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• ••::•� ty I er _ ® ,e _hnologies SOFTWARE AS A SERVICE AGREEMENT This Software as a Service Agreement is made between Tyler Technologies, Inc. and the City of San Rafael ("Client"). WHEREAS, Client selected Tyler to provide certain products and services set forth in the Investment Summary, including providing Client with access to Tyler's proprietary software products, and Tyler desires to provide such products and services 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 Software as a Services Agreement. • "Business Travel Policy" means our business travel policy. A copy of our current Business Travel Policy is attached as Schedule 1 to Exhibit B. • "Client" means the City of San Rafael, California. • "Data" means your data necessary to utilize the Tyler Software. • "Data Storage Capacity" means the contracted amount of storage capacity for your Data identified in the Investment Summary. • "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 be set forth in our then -current Documentation. • "Defined Users" means the number of users that are authorized to use the SaaS Services. The Defined Users for the Agreement are as identified in the Investment Summary. If Exhibit A contains Enterprise Permitting & Licensing labeled software, defined users mean the maximum number of named users that are authorized to use the Enterprise Permitting & Licensing labeled modules as indicated in the Investment Summary. • "Developer" means a third party who owns the intellectual property rights to Third Party Software. • "Documentation" means any online or written documentation related to the use or functionality of the Tyler Software that we provide or otherwise make available to you, including instructions, user guides, manuals and other training or self-help documentation. • "Effective Date" means the date by which both your and our authorized representatives have signed 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 products and services tyler 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. • "Order Form" means an ordering document that includes a quote or investment summary and specifying the items to be provided by Tyler to Client, including any addenda and supplements thereto. • "Project Start Date" means July 1, 2024. • "SaaS Fees" means the fees for the SaaS Services identified in the Investment Summary. • "SaaS Services" means software as a service consisting of system administration, system management, and system monitoring activities that Tyler performs for the Tyler Software, and includes the right to access and use the Tyler Software, receive maintenance and support on the Tyler Software, including Downtime resolution under the terms of the SLA, and Data storage and archiving. SaaS Services do not include support of an operating system or hardware, support outside of our normal business hours, or training, consulting or other professional services. • "SLA" means the service level agreement. A copy of our current SLA is attached hereto as Exhibit C. • "Statement of Work" means the industry standard implementation plan describing how our professional services will be provided to implement the Tyler Software, and outlining your and our roles and responsibilities in connection with that implementation. The Statement of Work is attached as Exhibit E. • "Support Call Process" means the support call process applicable to all of our customers who have licensed the Tyler Software. A copy of our current Support Call Process is attached as Schedule 1 to Exhibit C. • "Third Party Hardware" means the third party hardware, if any, identified in the Investment Summary. • "Third Party Products" means the Third Party Software and Third Party Hardware. • "Third Party SaaS Services" means software as a service provided by a third party, if any, identified in the Investment Summary. • "Third Party Services" means the third party services, if any, identified in the Investment Summary. • "Third Party Software" means the third party software, if any, identified in the Investment Summary. • "Third Party Terms" means, if any, the end user license agreement(s) or similar terms for the Third Party Products or other parties' products or services, as applicable, and attached or indicated at Exhibit D. • "Tyler" means Tyler Technologies, Inc., a Delaware corporation. • "Tyler Software" means our proprietary software, including any integrations, custom modifications, and/or other related interfaces identified in the Investment Summary and licensed by us to you through this Agreement. • "we", "us", "our" and similar terms mean Tyler. • "you" and similar terms mean Client. SECTION B — LICENSE RIGHTS AND SAAS SERVICES 1. Rights Granted. 1.1 We grant to you a license to use the Tyler Software, if and listed in the Investment Summary, for ••. tyler 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 including, without limitation, Section B(4). We will make any such software available to you for download. 1.2 We grant to you the non-exclusive, non -assignable limited right to use the SaaS Services solely for your internal business purposes for the number of Defined Users only. The Tyler Software will be made available to you according to the terms of the SLA. You acknowledge that we have no delivery obligations and we will not ship copies of the Tyler Software as part of the SaaS Services. You may use the SaaS Services to access updates and enhancements to the Tyler Software, as further described in Section C(9). 