A Standard Interface is a real-time or automated exchange of data between two systems This could be done programmatically or through an API It is Tyler's responsibility to ensure the Tyler programs operate correctly It is the City of Redlands s responsibility to ensure the third party program operates, stages or accesses the data correctly The City of Redlands and Tyler project manager(s) will work together to define/confirm which Data Exchanges are needed (if not outlined in the Agreement) Tyler will provide a file layout for each Standard Data Exchange RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 2 Standard 3'd Party Data Exchange Planning TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support 70 v) a, 1— Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users. Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Review Standard or contracted Data Exchanges A R C I I C Define or confirm needed Data Exchanges I C A C C R Provide required data exchange format to third party solution provider I C A C C R Obtain data exchange file, including record counts and totals I C A C C R Review, validate and identify issues with data exchange file, if any 1 C A C C R Correct issues with data exchange file with third party solution provider if needed I C A C C R 25 / 62 Finalize and approve data excha ge with each third party solution provider c A c c R Perform analysis to determine interfaces needed A R Provide training on import/export tools available A R c 26 / 62 •�es • •• tyler • technologies 4.3.5 Modification Analysis & Specification, if contracted Tyler staff conducts additional analysis and develops specifications based on information discovered during this Stage The City of Redlands reviews the specifications and confirms they meet City of Redlands's needs prior to acceptance Out of Scope items or changes to specifications after acceptance may require a Change Request Tyler s intention is to minimize Modifications by using Standard functionality within the Application, which may require a City of Redlands business process change It is the responsibility of the City of Redlands to detail all of their needs during the Assess and Define Stage Tyler will write up specifications (for City of Redlands approval) for contracted program Modifications Upon approval, Tyler will make the agreed upon Modifications to the respective program(s) Once the Modifications have been delivered, the City of Redlands will test and approve those changes during the Build and Validate Stage RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 2 Modification Analysis & Specification, if contracted TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support w v Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Analyze contracted modified program requirements A C R CCIC C Develop specification document(s) A I C R I I I I Review specification document(s), provide changes to Tyler, if applicable I C C AR I C C Sign off on specification document(s) and authorize work I I ARC I I C 27 / 62 � c tyler 4 3 6 Forms & Reports Planning City of Redlands and Tyler project manager(s) review Forms and Report needs Items that may be included in the Agreement are either Standard Forms and Reports or known/included Modification(s) Items not included in the Agreement could be either City of Redlands developed Reports or a newly discovered Modification that will require a Change Request RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 2 Forms & Reports Planning TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads 'Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Review required Forms output A R C I C I Review and complete Forms options and submit to Tyler I I A R C Review in Scope Reports A R I C C Identify additional Report needs I C A R C Add applicable tasks to Project schedule A R I C C I I I 28/62 . C._ tyIe Ensure platform operates as expected Install contracted software on server TASKS STAGE 2 D > Tyler Executive Manager TYLER System Deployment Tyler Implementation Manager — — Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor CLIENT I Client Steering Committee — — Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users n n Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed rD v, CD CD 3 0l r-r 0 0 CD 0) (D rD 0J X 0 CD m 3 rD rD rD 3 n v r® Cl rD r* rD 0J 3 L 0-r v ED 0 ro 0 rt eL n m rrt vs vs Q luawAoidad walsAS L E'ti 4 3 8 Control Point 2: Assess & Define Stage Acceptance Acceptance criteria for this Stage includes completion of all criteria listed below Advancement to the Build & Validate Stage is dependent upon Tyler's receipt of the Stage Acceptance 4 3 8 1 Assess & Define Stage Deliverables • Completed analysis Questionnaire o Objective Gather and document information related to City of Redlands business processes for current/future state analysis as it relates to Tyler approach/solution o Scope Provide comprehensive answers to all questions on Questionnaire(s) o Acceptance criteria City of Redlands acceptance of completed Questionnaire based on thoroughness of capturing all City of Redlands business practices to be achieved through Tyler solution • Data conversion summary and specification documents o Objective Define data conversion approach and strategy o Scope Data conversion approach defined, data extract strategy, conversion and reconciliation strategy o Acceptance criteria Data conversion document(s) delivered to the City of Redlands, reflecting complete and accurate conversion decisions • Data exchange analysis documentation o Objective Define data exchange approach and strategy o Scope Data exchange approach defined, including interfaces needed, programs used for interfacing and reconciliation strategies o Acceptance criteria Data exchange document(s) delivered to the City of Redlands, reflecting complete and accurate interface / integration decisions • Modification specification documents, if contracted o Objective Provide comprehensive outline of identified gaps, and how the modified program meets the City of Redlands's needs o Scope Design solution for Modification o Acceptance criteria City of Redlands accepts Modified Specification Document(s) and agrees that the proposed solution meets their requirements • Completed Forms & Reports options and/or packages o Objective Provide specifications for each City of Redlands in Scope form, Report and output requirements a Scope Complete Forms package(s) included in agreement and identify Report / output needs a Acceptance criteria Identify Forms & Reports choices and receive supporting documentation Installation checklist o Objective Installation of purchased Tyler software 30/62 • '•::•• tyler s. technologic� o Scope Tyler will conduct an initial coordination call, perform an installation of the software included in the Agreement, conduct