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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 I.to Exhibit B.
• "Client" means the City of Arcadia,California.
• "Defect"means a failure of the Tyler Software to substantially conform 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 beset forth in our then-current
Documentation.
• "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 or 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, riot or 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 document,set forth at Exhibit D,setting forth the terms and
conditions under which Tyler will deliver the in-scope professional services to implement the Tyler
Software.
• "Support Call Process" means the support call process applicable to all of our customers who have
licensed the Tyler Software. A copy of our current Support Call Process is attached as Schedule 1 to
Exhibit C.
• "Tyler" means Tyler Technologies, Inc.,a Delaware corporation.
• "Tyler Software" means our proprietary software and related interfaces identified in the Investment
Summary and licensed to you through this Agreement.
• "we","us","our"and similar terms mean Tyler.
• "you"and similar terms 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 associated with such transfer.
1.6 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.
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 then-current annual beneficiary fee.
The current annual beneficiary fee is$750. 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 strictly 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.
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SECTION C—PROFESSIONAL SERVICES
1. Services. We will provide you the various implementation-related services itemized in the Investment
Summary. You will receive those services according to the Statement of Work.
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.
3. Additional Services. The Investment Summary contains 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 price 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 liable 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 security protocols or other written policies provided to us. You further
agree to provide a reasonably suitable environment, location, and space for the installation of the Tyler
Software, including,without limitation,sufficient electrical circuits,cables,and other reasonably necessary
items required for the installation and operation of the Tyler Software.
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).
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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 terms of our standard Maintenance
and Support Agreement.
If you have opted not to purchase ongoing maintenance and support services for the Tyler Software
Products,the Maintenance and Support Agreement does not apply to you. Instead,you will only receive
ongoing maintenance and support on the Tyler Software Products on a time and materials basis. In
addition,you will:
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(I) receive the lowest priority under our Support Call Process;
(ii) be required to purchase new releases of the Tyler Software Products, including fixes,
enhancements and patches;
(iii) 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 Products;
(iv) be charged for a minimum of two (2) hours of support services for every support call;and
(v) not be granted access to the support website for the Tyler Software Products or the Tyler
Community Forum;
SECTION E—MyGovPay/VirtualPay
The MyGovPay/VirtualPay functionality,to the extent identified as in-scope in the Investment Summary,will
be provided according to the terms of this Agreement,as well as the terms set forth at Exhibit E.
SECTION F—INVOICING AND PAYMENT; INVOICE DISPUTES
1. Invoicing and Payment. We will invoice you the fees for the license(s), products,and services in the
Investment Summary per our Invoicing and Payment Policy,subject to Section F(2).
2. Invoice Disputes. If you believe any delivered product or service does not conform to the warranties in this
Agreement,you will provide us with written notice within fifteen (15)days of your receipt of the applicable
invoice. The written notice must contain sufficient detail of the issues you contend are in dispute. We will
provide a written response to you that will include either a justification of the invoice, an adjustment to
the invoice,or a proposal addressing the issues presented in your notice. We will work together as may be
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 only withhold payment of the amount(s)actually in dispute 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.
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SECTION G—TERMINATION
1. For Cause. You may terminate this Agreement for cause in the event we don't cure, or create a mutually
agreeable action plan to address, a material breach of this Agreement within forty-five(45) days of
receiving notice from you under Section 1(3), Dispute Resolution. 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 delivered, prior to the effective date of termination.
2. Lack of Appropriations. If you should not appropriate or otherwise make available funds sufficient to
purchase, lease,operate,or maintain the products or services set forth in this Agreement,you may
unilaterally terminate this Agreement upon thirty(30) days written notice to us. 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, products,and/or services you have received,or we have incurred or delivered, prior to the
effective date of termination. You will not be entitled to a refund or offset of previously paid license and
other fees. You will not use a termination for lack of appropriations as a substitute for termination for
convenience.
3. Force Majeure. Either party has the right to 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,
products, and/or services you have received,or we have incurred or delivered, prior to the effective date
of termination. You will not be entitled to a refund or offset of previously paid license and other fees.
SECTION H—INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE
1. Intellectual Property Infringement Indemnification.
1.1 We will defend you against any third party claim(s)that the Tyler Software infringes that third party's
patent, copyright,or trademark,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 our 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; (b)combining the Tyler
Software with any product or device not provided,contemplated,or approved by us; (c)altering or
modifying the Tyler Software, including any 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.
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1.4 If,as a result of an infringement or misappropriation claim,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. This section provides your exclusive
remedy for third party copyright, patent, or trademark infringement and trade secret misappropriation
claims.
2. Property Damage and Personal Iniury Indemnification.
2.1 We will indemnify and hold harmless you and your agents,officials,and employees from and against
any and all direct 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 our
negligence or willful misconduct.
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 direct 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.
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 THE LESSER
OF(A)YOUR ACTUAL DIRECT DAMAGES OR(B)THE AMOUNTS PAID BY YOU UNDER THIS AGREEMENT.
THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN RELIANCE UPON THIS LIMITATION OF LIABILITY.
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. During the course of performing 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;and (d)Workers
Compensation complying with applicable statutory requirements. We will add you as an additional insured
and provide you with copies of certificates of insurance upon written request.
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-
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current list price, 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. For all disputes other than invoice disputes subject to Section F(2),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 meet at your office within thirty(30)days of the written
dispute notice, unless otherwise agreed. All meetings and discussions between senior representatives will
be deemed confidential settlement discussions not subject to disclosure under Federal Rule of Evidence
408 or any similar applicable state rule. If we fail to resolve the dispute,either of us may assert our
respective rights and remedies in a court of competent jurisdiction. Nothing in this section shall prevent
you or us from seeking necessary injunctive relief during the dispute resolution procedures.
4. Taxes. The fees in the Investment Summary do not include any taxes, including,without limitation,sales,
use, or 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, arising from our
performance of this Agreement.
5. Nondiscrimination. We will not discriminate against any person employed or applying for employment
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 origin, 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 written
consent, not to be unreasonably withheld.
8. No Assignment. Neither party may assign this Agreement without the prior written consent of the other
party; provided, however,that your consent is not required in the event we have a change of control.
9. Force Majeure. 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 Majeure 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.
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10. No Intended Third Party Beneficiaries. 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 End User License Agreement(s).
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 written,oral,expressed, implied, or statutory. This Agreement may only be
modified by a written amendment signed by an authorized representative of each party.
12. Severability. 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 terms 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 or communications required or permitted as a part of this Agreement 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 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 materials.
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
information 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;
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(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
public 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
California,without regard to its rules on conflicts of law.
20. Multiple Originals and 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 original signature.
21. Contract Documents. This Agreement includes the following exhibits:
Exhibit A Investment Summary
Exhibit B Invoicing and Payment Policy
Schedule 1: Business Travel Policy
Exhibit C Maintenance and Support Agreement
Schedule 1:Support Call Process
Exhibit D Statement of Work
Exhibit E MyGovPay/IVR Terms
IN WITNESS WHEREOF,a duly authorized representative of each party has executed this Agreement as of the
date(s)set forth below.