2. SaaS Fees. You agree to pay us the license fees and SaaS Fees. Those amounts are payable in accordance with our Invoicing and Payment Policy. The SaaS Fees are based on the number of Defined Users and amount of Data Storage Capacity. You may add additional users or additional data storage capacity on the terms set forth in Section H(1). In the event you regularly and/or meaningfully exceed the Defined Users or Data Storage Capacity, we reserve the right to charge you additional fees commensurate with the overage(s). 3. Ownership. 3.1 We retain all ownership and intellectual property rights to the SaaS Services, the Tyler Software, and anything developed by us under this Agreement. You do not acquire under this Agreement any license to use the Tyler Software in excess of the scope and/or duration of the SaaS Services. 3.2 The Documentation is licensed to you and may be used and copied by your employees for internal, non-commercial reference purposes only. 3.3 You retain all ownership and intellectual property rights to the Data. You expressly recognize that except to the extent necessary to carry out our obligations contained in this Agreement, we do not create or endorse any Data used in connection with the SaaS Services. 4. Restrictions. You may not: (a) make the Tyler Software or Documentation resulting from the SaaS Services available in any manner to any third party for use in the third party's business operations; (b) modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the SaaS Services; (c) access or use the SaaS Services in order to build or support, and/or assist a third party in building or supporting, products or services competitive to us; or (d) license, sell, rent, lease, transfer, assign, distribute, display, host, outsource, disclose, permit timesharing or service bureau use, or otherwise commercially exploit or make the SaaS Services, Tyler Software, or Documentation available to any third party other than as expressly permitted by this Agreement. Software Warranty. We warrant that the Tyler Software will perform without Defects during the term of this Agreement. If the Tyler Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure the Defect in accordance with the maintenance and support process set forth in Section C(9), below, the SLA and our then current Support Call Process. tyler 6. SaaS Services. 6.1 Our SaaS Services are audited at least yearly in accordance with the AICPA's Statement on Standards for Attestation Engagements ("SSAE") No. 21. We have attained, and will maintain, SOC 1 and SOC 2 compliance, or its equivalent, for so long as you are timely paying for SaaS Services. The scope of audit coverage varies for some Tyler Software solutions. Upon execution of a mutually agreeable Non -Disclosure Agreement ("NDA"), we will provide you with a summary of our compliance report(s) or its equivalent. Every year thereafter, for so long as the NDA is in effect and in which you make a written request, we will provide that same information. If our SaaS Services are provided using a 3rd party data center, we will provide available compliance reports for that data center. 6.2 You will be hosted on shared hardware in a Tyler data center or in a third -party data center. In either event, databases containing your Data will be dedicated to you and inaccessible to our other customers. 6.3 Our Tyler data centers have fully -redundant telecommunications access, electrical power, and the required hardware to provide access to the Tyler Software in the event of a disaster or component failure. in the event of a data center failure, we reserve the right to employ our disaster recovery plan for resumption of the SaaS Services. In that event, we commit to a Recovery Point Objective ("RPO") of 24 hours and a Recovery Time Objective ("RTO") of 24 hours. RPO represents the maximum duration of time between the most recent recoverable copy of your hosted Data and subsequent data center failure. RTO represents the maximum duration of time following data center failure within which your access to the Tyler Software must be restored. 6.4 We conduct annual penetration testing of either the production network and/or web application to be performed. We will maintain industry standard intrusion detection and prevention systems to monitor malicious activity in the network and to log and block any such activity. We will provide you with a written or electronic record of the actions taken by us in the event that any unauthorized access to your database(s) is detected as a result of our security protocols. We will undertake an additional security audit, on terms and timing to be mutually agreed to by the parties, at your written request. You may not attempt to bypass or subvert security restrictions in the SaaS Services or environments related to the Tyler Software. Unauthorized attempts to access files, passwords or other confidential information, and unauthorized vulnerability and penetration test scanning of our network and systems (hosted or otherwise) is prohibited without the prior written approval of our IT Security Officer. 