follow up to ensure all tasks have been correctly completed, verify that the system is operational and available, and complete server system administration training, unless the City of Redlands is hosted o Acceptance criteria Tyler software is successfully installed and available to authorized users, City of Redlands team members are trained on applicable system administration tasks 4 3 8 2 Assess & Define Stage Acceptance Criteria • Tyler software is installed • Fundamentals review is complete • Required Form information complete and provided to Tyler • Current/Future state analysis completed, Questionnaires delivered and reviewed • Data conversion mapping and extractions completed and provided to Tyler • Data exchange mapping and extractions completed and provided to Tyler 31 / 62 ••::'s tyler 4.4 Build & Validate (Stage 3) The objective of the Build & Validate Stage is to prepare the software for use in accordance with the City of Redlands's needs identified during the Assess and Define Stage, preparing the City of Redlands for Final Testing and Training 4 4 1 Configuration & Power User Training Tyler staff collaborates with the City of Redlands to complete software configuration based on the outputs of the future state analysis performed during the Assess and Define Stage Tyler staff will train the City of Redlands Power Users to prepare them for the Validation of the software The City of Redlands collaborates with Tyler staff iteratively to Validate software configuration RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed • STAGE 3 Build & Validate TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Iiyler Implementation Consultant Eyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Perform configuration A R I R I Power User process and Validation training A R ICIC I Validate configuration I C A C R C 32 / 62 tyler 4 4 2 Data Conversion & Validation Tyler completes an initial review of the converted data for errors With assistance from the City of Redlands, the Tyler Data Conversion Team addresses items within the conversion program to provide the most efficient data conversion possible With guidance from Tyler, the City of Redlands reviews specific data elements within the system and identifies and Reports discrepancies in writing Iteratively Tyler collaborates with the City of Redlands to address conversion discrepancies prior to acceptance RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 3 Data Conversion & Validation TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Ln 0 ra 0) 1- Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Write and run data conversion program against Client data AICR C Complete initial review of data errors AI C R I I C Review data conversion and submit needed corrections I C I A C R C Revise conversion program(s) to correct error(s) Al C R I I C C 33/62 ••_ tyler Test all Standard 3rd party Data Exchange(s) Coordinate 3rd Party Data Exchange activities Train Data Exchange(s) processing in Tyler software TASKS STAGE 3 Tyler Executive Manager 7D Standard 3'a Party Data Exchange Validation Tyler Implementation Manager — — > Tyler Project Manager n — 70 Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor CLIENT Client Steering Committee D D n Client Project Manager n n — Client Functional Leads — — Client Change Management Leads 70 n — Client Power Users Client Department Heads Client End Users n n Client Technical Leads — Client Project Toolset Coordinator Client Upgrade Coordinator RACI MATRIX KEY R = Responsible A = Accountable C = Consulted i = Informed Tyler provides training on Data Exchange(s) and the City of Redlands tests each Data Exchange 4.4 3 Standard 3rd Party Data Exchange Validation 4 4 4 Modification Delivery & Validation, if contracted Tyler delivers in Scope Modification(s) to the City of Redlands for preliminary testing Final acceptance will occur during the Final Testing and Training Stage RACI MATRIX KEY R = Responsible A = Accountable C = Consulted 1 = Informed STAGE 3 Modification Delivery & Validation, if contracted TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers it 0 0 0 c u c L U W 1— LT) 1- Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Develop and deliver contracted modified program(s) AICI R ICIC I C Test contracted modified program(s) in isolated database I C C A C R C Report discrepancies between specification and delivered contracted modified program(s) I I I A R C C Make corrections to contracted modified program(s) as required AICI R I C C I 35/62 tyler Test Standard Forms & Reports Standard Forms & Report training TASKS STAGE 3 Tyler Executive Manager TYLER Forms & Reports Validation Tyler Implementation Manager — > Tyler Project Manager n Tyler Implementation Consultant Tyler Data Conversion Experts n Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor CLIENT Client Steering Committee — Client Project Manager n n Client Functional Leads Client Change Management Leads zi n Client Power Users Client Department Heads Client End Users n — Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator • RACI MATRIX KEY R = Responsible A= Accountable C = Consulted I = Informed 0 O -C "S JU � CD -0 < D r=t CD N r-F 0) _0 0 oQ 0 0 V) fly 0 0 i3) 0 T 0 3 rD 0 cn 0 0 rD o_ ro Q Cu 0. 0 rD s C Cu 0 v 1 0 uoaepileA stiodaa 7g swioj 4 4 6 Control Point 3 Build & Validate Stage Acceptance Acceptance criteria for this Stage includes all criteria listed below Advancement to the Final Testing & Training Stage is dependent upon Tyler's receipt of the Stage Acceptance 4 4,6 1 Build & Validate Stage Deliverables • Initial data conversion o Objective Convert Legacy System data into Tyler system a Scope Data conversion program complete, deliver converted data for review o Acceptance criteria Initial error log available for review • Data conversion verification document o Objective Provide instructions to the City of Redlands to verify converted data for accuracy o Scope Provide self guided instructions to verify specific data components in Tyler system o Acceptance criteria City of Redlands accepts data conversion delivery, City of Redlands completes data issues log • Installation of Modifications on the City of Redlands s server(s) *except for hosted Clients o Objective Deliver Modification(s) in Tyler software a Scope Program for Modification is complete and available in Tyler software, Modification testing o Acceptance criteria Delivery of Modification(s) results in objectives described in the City of Redlands -signed specification • Standard Forms & Reports Delivered o Objective Provide Standard Forms & Reports for review o Scope Installation of all Standard Forms & Reports included in the Agreement a Acceptance criteria Standard Forms & Reports available in Tyler software for testing in Stage 4 4 4 6 2 Build & Validate