Tyler Technologies, Inc. City of Arcadia,California
Local Government Division
By:
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Name: s, 13,13,6t-ii-y Name:
Dominic Lazzaretto
Title:
Title: City Manager
Date: 1121 ` �`� Date: -� u L L\ 23/ W/
Address for Notices: ii Address for Notices:
Tyler Technologies, Inc. City of Arcadia
5519 53`d Street 240 West Huntington Drive
Lubbock,Texas 79414 Arcadia, CA 91066
Attention: Brett Cate Attention:Tom Tait
Vier•
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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.
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EnerGov 9 Qty Cost/Rate Total Cost Annual List Pricing/Notes/Comments
Licenses Maintenance °Based on Named User Licenses
(Minimum of 10 licenses)
Permitting&Land Mgmt Suite(PLM): 0-19 Licenses=$2,999/user
Permitting,Planning,Projects,Inspections,Land Use, 20 $ 2,987 $ 59,730 $ 11,946 2aa9ucenses=$2,749/userplus$56,981
50-99 Ucenses=$2,499/user plus$139,451
Object/Operating,Impact,Request&Enforcement Processes 100+Ucenses=$2.249/user plus$264,401
Unlimited Site License(enter"unl")=$699,999
(Minimum i710 licenses) -����
0-19 Ucenses=$2,999/user
Licensing&Regulatory Mgmt Suite(LRM): 20-49 Licenses=$2,749/user plus$56,981
Business,Professional,Rental,Tax Licensing,Request& 10 $ 2,999 $ 29,990 $ 5,998 50-99 licenses 42,499/user plus$139,451
Enforcement Processes 100+Licenses=$2.249/user plus$264,401
Unlimited Site License(enter"unl)_$699,999
"6 users will be transfered to a PLM License
(Minimum of 10 licenses)
Public Maintenance Management Suite(PMM): 0-19 Licenses=$2,999/user
20-49 Ucenses=$2,749/user plus$56,981
Infrastructure Assests,Work Orders,Maintenance Mgmt, 20 $ 2,987 $ 59,730 $ 11,946 50-99 Licenses=$2,499/user plus$139,451
Equipment,Projects,Requests 100+Licenses=$2.249/user plus$264,401
Unlimited Site License(enter"unl")=$699,999
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View Only Licenses(per suite) 3 $ 699 $ 2,097 $699 per license per suite
Framework Enabling Products&Extensions Cost/Unit 'Based on Server/Product License
GIS Integration-EnerGov GIS 53 $ 500 $ 26,500 $ 5,300
Credit Card Processing-VirtualPay 1 N/A Included _TyersVrtualGov Payment System-Included for Credit
Card Processing.
Server-Side Plugins/Additional Extensions
EnerGov Adv Server Extensions Bundle: 1 $ 14,999 included $ 3,000 Server-side Extension bundle
Intelligent Automation Agent(IAA) 1-Inc Inlcuded in bundle Inlcuded in bundle _Server-side plug in for post processing and proactive
event handling automation.
•Social 10 Extension(IOE) 1-InC Unleaded in bundle Inlcuded in bundle Integration(Facebcok/rwitter)and bui t-in Esd map
views
EnerGov Odata 1-InC Unleaded in bundle Inlcuded In bundle -Open Data Service
EnerGov Reporting Toolkit 1 $ 4,999 $ 4,999 $ 1,000 Server-side Extension-Toolkit for report development.
Includes all report views and documentation.
Other
Content Manager API 1 Free of charge $ - $ 1,000 By Population size
EnerGov API/SDK 1 Free of charge $ - $ 1,250 By Population size
one time $ 183,046
- au Software Sub Total anetimp $ 183,046 $` '41;440
LA County Regional Discount 11.00% $ (20,265)
Software Total onstime $ 162,781 $,-41,440
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Professional Services Hours Blended Rate Subtotal
Professional Implementation Services-
Project Management Services 152 $175 $ 26,600 Project Management Services
Professional Implementation Services-
Permitting,Land,and Licensing Management 440 $175 $ 77,000 Joint implementation to utilize BMP templates and best
Suites practices.
Professional Implementation Services- Implementation services resources with joint client
288 $175 $ 50,400 involvement so
Public Maintenance Management Suites ( /50)
EnerGov Fundamentals Training 80 $175 $ 14,000
System Fundamentals/Project Team Training
Onsite Training&Production Support Services
End User Training&Onsite Production Support 240 $175 $ 42,000
Development Services Hours Hourly Rate Subtotal Dev ASM
Report Development Services 80 $175 $ 14,000 Up to 15 custom reports
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Integration Services-WasteTracking.com 8 $225 $ 1,800 Create a data consumption utility or hyperlink
Data Conversion Services-WASP and HdL 88 $225 $ 19,800
Grand Total for Professional Services $ 245,600 $
Software and Professional Services Totals
GRAND TOTAL(Software&Prof Services) $ 408,381
Support&Maintenance
Year 1 Fee annual $ 41,440 Subsequent annual fees payable at Tyler's then-
currentrate.
Travel Budget Trips Est Rate Subtotal
p (Onsite Trips) $1,700 $ 20,400 Trip°=up to five(5)business days,inclusive of travel
Estimated Travel Expenses Onsite Tri s 12 1,700 time,to/on Client site by one(1)Tyler resource.
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Exhibit B
Invoicing and Payment Policy
We will provide you with the software, products,and services set forth in the Investment Summary of your
Agreement. Capitalized terms not otherwise defined will have the meaning assigned to such terms in your
Agreement.
Invoicing: We will invoice you for the applicable license fees, products, and services in the Investment
Summary as set forth below. Your rights to dispute any invoice are set forth in your Agreement.
1. Tyler Software.
1.1 License Fees: License fees are invoiced as follows: (a) 25%on the Effective Date; (b) 60%on the
date when we make the applicable Tyler Software available to you for downloading(the"Available
Download Date");and(c) 15%on the earlier of first use of the Tyler Software in live production or
(180) days after the Available Download Date.
1.2 Maintenance and Support Fees: Maintenance and support fees are waived through the earlier of
(a) ninety(90)days after use of the Tyler Software in live production;or(b)one hundred eighty
(180) days after the Available Download Date. Subsequent maintenance and support fees,at
Tyler's then-current rates,are invoiced annually in advance on the anniversary of that earlier-of
date.
2. Professional Services.
2.1 Implementation and Other Professional Services(including training): Implementation and other
professional services(including training) are billed at hourly rates and invoiced as delivered.
2.2 Requested Modifications to the Tyler Software: Requested modifications to 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.
3. Expenses. The service rates in the Investment Summary do not include travel expenses,which are
separately set forth as an estimate only. Actual expenses will be billed as incurred and only in
accordance with our then-current Business Travel Policy, plus a 10%travel agency processing fee. Our
current Business Travel Policy is attached to this Exhibit B at Schedule 1. Copies of receipts will be
provided on an exception basis for an administrative fee. Receipts for miscellaneous items less than
twenty-five dollars and mileage logs are not available.