6.5 We test our disaster recovery plan on an annual basis. Our standard test is not client -specific. Should you request a client -specific disaster recovery test, we will work with you to schedule and execute such a test on a mutually agreeable schedule. At your written request, we will provide test results to you within a commercially reasonable timeframe after receipt of the request. 6.6 We will be responsible for importing back-up and verifying that you can log -in. You will be responsible for running reports and testing critical processes to verify the returned Data. 6.7 We provide secure Data transmission paths between each of your workstations and our servers. tyler 4 6.8 Tyler data centers are accessible only by authorized personnel with a unique key entry. All other visitors to Tyler data centers must be signed in and accompanied by authorized personnel. Entry attempts to the data center are regularly audited by internal staff and external auditors to ensure no unauthorized access. 6.9 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and transmitting of the cardholder data and affirm that, as of the Effective Date, we comply with applicable requirements to be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the form of an official Attestation of Compliance, which can be found at https://www.tylertech.com/about- us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. License Rights Terminate Upon Migration. When Tyler makes Tyler Software discounted 100% in the Investment Summary (the "Evergreen Modules") licensed pursuant to this Agreement available to the Client for use in live production, the license to the Tyler software listed in Exhibit A, Schedule 1 (hereafter, "Migration Modules") terminates, as do Tyler's maintenance, support, and/or update obligations for such software. SECTION C —PROFESSIONAL SERVICES 1. Professional Services. We will provide you the various implementation -related services itemized in the Investment Summary and described in the Statement of Work. Professional Services Fees. You agree to pay us the professional services fees in the amounts set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. You acknowledge that the fees stated in the Investment Summary are good -faith estimates of the amount of time and materials required for your implementation. We will bill you the actual fees incurred based on the in -scope services provided to you. Any discrepancies in the total values set forth in the Investment Summary will be resolved by multiplying the applicable hourly rate by the quoted hours. Additional Services. The Investment Summary contains, and the Statement of Work describes, 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 forthe 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. If you cancel services less than four (4) weeks in advance (other than for Force Majeure or breach by us), you will be liable for all (a) daily fees associated with cancelled professional services if we are unable to reassign our personnel and (b) any non-refundable travel expenses already incurred by us on your behalf. We will make all reasonable efforts to reassign personnel in the event you cancel within four (4) weeks of scheduled commitments. tyler 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 as of the Effective Date, and thereafter as mutually agreed to by you and us. 7. Backeround Checks. We will ensure that all of our employees employed by us during the Term of this Agreement have undergone criminal background checks prior to hire. All employees sign our confidentiality agreement and security policies. 8. 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). 9. Maintenance and Support. For so long as you timely pay your SaaS Fees according to the Invoicing and Payment Policy, then in addition to the terms set forth in the SLA and the Support Call Process, we will: 9.1 perform our maintenance and support obligations in a professional, good, and workmanlike manner, consistent with industry standards, to resolve Defects in the Tyler Software (subject to any applicable release life cycle policy); 9.2 provide support during our established support hours; 9.3 maintain personnel that are sufficiently trained to be familiar with the Tyler Software and Third Party Software, if any, in order to provide maintenance and support services; 9.4 make available to you 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 9.5 provide non -Defect resolution support of prior releases of the Tyler Software in accordance with any applicable release life cycle policy. We will use all reasonable efforts to perform 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. *-* a tyler If we cannot resolve a support issue remotely, we may be required to provide onsite services. In such event, we will be responsible for our travel expenses, unless it is determined that the reason onsite support was required was a reason outside our control. Either way, you agree to provide us with full and free access to the Tyler Software, working space, adequate facilities within a reasonable distance from the equipment, and use of machines, attachments, features, or other equipment reasonably necessary for us to provide the maintenance and support services, all at no charge to us. We strongly recommend that you also maintain your VPN for backup connectivity purposes. For the avoidance of doubt, SaaS Fees do not include the following services: (a) onsite support (unless Tyler cannot remotely correct a Defect in the Tyler Software, as set forth above); (b) application design; (c) other consulting services; or (d) support outside our normal business hours as listed in our then -current Support Call Process. Requested services such as those outlined in this section will be billed to you on a time and materials basis at our then current rates. You must request those services with at least one (1) weeks' advance notice. 