Stage Acceptance Criteria • Application configuration completed • Standard Forms & Reports delivered and available for testing in Stage 4 • Data conversions (except final pass) delivered • Standard 3`d party Data Exchange training provided • 3' party Data Exchange development and testing completed/validated • Modifications delivered and available for testing in Stage 4 • The City of Redlands and Tyler have done a review of primary configuration areas to Validate completeness and readiness for testing and acceptance in Stage 4 37 / 62 •*< <«. tyler •~ technologies 4 5 Final Testing & Training (Stage 4) During Final Testing and Training, Tyler and the City of Redlands review the final Cutover plan A critical Project success factor is the City of Redlands understanding the importance of Final Testing and Training and dedicating the resources required for testing and training efforts in order to ensure a successful Production Cutover 4 5 1 Cutover Planning City of Redlands and Tyler project manager(s) discuss final preparations and critical dates for Production Cutover Tyler delivers a Production Cutover Checklist to outline Cutover tasks to help prepare the City of Redlands for success RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed • STAGE 4 Cutover Planning TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers �fylerTechnical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Cutover Planning Session A R C I CCCC C C Develop Production Cutover Checklist A R C I ICCI I C 38/62 •i s tyler 4 5 2 User Acceptance Testing (UAT) The City of Redlands performs User Acceptance Testing to verify software readiness for day-to-day business processing Tyler provides a Test Plan, for users to follow to ensure proper Validation of the system RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 4 User Acceptance Testing (UAT) TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Deliver Test Plan for User Acceptance Testing A R C I I Provide Baseline Test Scripts A R C I I Perform User Acceptance Testing I C AR CCC I I C I Accept modified program(s), if applicable I I I ARC I C C Validate Report performance I C C A C R C 39/62 • ••:.11 tyler technologies 4.5.3 End User Training End Users attend training sessions to learn how to utilize Tyler software Training focuses primarily on day to day City of Redlands processes that will be delivered via group training, webinar, eLearnings and/or live training sessions Unless stated otherwise in the Agreement, Tyler provides one occurrence of each scheduled training or implementation topic with up to the maximum number of users as defined in the Agreement, or as otherwise mutually agreed City of Redlands users who attended the Tyler sessions may train any City of Redlands users not able to attend the Tyler sessions or additional sessions may be contracted at the applicable rates for training RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 4 End User Training TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support w m TO v Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Conduct user training sessions A R C I I I I I Conduct additional End User training sessions I IACI R I I I I 40/62 tyler Lccrinologics 4.5 4 Control Point 4 Final Testing & Training Stage Acceptance Acceptance criteria for this Stage includes all criteria listed below Advancement to the Production Cutover Stage is dependent upon Tyler's receipt of the Stage Acceptance 4 5 41 Final Testing & Training Stage Deliverables • Production Cutover checklist o Objective Provide a detailed checklist outlining tasks necessary for production Cutover o Scope Dates for final conversion, date(s) to cease system processing in Legacy System, date(s) for first processing in Tyler system, contingency plan for processing o Acceptance criteria Definition of all pre -production tasks, assignment of owners and establishment of due dates • User Acceptance Test Plan o Objective Provide testing steps to guide users through testing business processes in Tyler software o Scope Testing steps for Standard business processes o Acceptance criteria Testing steps have been provided for Standard business processes 4 5 4 2 Final Testing & Training Stage Acceptance Criteria • Production Cutover Checklist delivered and reviewed • Modification(s) tested and accepted, if applicable • Standard 3' party Data Exchange programs tested and accepted • Standard Forms & Reports tested and accepted • User acceptance testing completed • End User training completed 41/62 • • I •• s s tyler �• technologies 4 6 Production Cutover (Stage 5) City of Redlands and Tyler resources complete tasks as outlined in the Production Cutover Plan and the City of Redlands begins processing day-to-day business transactions in the Tyler software Following Production Cutover, the City of Redlands transitions to the Tyler support team for ongoing support of the Application 4 61 Final Data Conversion, if applicable The City of Redlands provides final data extract and Reports from the Legacy System for data conversion and Tyler executes final data conversion The City of Redlands may need to manually enter into the Tyler system any data added to the Legacy System after final data extract RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 5 Final Data Conversion, if applicable TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager !Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users pient Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Provide final data extract C I IACI I I I R Provide final extract balancing Reports I I A C R I Convert and deliver final pass of data A I I R I I I C Provide error reports A I I R I I I Validate final pass of data I C C I A C R C Load final conversion pass to Production environment I I IACIC R 42 / 62 .