Payment. Payment for undisputed invoices is due within forty-five (45)days of the invoice date. Maintenance
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and support fees are due on each anniversary of the Available Download 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
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Exhibit B
Schedule 1
Business Travel Policy
1. Air Travel
A. Reservations&Tickets
Tyler's Travel Management Company(TMC)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 day advance booking requirement is mandatory. When
booking less than seven days in advance,management approval will be required.
Except in the case of international travel where a segment of continuous air travel is scheduled to exceed
six hours,only economy or coach class seating is reimbursable.
B. Baggage Fees
Reimbursement of personal baggage charges are based on trip duration as follows:
• Up to five days=one checked bag
• Six or more days=two 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 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.
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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 carries leased vehicle coverage for business car rentals;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 term 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 trips
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 for maids and other hotel staff are included in the per diem rate and are not reimbursed separately.
4. Meals and Incidental Expenses
Employee meals and incidental expenses while on travel status are in accordance with the federal per
diem rates published by the General Services Administration. 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.
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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 Lunch and dinner
Depart after 12:00 noon Dinner
Return Day
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.
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Exhibit C
Maintenance and Support Agreement
We will provide you with the following maintenance and support services for the Tyler Software licensed to
you. Capitalized terms not otherwise defined will have the meaning assigned to such terms in your License
and Services Agreement.
1. Term. We provide maintenance and support services on an annual basis. The initial term commences on
the earlier of(a) ninety(90) days after use of Tyler Software in live production;or(b) one hundred eighty
(180) days from the date when we make the applicable Tyler Software available to you for downloading
(the"Available Download Date") and remains in effect for one(1)year. The term will renew automatically
for additional one (1)year terms unless terminated in writing by either party at least thirty(30)days prior
to the end of the then-current term.
2. Maintenance and Support Fees. Your initial maintenance and support fees for the Tyler Software licensed
to you are listed in the Investment Summary of your Agreement. Those amounts are payable in
accordance with our Invoicing and Payment Policy. We reserve the right to suspend maintenance and
support services if you fail to pay undisputed maintenance and support fees within sixty(60) days of the
due date. We will reinstate maintenance and support services only if you pay all past due maintenance
and support fees, including all fees for the periods during which services were suspended.
3. Maintenance and Support Services. As long as you are trained on the Tyler Software,and timely pay your
maintenance and support fees,we will, consistent with our then-current Support Call Process:
3.1 perform our maintenance and support obligations in a professional,good, and workmanlike manner,
consistent with industry standards,to conform the Tyler Software to the warranty set forth in your
Agreement; provided, however,that if you modify the Tyler Software without our consent,our
obligation to provide maintenance and support services on and warrant the Tyler Software will be
void;
3.2 provide telephone support during our established support hours;
3.3 maintain personnel that are sufficiently trained to be familiar with the Tyler Software and Third Party
Software in order to provide maintenance and support services;
34 provide you with a copy of all 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 support prior releases of the Tyler Software in accordance with our then-current release life cycle
policy.
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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 Bomgar, as
well as GotoAssist by Citrix. 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 can't resolve a support issue remotely,we may be required to provide
onsite services. In such event,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. 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); (c) application design; (d) other consulting
services; (e) maintenance and support of an operating system or hardware; (f)support outside our normal
business hours as listed 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 beyond
those outlined in this section will be billed to you at our then current rates. We do not guarantee
resolution of a Defect in a version of the Tyler Software Products older than one version behind the then-
_ current release. We reserve the right to decline support calls from users who have not received the
required training on the Tyler Software.
6. Current Support Call Process. Our current Support Call Process for the Tyler Software is attached to this
Exhibit C at Schedule 1.
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Exhibit C
Schedule 1
EnerGov Support Call Process
Support Channels
We provide the following channels of EnerGov software support:
(1) Telephone—for urgent or complex questions, users receive toll-free, unlimited telephone software
support.
(2) Email—for less urgent situations, users may submit unlimited emails directly to the software support
group. Email will be used for responses.
(3) On-line submission—for less urgent and project-based questions, users may create unlimited support
incidents through the customer relationship management portal available at the Tyler Technologies
website.
(4) Tyler Community—an on-line resource,Tyler Community provides a venue for all Tyler clients with
current maintenance agreements to support one another,share best practices and resources, and
access documentation.
During the Implementation to Support handoff meeting,at the conclusion of the client's project,Tyler
representatives will provide the most current toll-free telephone number and email address for submitting
support incidents, based on the software licensed.
Support Availability
Our established software support hours are Monday through Friday from 7:00 AM—7:00 PM Central Time.
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 Eve
Labor Day Christmas Day
Issue Handling
❑ Incident Tracking
When a support incident cannot be resolved during its initiation,the client receives an incident tracking
number for that issue.The incident tracking number is used to track and reference open issues when clients
contact support.
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❑ Incident Escalation
Tyler's software support consists of four levels of personnel:
(1) Software Support Analysts—front-line representatives
(2) Software Support Advisors—more senior in their support role,the Advisors assist Software Support
Analysts and take on escalated issues
(3) Software Support Team Leads—responsible for the day-to-day supervision of Analysts and Advisors
and may assist in incident escalations
(4) Software Support Managers—responsible for the management of support teams for either a single
product or a product group
On occasion,the priority 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 appropriately.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 priority of an issue
(3) On-line Support Incident Portal—by logging into the client incident portal and referencing the
appropriate incident tracking number,clients can modify the priority of an issue.
❑ Incident Priority
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 below chart.The goal of this structure
is to clearly understand and communicate the importance of the issue and to describe expected responses
and resolutions.
Priorities Resolutions
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Prionty, rCharacteristcs offSuppo Resolution Targets„ Development
Leveler Incident ' `� .,_, Actions
Support incident that causes (a) Tyler shall provide an initial response to
complete application failure or Priority Level 1 incidents within one(1)
application unavailability; (b) business hour of receipt of the support
application failure or incident. Tyler shall use commercially Hot Fix—
1 unavailability in one or more of reasonable efforts to resolve such support Emergency patch
the client's remote location; or incidents or provide a circumvention to software as
(c)systemic loss of multiple procedure within one(1) business soon as possible
essential system functions. day. Tyler's responsibility for loss or
corrupted data is limited to assisting the
client in restoring its last available database.
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Ilia- Priorities Reso utions
Pnonty1 Characteristics ofSupport Development
Resolution.Targets. Actions
Level Incident "yfr
Support incident that causes (a) Tyler shall provide an initial response to
repeated,consistent failure of Priority Level 2 incidents within'four(4)
essential functionality affecting business hours of receipt of the support
more than one user or(b) loss incident. Tyler shall use commercially _
2 or corruption of data. reasonable efforts to resolve such support regularly-
incidents ly patch—
or provide a circumvention
procedures within five(5) business scheduled patch
days. Tyler's responsibility for loss or
corrupted data is limited to assisting the
client in restoring its last available database.