�� tyler • • Provide production assistance Production processing TASKS STAGE 5 Tyler Executive Manager TYLER Production Processing & Assistance Tyler Implementation Manager n Tyler Project Manager z n Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers n Tyler Technical Support Tyler Sales — Client Executive Sponsor CLIENT — Client Steering Committee — > Client Project Manager n ,0 Client Functional Leads n Client Change Management Leads n z Client Power Users n z Client Department Heads n x Client End Users n 20 Client Technical Leads — Client Project Toolset Coordinator — Client Upgrade Coordinator RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed 73 —1 CD "< rn iu Q v - ▪ ns n O fr 0 0 0 � v � r-r CD o (I+ rD • � r-r O (p v rr N O oO 70 ro czcz 0_ o v, Q 0_ DJ 0 011 -71 can Q " 0 rt 0 0 • n ▪ 0 5 W co a n (o H ro 0 Production Processing & Assistance a, N vCD "F• Conduct transfer to Support meeting Develop internal support plan TASKS STAGE 5 > Tyler Executive Manager TYLER Transition to Tyler Support — Tyler Implementation Manager n — Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor CLIENT > Client Steering Committee n Client Project Manager n n Client Functional Leads n n Client Change Management Leads n n Client Power Users — n Client Department Heads — Client End Users n n Client Technical Leads — n Client Project Toolset Coordinator — n Client Upgrade Coordinator n n X ni m 7J rD 0 v, 0 rA 0 c 1t 0- rD 0 0 n 0 3 (D Q 0 - h rn Q 0 0 1 :r 3 0 v 0 0) v 0 0 5 rna 0 0 0 O 0 n 0 0 m m ro rt 3 0) 0) v oQ rD 5 1 0 0 0 n rD rD n 0 m 0 iv CL r-r 0 rD (11 ✓ , 0 a a 0 rD Cu 3 0 0 iz rn ro Joddns Jaiki uoIIISuBJI E 9'ti 4 6 4 Schedule Post -Production Services, if applicable Tyler provides post -production services if included in the Agreement Prior to scheduling services, the Tyler project manager(s) collaborate with City of Redlands project manager(s) to identify needs RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 5 Schedule Post -Production Services, if applicable TYLER , CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts Tyler Modification Programmers Tyler Technical Support Tyler Sales Client Executive Sponsor Client Steering Committee IClient Project Manager Client Functional Leads Client Change Management Leads 'Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator ............... Client Upgrade Coordinator Identify topics for post production services C C AR I L I Schedule services for post - production topics A R I CC I C I 45 / 62 • tyler 4.6 5 Control Point 5. Production Cutover Stage Acceptance Acceptance criteria for this Stage includes all criteria listed below Advancement to the Phase/Project Closure Stage is dependent upon Tyler's receipt of this Stage Acceptance 4 6 5 1 Production Cutover Stage Deliverables • Final data conversion, if applicable o Objective Ensure (in Scope) Legacy System data is available in Tyler software in preparation for production processing o Scope Final passes of all conversions completed in this Phase o Acceptance criteria Data is available in production environment • Support transition documents o Objective Define strategy for on -going Tyler support o Scope Define support strategy for day-to-day processing, conference call with City of Redlands Project Manager(s) and Tyler support team, define roles and responsibilities, define methods for contacting support o Acceptance criteria the City of Redlands receives tools to contact support and understands proper support procedures 4 6 5 2 Production Cutover Stage Acceptance Criteria • Final data conversion(s) delivered • Processing is being done in Tyler production • Transition to Tyler support is completed • Post live services have been scheduled, if applicable 46/62 *9i % tyler tecnnoiogiet: 4 7 Phase/Project Closure (Stage 6) Project or Phase closure signifies full implementation of all products purchased and encompassed in the Phase or Project The City of Redlands moves into the next cycle of their relationship with Tyler (next Phase of implementation or long term relationship with Tyler Support) 4.7.1 Close Phase/Project The City of Redlands and Tyler project manager(s) review the list of outstanding Project activities and develop a plan to address them The Tyler project manager(s) review the Project budget and status of each contract Deliverable with the City of Redlands project manager(s) prior to closing the Phase or Project RACI MATRIX KEY R = Responsible A = Accountable C = Consulted I = Informed STAGE 6 Close Phase/Project TYLER CLIENT TASKS Tyler Executive Manager Tyler Implementation Manager Tyler Project Manager Tyler Implementation Consultant Tyler Data Conversion Experts Tyler Forms & Reports Experts (Tyler Modification Programmers TylerTechnicalSupport Tyler Sales Client Executive Sponsor Client Steering Committee Client Project Manager Client Functional Leads Client Change Management Leads Client Power Users Client Department Heads Client End Users Client Technical Leads Client Project Toolset Coordinator Client Upgrade Coordinator Review outstanding Project activities and develop action plan A R C CCICI C Review Project budget and status of contract Deliverables A R I I C 47 / 62 oas 16 ur a_ tyler technologies 4 7 2 Control Point 6 Phase/Project Closure Stage Acceptance Acceptance criteria for this Stage includes all criteria listed below This is the final acceptance for the Phase/Project 4 7.2 1 Phase/Project Closure Stage Deliverables • Phase/Project reconciliation report o Objective Provide comparison of contract Scope and Project budget o Scope Contract Scope versus actual, analysis of services provided and remaining budget, identify any necessary Change Requests or Project activity o Acceptance criteria Acceptance of services and budget analysis and plan for changes, if needed 4 7 2 2 Phase/Project Closure Stage Acceptance Criteria • Outstanding Phase or Project activities have been documented and assigned • Phase/final Project budget has been reconciled • Tyler Deliverables for the Phase/Project are complete 48 / 62 tyler 5 Roles and Responsibilities 5.1 Tyler Roles and Responsibilities Tyler assigns project manager(s) prior to the start of the Project The project manager(s) assign additional Tyler resources as the schedule develops and as needs arise One person may fill multiple project roles 5.1.1 Tyler Executive Management • Provides clear direction for Tyler staff on executing on the Project Deliverables to align with satisfying the City of Redlands's overall organizational strategy • Authorizes required project resources • Resolves all decisions and/or issues not resolved at the implementation management level as part of the escalation process • Offers additional support to the project team and is able to work with other Tyler department managers in order to escalate and facilitate implementation project tasks and decisions • Acts as the counterpart to the City of Redlands's executive sponsor 5.1.2 Tyler Implementation Management • Acts as the counterpart to the City of Redlands steering committee • Assigns initial Tyler project personnel • Works to resolve all decisions and/or issues not resolved at the Project Management level as part of the escalation process • Attends City of Redlands steering committee meetings as necessary • Provides support for the project team • Provides management support for the Project to ensure it is staffed appropriately and staff have necessary resources • Monitors project progress including progress towards agreed upon goals and objectives 5.1.3 Tyler Project Manager The Tyler project manager(s) provides oversight of the Project, coordination of resources between departments, management of the project budget and schedule, effective risk and issue management, and is the primary point of contact for all Project related items • Contract