Priority Level 1 incident with an Tyler shall provide an initial response to
existing circumvention Priority Level 3 incidents within one(1)
procedure,or a Priority Level 2 business day of receipt of the support
incident that affects only one incident. Tyler shall use commercially
user or for which there is an reasonable efforts to resolve such support Next Release—
existing circumvention incidents without the need for a Scheduled for the
3 procedure. circumvention procedure with the next next major
published maintenance update or service release
pack,which shall occur at least•
quarterly. Tyler's responsibility for lost or
corrupted data is limited to assisting the
client in restoring its last available database.
Support incident that causes Tyler shall provide an initial response to
failure of non-essential Priority Level 4 incidents within two(2)
functionality or a cosmetic or business days. Tyler shall use commercially Future release—
4 other issue that does not qualify reasonable efforts to resolve such support not scheduled;
as any other Priority Level. incidents within two version release cycles reviewed at next
and a cosmetic or other support incident planning stage
that does not qualify as any other Priority
Level incident with a future version release.
Hardware and Other Systems
If in the process of diagnosing a software support issue it is discovered that a peripheral system or its
software is the cause of the issue,we will notify the client so that the client may contact the support agency
for that peripheral system.We cannot support or maintain third-party software or hardware.
In order for us to provide the highest level of software support,the client bears the following responsibility
related to hardware and software:
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(1) All infrastructure executing Tyler software shall be managed by the client.
(2) Support contracts for all third-party software (ex:operating systems,database management systems)
associated with Tyler software shall be maintained.Tyler does not support these third-party products.
(3) Daily database backups must be performed;client shall verify the backups are successful.
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EXHIBIT D
Statement of Work
For EnerGov Implementation
Prepared for:
Arcadia, CA
Prepared by:
Tyler Technologies, Inc.
2160 Satellite Blvd, Suite 300
Duluth,GA 30097
888.355.1093
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TYLER RESOURCES PURCHASED
The total professional services hours set forth in the Investment Summary have been allocated to the project as
follows:
• Project Management Services= 152 resource hours
• System Configuration Services=728 resource hours
• System Administration/Fundamentals Training=80 resource hours
• End User Training&Production Support =240 resource hours
• Report Development Services =80 resource hours
• Data Conversion/Integration Services =96 resource hours
• Travel= 12 on-site trips(where a"trip"is defined as onsite travel of up to five business days)
• The project plan,addressed below,will give detail on when Tyler expects to be traveling onsite
over the course of the project.
These resources have been allocated according to the Estimated Project Workplan attached to this Statement of
Work at Appendix 1. Those allocations are preliminary estimates for the parties'reference,based on the scope of
the project as of the Effective Date,and are subject to refinement over the course of the project. In the event of
any conflict between the Estimated Project Workplan and the payment terms set forth in the Invoicing and
Payment Policy,the Invoicing and Payment Policy will control.
TASKS
The following tasks have been arranged for this project,with responsibility definitions for both Tyler and Customer
as follows:
• Own—Ownership of the task throughout
• Participate—Active,ongoing participation in the task throughout
• Advise—Advisory role as needed by the other party
• None—No planned/required involvement by the designated party
Upon completion of a task,the customer will have an opportunity to review the deliverable,if any,associated
with the task. The customer will have a five-day business window within which to identify to Tyler a deviation
from the warranties provided in the parties' agreement. In the event a deviation is identified and confirmed,
Tyler will address the deviation according to the terms of the Support Call Process or the services warranty
provision set forth in the Agreement,as applicable. When a corrected deliverable has been resubmitted for
review,that process shall repeat. Upon Stage completion,Tyler will provide the customer with a Work
Acceptance Form to document that all tasks within the Stage have been successfully delivered. The customer
must return the completed Work Acceptance form within five business days of receipt,or the Stage will be
deemed"accepted."
Each stage is dependent on the results of the previous stage and therefore,each stage of the methodology cannot
begin until the previous stage is completed and approved.
Stage 0- Software Delivery
Objectives:
• Tyler software is made available the customer
Tasks:
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Software,Delivery
Tasks Tyler Customer
Tyler makes the licensed software available on the project Own None
SharePoint site for downloadin:
Stage 1-Initiation and Planning
Objectives:
o Introduction to project and detailed review of Stages,Tasks and Milestones/Deliverables
o Distribution of forms and gathering of high-level organizational and process information
o Establishment of communication channels(Project Manager,SMEs,Permitting Systems Coordinator,
etc.)
o Assessment of IT infrastructure and needs
o Planning for staff mobilization&allocation
o Team Training—System Admin/EnerGov Fundamentals
o Create project plan,including baseline project schedule
Tasks:
Initiation& Planning
Tasks Tyler Customer
Conduct Planning/Initiation Introductory Phone Call Own Participate
Assign Project Team Members Advise Own
Provide/Assign facilities for Tyler on-site activities Advise Own
Identify non-working days(i.e.vacations,holidays,etc.) Own Participate
Define procurement and configuration plan for necessary Advise Own
hardware,non-EnerGov systems software and networking
infrastructure by the customer as specified by SOW
Attachment C
Provide Tyler remote access(when needed)to required Advise Own
server for Tyler software installation and system
configuration
Deliver and review Process and Configuration Collection Own Participate
Templates
Create SharePoint site to manage project deliverables, Own . None
documents,and UAT
Deliver and review Project Status Report Template Own Participate
Deliver and review Sample Signoff Form Own Participate
Deliver and review GIS requirements and best practices Own Participate
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documentation
Deliver and review Data Conversion Template Database Own Participate
(DCT-DB),ERDs and usage documentation
Prepare programs/databases for integration Advise Own
Identify and document project risks and resolutions Own Participate
Amend project scope/SOW as needed Own Participate
Deliver and review Project Plan(including project schedule) Own Participate
Other tasks as identified Own for Own for
respective team respective team
Team Training Own Participate
Deliver Project Planning&Initiation Stage Sign Off to Own None
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Customer
Return Project Planning&Initiation Stage Sign Off to Tyler None Own
Milestone/Deliverable: Signoff of Initiation and Planning Stage
Stage 2-Assess&Define
Objectives:
o Tyler to gain an understanding about how customer conducts business
o Translate business understanding into the"to-be"documented EnerGov configuration definition
documentation
Tasks:
Assess& Define
Tasks Tyler - Customer
Identify Business Transactions/Case Types(i.e.Permit Advise Own
Types,Plan Types,Inspection Types,etc.)