Management o Validates contract compliance throughout the Project o Ensures Deliverables meet contract requirements o Acts as primary point of contact for all contract and invoicing questions o Prepares and presents contract milestone sign -offs for acceptance by City of Redlands project manager(s) o Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance • Planning 49/62 • •••• .. tyler •• technologies o Develop and deliver Implementation Management Plan o Defines project tasks and resource requirements o Develops initial project schedule and full scale Project Plan o Collaborates with City of Redlands project manager(s) to plan and schedule project timelines and milestones to achieve on time implementation • Implementation Management o Tightly manages Scope and budget of Project, establishes process and approval matrix with the City of Redlands to ensure Scope changes and budget planned versus actual are transparent and handled effectively and efficiently a Establishes and manages a schedule and resource plan that properly supports the Project Plan that is also in balance with Scope/budget ca Establishes and manages risk/issue tracking/reporting process between the City of Redlands and Tyler and takes all necessary steps to proactively identify, track and mitigate these items or communicates with transparency to the City of Redlands any items that may impact the outcomes of the Project o Collaborates with the City of Redlands's project manager(s) to establish key business drivers and success indicators that will help to govern project activities and key decisions to ensure a quality outcome of the project o Sets a routine communication plan that will aide all project team members, of both the City of Redlands and Tyler, in understanding the goals, objectives, current status and health of the project • Team Management o Acts as liaison between project team and Tyler manager(s) o Identifies and coordinates all Tyler resources across all applications, Phases, and activities including development, forms, installation, reports, implementation, and billing o Provides direction and support to project team a Builds partnerships among the various stakeholders, negotiating authority to move the Project forward o Manages the appropriate assignment and timely completion of tasks as defined in the Project Plan, task list, and Production Cutover Checklist o Assesses team performance and adjusts as necessary a Interfaces closely with Tyler developers to coordinate program Modification activities o Coordinates with in scope 3' party providers to align activities with ongoing project tasks 5 14 Tyler Implementation Consultant • Completes tasks as assigned by the Tyler project manager(s) • Performs problem solving and troubleshooting • Follows up on issues identified during sessions • Prepares for completes and documents activities for on site services performed by Tyler • Provides conversion Validation and error resolution assistance • Recommends guidance for testing Forms and Reports • Tests software functionality with the City of Redlands following configuration • Assists during Production Cutover process and provides production support until the City of Redlands transitions to Tyler Support 50 / 62 .■._•- tyler ��� tologies • Provides product related education • Effectively facilitates training sessions and discussions with City of Redlands and Tyler staff to ensure adequate discussion of the appropriate agenda topics during the allotted time • Conducts training (configuration, process, conversion Validation) for Power Users and the City of Redlands's designated trainers for End Users • Clearly documents and communicates homework tasks with specific due dates and owners, supporting and reconciling with the final Project Plan • Keeps Tyler project manager(s) proactively apprised of any and all issues which may result in the need for additional training, change in schedule, change in process decisions, or which have the potential to adversely impact the success of the Project prior to taking action 5.1.5 Tyler Sales • Provide sales background information to Implementation during Project initiation • Support Sales transition to Implementation • Provide historical information, as needed, throughout implementation 5.1.6 Tyler Software Support • Manages incoming client issues via phone, email, and online customer incident portal • Documents and prioritizes issues in Tyler's Customer Relationship Management (CRM) system • Provides issue analysis and general product guidance • Tracks issues and tickets to timely and effective resolution • Identifies options for resolving reported issues • Reports and escalates defects to Tyler Development • Communicates with the City of Redlands on the status and resolution of reported issues 5.2 City of Redlands Roles and Responsibilities City of Redlands resources will be assigned prior to the start of each Phase of the project One person may be assigned to multiple project roles 5.2.1 City of Redlands Executive Sponsor • Provides clear direction for the Project and how the Project applies to the organization's overall strategy • Champions the Project at the executive level to secure buy -in • Authorizes required Project resources • Resolves all decisions and/or issues not resolved at the City of Redlands steering committee level as part of the escalation process • Actively participates in organizational change communications 5.2.2 City of Redlands Steering Committee • Works to resolve all decisions and/or issues not resolved at the project manager level as part of the escalation process • Attends all scheduled steering committee meetings 51/62 • �•::•, tyler •• technologies • Provides support for the project team • Assists with communicating key project messages throughout the organization • Prioritizes the project within the organization • Provides management support for the project to ensure it is staffed appropriately and staff have necessary resources • Monitors project progress including progress towards agreed upon goals and objectives • Has the authority to approve or deny changes impacting the following areas o Cost o Scope o Schedule o Project Goals o City of Redlands Policies 5 2 3 City of Redlands Project Manager The City of Redlands shall assign project manager(s) prior to the start of this Project with overall responsibility and authority to make decisions related to project Scope, scheduling, and task assignment, and communicates decisions and commitments to the Tyler project manager(s) in a timely and efficient manner When the City of Redlands project manager(s) do not have the knowledge or authority to make decisions, he or she engages the correct resources from City of Redlands to participate in discussions and make decisions in a timely fashion to avoid Project delays • Contract Management o Validates contract compliance throughout the Project o Ensures invoicing and Deliverables meet contract requirements o Acts as primary point of contact for all contract and invoicing questions o Signs off on contract milestone acknowledgment documents o Collaborates on and approves Change Requests, if needed, to ensure proper Scope and budgetary compliance • Planning o Review and acknowledge Implementation Management Plan o Defines project tasks and resource requirements for City of Redlands project team o Collaborates in the development and approval of the initial Project Plan and Project Schedule o Collaborates with Tyler project manager(s) to plan and schedule Project timelines to achieve on -time implementation • Implementation Management 52 / 62 o Tightly manages Project budget and Scope and collaborates with Tyler project manager(s) to establish a process and approval matrix to ensure Scope changes and budget planned versus actual are transparent and handled effectively and efficiently o Collaborates with Tyler project manager to establish and manage a schedule and resource plan that properly supports the Project Plan, as a whole, that is also in balance with Scope/budget o Collaborates with Tyler Project manager(s) to establish and manage risk/issue tracking/reporting process between the City of Redlands and Tyler and takes all necessary ••••� tyler .•.' • i„u isuiugueS steps to proactively identify, track and mitigate these items or communicates with transparency to Tyler any items that may impact the outcomes of the Project o Collaborates with Tyler Project manager(s) to establish key business drivers and success indicators that will help to govern Project activities and key decisions to ensure a quality outcome of the Project o Routinely communicates with both City of Redlands staff and Tyler, aiding in the understanding of goals, objectives, current status, and health of the Project by all team members. • Team Management o Acts as liaison between project team and stakeholders o Identifies and coordinates all City of Redlands resources across all modules, Phases, and activities including data conversions, forms design, hardware and software installation reports building, and satisfying invoices o Provides direction and support to project team o Builds partnerships among the various stakeholders, negotiating authority to move the Project forward o Manages the appropriate assignment and timely completion of tasks as defined in the Project Plan, task list, and Production Cutover Checklist o Assesses team performance and takes corrective action if needed o Provides guidance to City of Redlands technical teams to ensure appropriate response and collaboration with Tyler Technical Support Teams to ensure timely response and appropriate resolution o Coordinates in -scope 3`d party providers to align activities with ongoing Project tasks 5.2.4 City of Redlands Functional Leads • Makes business process change decisions under time sensitive conditions • Communicates existing business processes and procedures to Tyler consultants • Assists in identifying business process changes that may require escalation • Attends and contributes business process expertise for current/future state analysis sessions • Identifies and includes additional subject matter experts to participate in Current/Future State Analysis sessions • Provides business process change support during Power User and End User training • Completes performance tracking review with client project team on End User competency on trained topics • Provides Power and End Users with dedicated time to complete required homework tasks • Act as an ambassador/champion of change for the new process • Identifies and communicates any additional training needs or scheduling conflicts to City of Redlands project manager • Prepares and Validates Forms • Actively participates in all aspects of the implementation, including, but not limited to, the following key activities o Task completion o Stakeholder Presentation o Implementation Management Plan development o Schedule development 53/62 •• •�..•• tyler ,•• • technologies o Identification, escalation and/or mitigation of project risks o Identification, escalation and/or resolution of issues o Communication with Tyler project team o Coordination of City of Redlands resources a Attendance at scheduled sessions o Change Management activities o Modification specification, demonstrations, testing and approval assistance o Conversion Analysis and Verification Assistance o Decentralized End User Training o Process Testing o User Acceptance Testing 5 2 5 City of Redlands Power Users • Participate in Project activities as required by the project team and project manager(s) • Provide subject matter expertise on City of Redlands business processes and requirements • Act as subject matter experts and attend current/future state and validation sessions as needed • Attend all scheduled training sessions • Participate in all required post -training processes as needed throughout Project • Participate in Conversion Validation • Test all Application configuration to ensure it satisfies business process requirements • Become Application experts • Participate in User Acceptance Testing • Adopt and support changed procedures • Complete all Deliverables by the due dates defined in the Project Plan • Demonstrate competency with Tyler products processing prior to Production Cutover • Provide knowledge transfer to City of Redlands staff during and after implementation 5.2.6 City of Redlands End Users • Attend all scheduled training sessions • Become proficient in Application functions related to job duties • Adopt and utilize changed procedures • Complete all Deliverables by the due dates defined in the Project Plan • Utilize software to perform job functions at and beyond Production Cutover 5 2 7 City of Redlands Technical Support • Coordinates review and installation of software updates and releases with Tyler as needed • Coordinates the copying of source databases to training/testing databases as needed for training days • Extracts and transmits conversion data and control reports from City of Redlands's Legacy System per the conversion schedule set forth in the Project Plan • Coordinates and adds new users and printers and other Peripherals as needed • Validates all users understand log on process and have necessary permission for all training sessions • Coordinates Interface development for City of Redlands third party Data Exchanges 54/62 •.:;:�. tyler • technologies • Assists with software Installation as needed • Develops or assists in creating Reports as needed • Ensures onsite system hardware meets specifications provided by Tyler • Assists with troubleshooting issues with application performance or