Scope and document EnerGov configuration design Own Participate
document per business transaction/process
Deliver ArcGIS base map service(s)to Tyler Advise Own
Develop Project Definition Documents to include Own Participate
comprehensive collection of business processes,
configuration and other details identified during this Stage
Deliver and review Project Definition Documents Own Participate
Other tasks as identified Own for Own for
respective team respective team
Deliver Assess&Define Stage Sign Off to Customer, - Own None
Return Assess&Define Stage Sign Off to Tyler None Own
Milestone/Deliverable: Signoff of Assess&Define Stage
Stage 3A—System Configuration
Objectives:
o Configure the core EnerGov software in accordance with configuration definitions from Assess&
Define stage
Tasks: •
System Configuration
Tasks Tyler Customer
Deploy Pre-production environment to house the Advise - Own
configuration system as defined and reviews by Tyler's
Hardware/Infrastructure requirements documentation
Configure the software based upon the EnerGov Own Participate
configuration definitions established in the previous Assess
&Define stage
Perform ongoing reviews with customer as configuration Own Participate
progresses
Deliver populated Data Conversion Template Database None Own
(DCT-DB)
Complete Basic.Configuration Reviews Own Participate
Deliver System Configuration Stage Sign Off to Customer Own None
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Return System Configuration Stage Sign Off to Tyler None Own
Milestone/Deliverable: Signoff of System Configuration Stage
Stage 3B—Configuration-Internal Test
Objectives:
o Conduct initial operational test to ensure that Tyler has the information and configurations necessary to
complete report development and data conversions
•
o Confirm basic system configuration to ensure proper operation
Tasks:
Internal Test
Tasks Tyler Customer
Provide users logins for key Customer staff Own None
Conduct basic system configuration testing/retesting Own Participate
walkthrough
Record testing results in SharePoint None Own
Resolve any system issues identified Own None
Other tasks as identified Own for Own for
respective team respective team
Deliver Internal Testing Stage Sign Off to Customer Own None
-
Return Internal Testing Stage Sign Off to Tyler None Own
Milestone/Deliverable: Signoff of Internal Test Stage
Stage 4A-Build Specifications
Objectives:
o Define custom report requirements and prioritize custom report requirements to prepare or refine
customer report hours estimate or to determine whether additional hours are needed via a change order
o Define and map data conversion requirements(see section titled Data Conversion)
o Define integration specifications,as applicable
o Define and map,based on provided API's,interface requirements,as applicable
System Name Details Comments
See investment summary
System Name Comments
See investment summary
Tasks:
Build Specifications
Tasks Tyler Customer
Populate Data Conversion Template Database(DCT-DB) Advise Own
Deliver and review list out-of-the-box standard reports, Own • Participate
documents,dashboards and search consoles in order to
identify any gaps in report coverage that may require custom
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report development
•
Develop Report Specifications None Own
Deliver Custom_Report Development estimate(hours and Own Participate
cost)and accompanying Change Order(if necessary)
Develop integration specifications TBD TBD
Deliver and review integration specifications to Customer TBD TBD
Other tasks as identified Own for Own for
respective team respective team
Deliver Build Specifications Stage Sign Off to Customer Own None
Return Build Specifications Stage Sign Off to Tyler None . Own
Milestone/Deliverable: .Signoff of Build Specifications Stage
Stage 4B-Build
Objectives:
o Develop Custom Reports per defined requirements,if any
o Import data from Data Conversion Template Database(DCT-DB)into master EnerGov database
o Development of scoped and defined integrations,as applicable
Tasks:
Build
Tasks Tyler Customer
Deliver and review populated Data Conversion Template Advise Own
Database(DCT-DB)with EnerGov Data Services team
member(s)
Import data into EnerGov master database from populated Own None
Data Conversion Template Database(DCT-DB)
Produce,deliver and review internally tested import of legacy Own Participate
data into EnerGov master database
Produce,deliver and review internally tested custom reports None Own
per defined requirements(if necessary)
Produce,deliver and review internally tested integrations per NA NA
defined requirements
Provide and review the documented cut over strategy Own Participate
Other tasks as identified Own for Own for
respective team respective team
Deliver Build Stage Sign Off to Customer Own None
Return Build Stage Sign Off to Tyler None Own
Milestone/Deliverable: Signoff of Build Stage
•
Stage 5A- System Acceptance Planning
Objectives:
o Create test scripts based on pre-determined functionality requirements criteria
o Provide system overview and administrator training for power users(i.e.customer testers,
administrators and IT)
o Conduct testing and system validation for promotion to end user training
Tasks:
System Acceptance Planning
Tasks Tyler • Customer
Develop and review acceptance schedule and criteria Own Participate
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Coordinate training logistics and schedule Own Participate
Provide facilities suitable to training and testing needs Advise Own
Provide,if requested by Customer,Tyler's training lab Own Advise
Recommend test strategies,scenarios and best acceptance Own Participate
practices
Provide sample test scripts,as requested Own Advise
Develop test scripts and testing criteria(based on Advise Own
documented business processes,interfaces,imports,
re ortin etc.)
Provide System Overview and Administrator training for Own Participate
Power Users
Deliver fully configured database for pre-System Acceptance None Own
Testing data import to EnerGov
Populate Data Conversion Template Database(DCT-DB) None ' Own
with latest iteration for System Acceptance Testing
Conduct pre-System Acceptance Testing import of data from Own None
Data Conversion Template Database(DCT-DB)in master
EnerGov database and deliver to Customer
Deploy fully configured and imported master EnerGov None Own
database into the Production testing environment
Other tasks as identified Own for Own for
respective team respective team
Deliver System Acceptance Planning Stage Sign Off to Own None
Customer
Return System Acceptance Planning Stage Sign Off to Tyler None • Own
Milestone/Deliverable: .Signoff of System Acceptance Planning Stage
Stage 5B—Verification and System Acceptance
Objectives:
o Test and signoff on each delivered business process,suite or component based on criteria and scope
o System ready for production and promoted to a production and/or training environment
• "Ready for production"means that items that are not features enhancement or bugs that will
allow the customer to move forward to User Training(Stage 6)and then go-live are
addressed
Tasks:
Verification and System Acceptance
Tasks Tyler Customer
Conduct testing of custom(if necessary)and standard reports Advise Own
Conduct testing of main EnerGov forms and end-to-end Advise Own
system functionality
Conduct testing of produced integrations Advise Own
Conduct testing of imported data Advise. Own
Record testing results in SharePoint None Own
Resolve material System Acceptance Testing issues Own Participate
Retest until acceptance criteria developed in Stage 5A are . Participate Own
met such that go-live can occur
Identify out-of-scope configuration changes that do not Own Participate
impact System Acceptance based on predefined scope for
post go-live change order
Other tasks as identified Own for Own for
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respective team respective team
Deliver Verification and System Acceptance Stage Sign Off Own None
to Customer _
Return Verification and System Acceptance Stage Sign Off None Own
to Tyler
Milestone/Deliverable: Signoff of Verification and System Acceptance Stage •
Stage 6-User Training
Objectives:
o Provide requisite hours of classroom and one-on-one training and knowledge transfer
Tasks:
t'scrTraining
Tasks Tyler Customer
Coordinate training logistics and schedule Own Participate
Provide facilities suitable to training needs Advise Own
Provide,if requested by Customer,Tyler's training lab Own Advise
Deliver fully configured database for pre-User Training data None Own
import to EnerGov
Populate Data Conversion Template Database(DCT-DB) None Own •
with latest iteration for User Training
Conduct pre-User Training import of data from Data Own None
Conversion Template Database(DCT-DB)in master
EnerGov database and deliver to Customer
Deploy fully configured and imported master EnerGov None . Own
database into the Production testing environment
Conduct customer training Own Participate
If"train the trainer"approach,conduct end-user training None Own
Other tasks as identified Own for Own for
respective team respective team
Deliver User Training Stage Sign Off to Customer Own None
Return User Training Stage Sign Off to Tyler None Own
Milestone/Deliverable: Signoff of User Training Stage
Stage 7—Production&Production Support
Objectives:
o Conduct final data import cutover •
o Conduct final integration deployment
o Tyler to provide on-site production support prior to cutover to Help Desk(Maintenance and Support)
•
Tasks:
Production& Production Support
Tasks Tyler Customer
Deliver fully configured database for Production data import None Own
to EnerGov
Populate Data Conversion Template Database(DCT-DB) None Own
with latest iteration for Production
Conduct Production import of data from Data Conversion Own None •
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•
Template Database(DCT-DB)in master EnerGov database
and deliver to Customer
Deploy fully configured and imported master EnerGov None Own
database into the Production environment
Provide onsite pre and post production support Participate Own
Define support logistics and schedule Own Advise
Assist customer as production issues arise Participate Own
Provide technical and functional user support Participate Own
Develop and maintain post-production issues list in Participate Own
SharePoint
Ensure key/critical personal are present and available to Advise Own
participate
Other tasks as identified Own for Own for
respective team respective team
Deliver Production&Production Support Stage Sign Off to Own None
Customer
Return Production&Production Support Stage Sign Off to None Own
Tyler
Milestone/Deliverable: Signoff of Production&Production Support Stage
*DATA CONVERSION (see tasks associated with data transfer, above)
The following criteria are applied to Data Conversion
❑ Data Format
The customer must provide data to Tyler in the Data Conversion Template Database(DCT-DB)structure,as set forth in the
SOW Attachments. Providing data in this format will ensure that data is properly imported into the system. Data not
provided in this structure will not be considered for import.
❑ Data scrubbing/cleansing
Any data scrubbing should be done by the customer prior to populating the DCT-DB. Data scrubbing and cleansing is not
included in the EnerGov proposal.
❑ Required Fields
There are certain fields in the EnerGov software which are required fields,and we cannot write records to the EnerGov
master DB without populating these columns. Sometimes,these required fields will not be available in the legacy source
data,so a simple default value can be written to the DCT-DB to fulfill the NOT NULL constraint. Tyler would write the
default value as part of the conversion process.
❑ Custom Fields
Most legacy systems will have some attribute fields that are not specified in the corresponding master table within DCT-
DB. In the EnerGov software,we will refer to these as custom fields. Within each module,there will be a child table for
such custom fields. Since these are specific to the legacy system(s),the customer may add columns to these tables in DCT-
DB to accommodate any needed custom fields in the migration.
❑ Parsing data
The data format is defined based on the fields that exist in the EnerGov module(street number and street name,for
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example). If the customer would like that data to be converted,the customer will have to break out its legacy data so that it
matches the EnerGov data fields.
Address Data:Tyler does not parse out address information for optimization purposes.Rather the customer is responsible
to deliver the address information in the requested(preferred format).Tyler will import the address data delivered(format)
and map the fields to the best possible location in the EnerGov system.Tyler is not responsible for cleanup of inconsistent
addressing.
Phone Numbers:Phone numbers are imported in the format in which the data is delivered to Tyler. Tyler is not
responsible for cleanup of inconsistent numbering or sequencing.
Individuals/Names:Individual names are imported in the format in which the data is delivered to Tyler. Tyler is not
responsible for parsing out single name fields into First,Last,Middle,Company,etc.
Contacts Data:If contact data is not keyed in such a way that each instance of a person has one,and only one,contact
record(the record with all of their attributes such as name,address,company,phone,etc.)in the data source,then the
contacts associated with a record will typically be imported into a general information tab rather than into the EnerGov
Enterprise Contacts Manager.
❑ Business-Specific Rules
Business specific rules are handled in the software configuration process and cannot typically be mapped within the data
conversion process.This includes but is not limited to EnerGov Intelligent Objects and EnerGov Case Workflows.
❑ Calendars&Scheduling
EnerGov software can import scheduled hearings and meeting details;however any data residing on an actual calendar
control is excluded from the scope of the data conversion.
KEY PROJECT ASSUMPTIONS
L Tyler shall initially implement the most current version of the Tyler software at the time of the contract
signing.During the implementation Tyler will provide newer releases of the software that meet or exceed
the version available at contract signing.After Go-Live,the customer is responsible for installing newer
releases. Release notes are provided for all new versions.
L Customer will maintain primary responsibility for the scheduling of customer employees and facilities in
support of project activities.
L Customer will provide/purchase/acquire the appropriate hardware,software and infrastructure assets
to support all purchased Tyler software products in both support/testing and production environments.
L Customer is responsible for proper site preparation,hardware,software and network configuration
in accordance with Tyler specifications.
L Customer has,or will provide,access licenses and documentation of existing system to which Tyler
will read,write or exchange data.
J Customer has,or will provide,a development/testing environment for import and interface testing as
they are developed by Tyler.
L Tyler will provide Customer with a weekly status reports that outline the tasks completed.Tyler will also
provide details regarding the upcoming tasks that need to be completed during the coming weeks,the resources
needed(from customer)to complete the tasks,a current or updated version of the project plan,and a listing of
any issues that may be placing the project at risk(e.g.,issues that may delay the project or jeopardize one or
more of the production dates)as needed.
L Tyler personnel shall attend executive project review committee meetings(internal)as needed.
L Out of scope deliverables will only be provided via a change order that is mutually agreed to.
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RISK/ MITIGATION STRATEGY
Project Schedule
Risk: Impact of various factors on baseline project schedule.
Mitigation: Given the fact that project schedules are working documents that change over the course of the
project,Tyler will work closely with the customer to update,monitor,agree,and communicate any required
changes to the project schedule.
Activity Focus
Risk: Minor activities consume time that should be dedicated to major activities of the project with the end result
that time and/or costs overruns budget. Examples include meetings of little substance,or time spent investigating
undocumented functionality or other activities not in scope. •
Mitigation:Project Managers for both parties must focus squarely on meeting deadlines,services,and
configuration requirements of the implementation as planned and documented in the planning,assessment and
definition stages.
Incomplete Legacy Interface Documentation
Risk: During the project,certain third party documentation will be required for such tasks as interface
development and import of legacy data and others.
Mitigation: Customer should insure that APIs for interfacing to other systems,and/or a customer expert that
understands the legacy database,are available to Tyler. If no such documentation or customer expertise exists,the
customer will be responsible for coordinating with the third-party vendor to advise Tyler,at a potential additional
expense to the customer(although not necessarily from Tyler).
Technology Age
Risk: This risk is highly dependent on the choice of Tyler products and whether the customer is hosting any of
those products. If the customer will be hosting the Tyler software,then the technology hosting that software
should be robust and durable.Technology that barely meets minimum requirements today will be insufficient as
the needs of the system grow.
Mitigation:Tyler will assist the customer in determining optimal technology.and plans to guard against pre-
mature obsolescence.The customer will also complete a hardware survey,initiated by our deployment team,to
confirm that the customer's hardware is sufficient for the upcoming implementation.