environment as needed • Assists with software Installation as needed 5.2.8 City of Redlands Upgrade Coordinator • Becomes familiar with the Software Upgrade process and required steps • Becomes familiar with Tyler's releases and updates • Utilizes Tyler Community to stay abreast of the latest Tyler releases and updates, as well as the latest helpful tools to manage the City of Redlands's Software Upgrade process • Assists with the Software Upgrade process during implementation • Manages Software Upgrade activities post implementation • Manages Software Upgrade plan activities • Coordinates Software Upgrade plan activities with City of Redlands and Tyler resources • Communicates changes affecting users and department stakeholders • Obtains department stakeholder sign -offs to upgrade production environment 5 2 9 City of Redlands Project Toolset Coordinator • Ensures users have appropriate access to Tyler project toolsets such as Tyler University, Tyler Community, Tyler Product Knowledgebase, SharePoint, etc • Conducts training on proper use of toolsets • Validates completion of required assignments using toolsets 5.2.10 City of Redlands Change Management Lead • Validates users receive timely and thorough communication regarding process changes • Provides coaching to supervisors to prepare them to support users through the project changes • Identifies the impact areas resulting from project activities and develops a plan to address them proactively • Identifies areas of resistance and develops a plan to reinforce the change • Monitors post production performance and new process adherence 55 / 62 ••• ••% tyler • technologies 6 Glossary Word or Term Definition Application ' Change Control Change Management Change Request Consumables Control Point Cutover Data Exchange Data Mapping A computer program designed to perform a group of coordinated functions, tasks or activities for the benefit of the user A systematic approach for managing change governing how Change Requests will be received, assessed and acted on An approach for ensuring that changes are thoroughly and smoothly implemented and that the lasting benefits of change are achieved The focus is on the global impact of change with an intense focus on people and how individuals and teams move from the current situation to the new one A form used as part of the Change Control process whereby changes in the Scope of work, timeline, resources, and/or budget are revised and agreed upon by participating parties Deliverable End User Forms Imports and Exports Interface 56 / 62 Items that are used on a recurring basis, usually by Peripherals Examples paper stock or scanner cleaning kits Occurring at the end of each Stage, the Control Point serves as a formal client review point Project progress cannot continue until the client acknowledges the agreed upon Deliverables of the Stage have been met or agree on an action plan to make the Deliverable acceptable and move to next Stage while executing final steps of current Stage The point when a client begins using Tyler software in production. A term used to reference Imports and Exports, and Interfaces which allow data to be exchanged between an external system and Tyler software The process of mapping fields from the Legacy System to the appropriate location in the new system from one or more sources A tangible or intangible object/document produced as a result of the Project that is intended to be delivered to a client (either internal or external) or vendor at a specific time The person for whom the software is designed to use on a day-to-day basis. A document which is typically printed on a template background and only captures data for one record per page Forms are provided to entity customers whether internal (employees) or external (citizens) A process within the system that a user is expected to run to consume (Import) or produce (Export) a specifically defined file form at/layout A real-time or automated exchange of data between two systems •:-i tyler �C� ioiogics Install References the initial installation of software files on client services and Legacy System Modification Peripherals Phase Power User Project Project Plan preparing the software for use during configuration The version currently available for general release will always be used during the initial install The system from which a client is converting Modification of software program package to provide individual client requirements documented within the Scope of the Agreement An auxiliary device that connects to and works with the computer in some way Examples mouse, keyboard, scanner, external drive, microphone speaker webcam and digital camera A portion of the Project in which specific set of related products are typically implemented Phases each have an independent start, Production Cutover and closure dates but use the same Implementation Plans as other Phases within the Project Phases may overlap or be sequential and may have the same Tyler project manager and Tyler project team or different individuals assigned An experienced client person or group who is (are) an expert(s) in the client business processes, as well as knowledgeable in the requirements and acceptance criteria The Project includes all implementation activity from Plan & Initiate to Closure for all products, Applications and functionality included in a single Agreement The Project may be broken down into multiple Phases The Project Plan serves as the master blueprint for the Project As developed, the Project schedule will become a part of the Project Plan and outline specific details regarding tasks included in the Project Plan Project Planning Meeting Occurs during the Plan & Initiate Stage to coordinate with the Client project manager to discuss Scope, information needed for project scheduling and resources Questionnaire RACI A document containing a list of questions to be answered by the client for the purpose of gathering information needed by Tyler to complete the implementation A chart describing level of participation by various roles in completing tasks or Deliverables for a Project or process Also known as a responsibility assignment matrix (RAM) or linear responsibility chart (LRC) Reports Scope Formatted to return information related to multiple records in a structured format Information is typically presented in both detail and summary form for a user to consume Products and services that are included in the Agreement 57/62 • • ••• tyler • • ecnnologies Software Upgrade Stage References the act of updating software files to a newer software release The top-level components of the WBS Each Stage is repeated for —' individual Phases of the Project and requires acknowledgement before continuing to the next Stage Some tasks in the next Stage may begin before the prior