CRITICAL SUCCESS FACTORS
In order to successfully execute the services described herein,there are several critical success factors for the project that
must be closely monitored.
L Knowledge Transfer-While Tyler cannot guarantee specific expertise for:customer staff as a result of
participating in the project,Tyler shall make reasonable efforts to transfer knowledge to the customer.
Customer personnel must participate in the analysis,configuration and deployment of the Tyler software in
order to ensure success and to transfer knowledge across the organization.After completion of the production
phase(Stage 7),the customer will be responsible for administering the configuration and introduction of new
processes in the Tyler system.
L Dedicated Customer Participation—Tyler understands that customer staff members have daily
responsibilities that compete with the amount of time that can be dedicated to the Tyler implementation
project. However,it is critical that the customer acknowledges that its staff must be actively involved
throughout the entire duration of the project as defined in the Project Plan.Tyler will communicate insufficient
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participation in Project Status Reports.
L Managing Project Scope-To implement the project on time and within budget,both the customer must
acknowledge the scope of the project set forth in the parties' agreement,and,for services,refined over the
course of the early project Stages described in this Statement of Work. Change Orders for additional items
outside the scope must be submitted in advanced and signed by project stakeholders before work can begin on
those items. Likewise,reductions of the defined scope will also require a Change Order.
PROJECT MANAGEMENT
Tyler performs ongoing project management services throughout the implementation in order to plan and monitor execution
of the project.Project Management includes the following tasks:
L Risk management
✓ Monitoring project budget
L Project Plan management using our expense and time-tracking tool/Excel
L Project document management using SharePoint
L Issue log management and escalation
L Status reporting
L Change order management
L Project workspace management
✓ Resource management
✓ Executive project oversight via Executive Director and Project Review Committee
By mutual agreement,some project management tasks are shared between the Tyler project team and the customer Project
Manager/stakeholders.
Development Tools
Configuration tools(the same ones Tyler will use to implement the system)are built-into the software. The customer has
full access to them,and its administrators will be trained on them. EnerGov reports are developed in Crystal Reports,so
any changes to customer reports does require a licensed copy of Crystal Reports. The EnerGov system does include a
Crystal Report reader,so view-only users do not require a Crystal Reports license.
Documentation
Tyler-provided documentation
Over the course of the staged implementation lifecycle,the Tyler project team will provide stage-specific documentation in
a range of formats(both editable and non-editable).Examples include:
• Data Collection docs(MS Excel)for configuration
• Data Mapping docs(MS Excel)for data conversion
• ERDs&Data Dictionaries for IT(PDF and CHM)
• API Documentation(PDF)
• Training Documentation Templates(MS Word and MS PowerPoint)
• Release Notes for Service Packs(PDF)
• Other documentation as required for the specifics of the project.
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Customer-provided documentation
A definitive list of Customer-provide documentation is not possible until all aspects of the implementation are determined,
usually in the beginning stages of the project. Tyler does not expect the customer to general documents that do not exist in
the regular course of customer's business. Customer's assistance in completing the Tyler-provided forms and requests for
configuration information is essential to a successful project.
Documentation originated by the Customer may include:
• API's for any third-party software system to which the Tyler software will interface and exchange data
• Import data documentation and in a format suitable for import into the Tyler software(please see section
titled Data Conversion)
• Workflow documentation on the customer's current business processes
• Copies of pertinent ordinances or other controlling authorities
• Fee schedules
• Copies of existing permits,licenses,other documents presented to the public and expected to be derived from
the Tyler software
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•
•
Appendix 1
EnerGov Professional
Services(Permitting&Land Mgmt) - _IL
Pro ee! •ieso.r-e t1= °r&ect We •p Ian -
_-:. ,Dq.-- - -- - .
e oars
III I Project Project (� ,D p Report RP sovnr On t Total Resource 1 Tout Re._.rce:I
I E mated Project Consultant- Consultant l Specs IM PL Co
-Developer_ Developer. Trame PLM Software 'D ys Costs
Implementation StlCaor Deliverables Description' ti'Rape!tTrips I. Manager ) PLR&URN Analyst_PRIM M ,LRM.. Cimsi1Cstfll1 PLe 6 LRM PAM , i LRN T mer_PMM _IE rrav q (-i . veil I
a. - „ =15 S1600 Mt „ „
Stage O'-Software Defiveryy3'Certifications_ _ _ - - - - - - --- - _
Software Delivered Software Licenses Issued&Made Available
Certifications Payment for Certification Class Registration
Stage 1-Initiation'and,Pla_mmn9 _ - - - - - - - - _ y 12 --- $ta,S00
Project Initiation 8 project 100600,initial soaping-- 2 - - - --- --- 1z,
Planning $3,400 $16.$00 J
Stage2-Assess'&-raelute _-_-_-�-_- 37 55.1,000
seas 8 Define Business Assess&Document changes to 4 3 20 10 0 0 0 0 0 0 73 1
Processes BMP Templates and new
process definition 56.800 $'1200 $29,000 $14,000 50 $0 SO 50 SO $0 546;200
Data Conversions, 0 0 t 7 0 0 0 $ 0 0 2
Collection s Verification Data conversion venfcabon
$o s0 $1,400 $1,400 I 50 $0 SD 50 SD $0 52 500•
Custom Reports Collection Assess Current Reporting 0 0 1 1 0 0 0 0 0 0 2
&Verification Requirements-verification S0 SO 51.400 51,400 so so so so so SO J S],E00'
Stag_e3a-.System Configuratiwn _ _�- _ _ __ ___-_ ----. _______ _ _ __ __-- ' 2l. 5394200
•System Configuration changes 4 _ - 3 15 to 0 0 -- 0 0 0 0 ; 29 i
EneeDev to BMP templates and new
pia-4«•s defined 56500 54200 $21.000 $14.000 $0 SO $0 se $0 s0 539,200
Stage 3b-Configuration.Internal Test a 57,500 '
_
$7,500
Stage.la-Build spectftc?nons _ 11 S16000
Custom Reports Report speaficatiens(up to 15 0 __- 1 - 3 _ 3 0 0 _.. 0 ... 0 0 0 7
Specifications output documents) so $1.400 $4200 $4200 S0 50 so so $0 so t $' 9100 I
Data Mapping& Days 0 0 2 1 0 0 0 0 0 0 i 5 •
Specifications WASP 8 HdL Costs SO • SO $2.900 $1,400 5o $0 W so s0 s0 14,550
Days 0 0 0 t 0 0 0 0 0 0 1
Waste
Integration Definitions and Tredang.COw
Specifications Integration '
••System APIs are Costs 50 so to $1,400 so so so so so so $1,4oe
included.
Stage 4b-._Build' __ _ _ _ _ _ __ __ __ _ _ __ ____ __ _ __ --- _----_--- _-_ 24 $31,000.
Developed per specifications(up 0 0 - 0 0 0` 0 5 5 0 0 10
Report Development to 15 output documents) $0 no SO SO S0 so $7000 $7000 SO $0 11111111 S14000.