Stage is complete Stakeholder Presentation Representatives of the Tyler implementation team will meet with key client representatives to present high level Project expectations and outline how Tyler and the Client can successfully partner to create an environment for a successful implementation Standard Included in the base software (out of the box) package Statement of Work (SOW) Document which will provide supporting detail to the Agreement defining Project -specific activities and Deliverables Tyler will provide to the client 1 Test Plan Describes the testing process Includes "Test Cases" to guide the users through the testing process Test cases are meant to be a baseline for core processes, the client is expected to supplement with client specific scenarios and processes Validation (or to validate) The process of testing and approving that a specific Deliverable, process, program or product is working as expected Work Breakdown Structure A hierarchical representation of a Project or Phase broken down into (WBS) smaller, more manageable components 58 / 62 .,... tyler s technologies 7 Munis Conversion Summary 7 1 Accounting COA • Chart of Accounts segments, objects, character codes, project codes (if applicable), organization codes (if applicable), control accounts budget rollups, fund attributes, due to/due from accounts • Requires the use of a Tyler provided spreadsheet for design and entry of the data to be converted 7 2 Accounting - Actuals • Summary account balances • Up to 7 years 7.3 Accounting - Budgets • Original budget budget adjustments, revised budget summaries for accounts Up to 7 years 7.4 Accounts Payable Master • Vendor Master file including names, addresses, SSN/FID, contacts, phone numbers • Multiple remittance addresses • Year to -date 1099 amounts 7.5 Accounts Payable - Checks • Check header data including vendor, warrant, check number, check date overall check amount, GL cash account and clearing information • Check detail data including related document and invoice numbers for each check • Up to 7 years 7 6 Accounts Payable - Invoices • Invoice header data containing general information for the invoice • Invoice detail data containing line specific information for the invoice • Up to 7 years 7.7 Contracts • Contract header detail with many fields available to convert including fiscal year and period, vendor number, department code, description, enforcement method code, dates for award, approval, entry and expiration, retention information, user -defined type and review codes, status code, user id for entry and approver Additional fields are also available 59/62 ••:;:•. tyler • technologies • Contract detail including line item account and amount detail 7 8 Capital Assets Master • Asset description, status, acquisition quantity, date and amount, codes for asset class, subclass, department, custodian, flags for capitalization and depreciation, estimated life, serial number, model, model year, depreciation method, life -to date depreciation amount, last depreciation date, disposal information (if any), purchase information, if any (vendor, PO, Invoice) 7.9 General Billing CID • Customer information 7.10 General Billing— Recurring Invoices • General Billing Invoices that are sent on a regular basis • Header records with general information about the invoice • Detail records with line specific information 7.11 General Billing — Bills • Unlimited history of open and closed invoices • General Ledger information so open invoices can be processed in Munis • Up to 7 years 7 12 Inventory Master • General master data includes item, description, commodity code, purchase vendor and date, date received, GL information, hazard code, etc Location master includes item, location, bin, various quantities (on hand, last, committed, standard purchase, re -order), lead time, count, count date, and variance, GL information, plus many accumulator buckets (MTD/YTD/SOY/SOM/LY received /issued /adjusted /cost /value), etc FIFO data includes item, location, date, qty-received, unit cost, and quantity on hand 7.13 Inventory — Commodity Codes • Commodity master information, including codes and descriptions, commodity type, acquisition type, unit of measure, vendor, buyer, approver, and various other codes and flags 7.14 Project Grant Accounting • Segments, account strings and fund string allocation table • Requires the use of a Tyler provided (Chart of Accounts) spreadsheet for design and entry of the data to be converted 60/62 7 15 Project Grant Accounting - Actuals Summary project ledger string balances ▪ Up to 7 years 7 16 Project Grant Accounting — Budget Original project ledger budget amounts Up to 7 years 7.17 Purchase Orders Open purchase orders header data including vendor, buyer, date, accounting information, etc • Open purchase orders detail data including line item descriptions, quantities, amounts, etc 718 Payroll • Payroll Employee Master data including data such as name, address, SSN, legacy employee ID date of birth hire date activity status (such as active/inactive) leave/termination code and date, phone(s), e-address, marital status, gender, race, personnel status (such as full time, part-time, etc ), highest degree, advice -delivery (print/email/both) and check location, plus primary group, job, location, and account information 7.19 Payroll - Deductions • Employee Deductions including employee ID, deduction codes, tax information, and direct deposit information 7.20 Payroll — Accrual Balances • Employee Accrual Balances including Vacation, Holiday, and other Leave balances • Start of year balance, earned to date, used to date 7.21 Payroll —Accumulators • YTD, QTD, MTD amounts for employee pay and deductions • Needed for mid calendar -year go -live • May not be needed if converting earnings/deductions history 7 22 Payroll — Check History • Up to 7 years, additional years must be quoted We convert amounts for earnings and deductions in employee check history, check number and date 61 / 62 • •••• tyler • • technologies 7.23 Payroll — Earning/Deduction Hist • Up to 7 years, additional years must be quoted Earning and deduction history broken down my individual codes (earnings and deduction) and amounts per pay period, the detail of these lines, sums the check history in opt 4 7.24 Payroll — Recruiting • Application requisition applicant master data, plus applicant references, certifications, education, skills, tests, work history, and interviews 7.25 Payroll — PM Action History • A variety of Personnel actions, such as job or salary changes and dates these events occurred 7 26 Payroll — Position Control • Position, description, status, job code, bargaining group, location, number of employees allowed for each, FTE percentage, GL account, and max/min grade and step 62 / 62 I..; GO' tyler es ,inologics