Data Conversion Days 0 2 t 0 5 5 0 0 0 0 13
ment WASP&HdL
Development Costs s0 52,900 51,400 SO 59,000 59,000 5o So SO so 522;200
Days 0 0 0 0 0 1 0 0 0 0 1 1
Waste
Tracking.Com - ,
Intergration Development Integraton
"'System APIs are Costs $0 50 50 s0 s0 $1,900 SO so s0 $0 $1,150
included. j
IS 521:500--
SystemAcceptanoe _reparation for Acceptance/ -_-2 1 2 2 0.---0 -- 0 0-^.-.5 5 , 15 I
Criteria&Training •T Training/Test Script
•velOpmeM $3,400 51.400 52,600 $2,800 SO so So s0 57,000 57,000 521,000
St ge Sb-Vet ation&:Syst AcgaSta de: __ - ! ___ __-_ -- _ _ ______ --_._------- _--_ 12 S14,10O
7 2 5 5 0 0 0 0 0 0 12
EnerGOv -User acceptance testing .
-'
51,700 52.900 57,000 07,000 SO S0 00 $0 50 50 1 516,000
Stage,6-User Training_ 13 $11;2ilp
5 2 1 0 0 0 0 0 5 5 I 1
Training End User Training
58,500 02.800 51,400 SO .00 $0 $0 SO 07.000 07,000 111= 510;200
Sta ge Producaoad-'InductionSupport, _-_------ _-- -.--__- 15 _ $21,450'
.._ _. __ _-.-_ -Days 0_ 0- 0 - - -- __0- --_O-._-..1 0 0 0 0 2
Final Data Import Cldover WASP&ROL
Costs $0 $0 $1,400 $0 SO 51,800 s0 $0 $0 SO 00,200
NOTE:Invoiced weekly until frill 2 2 1 0 0 0 0 0 5 5 13..
On55e Production Support requoemento are met.
$3,400 52.800 51,400 SO so 50 so 50 57,000 57,000 $1$200 II
Estimated Resourcod Days(8 hr I m I 1g 55 3E 6 7 5� II 6: I 20 ®, I 172 1
danl l ;�,_a,v I .
I r..r
"_
Estimated Resource COST 1 534OW 1 526900 11 5777100 550400 'I 54.000 512650 17:000 I 07 000 I :528.0W II .528.000: 52e5,800
•
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technologies
Exhibit E
MYGOVPAY/VIRTUAL PAY;
1. MyGovPay/VirtualPay Licensing. Access to MyGovPay and/or Virtual Pay is hereby granted if Customer elects
to use MyGovPay or VirtualPay,products of Tyler Technologies(powered by Persolvent),designed for Citizen Users
to use for processing online payments.
(a) Special MvGovPav/VirtualPay Definitions.
"Merchant Agreement"means the agreement between Customer and Persolvent that provides for the
Merchant Fees.
"Merchant Fees"means direct costs levied by Visa/Mastercard/Discover or other payment card
companies for Interchange Fees,Dues,Assessments and Occurrence Fees,over which Tyler Technologies
has no authority.
"MyGovPay"means the Product of Tyler Technologies that allows members of the public to pay for
Customer's services with a credit or other payment card on the Customer's citizen-facing web portal.
"Persolvent"means a Payment Card Industry(PCI)compliant processing agent through which the
EnerGov Software passes credit card transactions.
"Use Fees"means the fees listed in Use Fees Table in Section 2,titled MyGovPay/VirtualPay.
"VirtualPay"means the Product of Tyler Technologies that allows the Customer to accept and process
citizen user's credit or other payment card using the EnerGov Software.
(b) Conditions of Use. If customer elects to use MyGovPay and/or VirtualPay the following terms apply:
(1) Customer must apply for and agree to a Merchant Agreement with Persolvent.
(2) Customer agrees that Citizen Users will be subject to Use Fees as listed in Use Fees table in
Section 2.
(3) Customer agrees that Use Fees are separate from and independent of Merchant Fees.
(4) Customer agrees that this Agreement does not represent any modification to Customer's
Merchant Agreement with Persolvent.
(5) Customer agrees that Use Fees are for use on the MyGovPay/VirtualPay online system and
will not be deposited or owed to Customer in any way.
(6) Customer agrees that MyGovPay's and VirtualPay's ability to assess Use Fees is dictated by the
Card Associations whose rules may change at any time and for any reason. If MyGovPay and/or
VirtualPay,for any reason,are unable to process payments using Use Fees,Customer agrees that
MyGovPay/VirtualPay reserves the right to negotiate a new pricing model with Customer for the
continued use of MyGovPay and/or VirtualPay.
2. MyGovPay/VirtualPay Fees. Customer agrees that the Use Fees set forth on the following page will apply if
Customer elects to use MyGovPay/VirtualPay.
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Use Fees
EnerGov's MyGovPay(Online/card-not-present payments)**
MyGovPay(Online MyGovPay(Online
Payments) Payments)
Percentage Based Fee +Transaction Fee
Option 1:
Government Entity 2.79% $0.20
Paid
Option 2: 3.29% N/A
Patron Paid
**ACH processing is available for a fee of$20 per month and$0.30 per transaction.
EnerGov's VirtualPay(retail card present)
VirtualPay(Retail Virtual Pay(Retail
Payments) Payments)
Percentage Based Fee +Transaction Fee
Option 1:
Government Entity 2.59% $0.15
Paid
Option 2: o
Patron Paid 2.99 N/A
Patron Paid fees will be communicated as "Service Fees"to the cardholder;at the time of transaction. In the
event that the average transaction amount is below$30, we reserve the right to apply an additional$0.20
service fee above the quoted rates above.
•
3. Interactive Voice Response("IVR"). If IVR is selected by Customer and included in the pricing,the following
additional terms and conditions shall apply of this Agreement:
(a) Network Security.Customer acknowledges that a third-party is used by Tyler Technologies to process
IVR data. Customer's content will pass through and be stored on the third-party servers and will not be
segregated or in a separate physical location from servers on which other customers'content is or will be
transmitted or stored.
(b) Content.Customer is responsible for the creation,editorial content,control,and all other aspects of
content to be used solely in conjunction with the EnerGov Software.
(c) Lawful Purposes.Customer shall not use the IVR system for any unlawful purpose.
(d) Critical Application. Customer will not use the IVR system for any life-support application or other
critical application where failure or potential failure of the IVR system can cause injury, harm,death,or
other grave problems,including,without limitation, loss of aircraft control, hospital life-support system,
and delays in getting medicate care or other emergency services.
(e) No Harmful Code. Customer represents and warrants that no content designed to delete,disable,
deactivate,interfere with or otherwise harm any aspect of the IVR system now or in the future,shall be
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knowingly transmitted by Customer or Users.
(f) IVR WARRANTY. Except as expressly set forth in this Agreement,TYLER TECHNOLOGIES MAKES NO
REPRESENTATION AND EXTENDS NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED,
INCLUDING WARRANTIES OF TITLE, NON-INFRINGEMENT,MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE FOR IVR.
•
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