10. Support of Migration Modules. Beginning on the commencement of the initial term as set forth in Section F (1) of this Agreement, and contingent upon Client's timely payment of annual SaaS Fees for Tyler Evergreen Modules, Client is entitled to receive, at no additional charge, maintenance and support for the Migration Modules until Tyler makes the Tyler Evergreen Modules available for use in live production. SECTION D —THIRD PARTY PRODUCTS 1. Third Party Hardware. We will sell, deliver, and install onsite the Third Party Hardware, if you have purchased any, for the price set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. Third Party Software. As part of the SaaS Services, you will receive access to the Third Party Software and related documentation for internal business purposes only. Your rights to the Third Party Software will be governed by the Third Party Terms. 3. Third Party Products Warranties. 3.1 We are authorized by each Developer to grant access to the Third Party Software. 3.2 The Third Party Hardware will be new and unused, and upon payment in full, you will receive free and clear title to the Third Party Hardware. 3.3 You acknowledge that we are not the manufacturer of the Third Party Products. We do not warrant or guarantee the performance of the Third Party Products. However, we grant and pass through to you any warranty that we may receive from the Developer or supplier of the Third Party Products. 4. Third Party Services. If you have purchased Third Party Services, those services will be provided independent of Tyler by such third -party at the rates set forth in the Investment Summary and in accordance with our Invoicing and Payment Policy. tyler SECTION E - INVOICING AND PAYMENT; INVOICE DISPUTES 1. Invoicing and Payment. We will invoice you the SaaS Fees and fees for other professional services in the Investment Summary per our Invoicing and Payment Policy, subject to Section E(2). 2. Invoice Disputes. If you believe any delivered software or service does not conform to the warranties in this Agreement, you will provide us with written notice within thirty (30) days of your receipt of the applicable invoice. The written notice must contain reasonable detail of the issues you contend are in dispute so that we can confirm the issue and respond to your notice with either a justification of the invoice, an adjustment to the invoice, or a proposal addressing the issues presented in your notice. We will work with you as may be necessary to develop an action plan that outlines reasonable steps to be taken by each of us to resolve any issues presented in your notice. You may withhold payment of the amount(s) actually in dispute, and only those amounts, until we complete the action items outlined in the plan. If we are unable to complete the action items outlined in the action plan because of your failure to complete the items agreed to be done by you, then you will remit full payment of the invoice. We reserve the right to suspend delivery of all SaaS Services, including maintenance and support services, if you fail to pay an invoice not disputed as described above within fifteen (15) days of notice of our intent to do so. SECTION F —TERM AND TERMINATION 1. SaaS Term. This Agreement is effective as of the Effective Date. The initial SaaS term is from the Project Start Date through June 30, 2027, unless earlier terminated as set forth below. Upon expiration of the initial term, this Agreement will renew automatically for additional one (1) year renewal terms at our then -current SaaS Fees, subject to Exhibit B Section 1, unless terminated in writing by either party at least sixty (60) days prior to the end of the then -current renewal term. Your right to access or use the Tyler Software and the SaaS Services will terminate at the end of this Agreement. 2. Termination. This Agreement may be terminated as set forth below. In the event of termination, 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. Disputed fees and expenses in all terminations other than your termination for cause must have been submitted as invoice disputes in accordance with Section E(2). 2.1 Failure to Pay SaaS Fees. You acknowledge that continued access to the SaaS Services is contingent upon your timely payment of SaaS Fees. If you fail to timely pay the SaaS Fees, we may discontinue the SaaS Services and deny your access to the Tyler Software. We may also terminate this Agreement if you don't cure such failure to pay within forty-five (45) days of receiving written notice of our intent to terminate. 2.2 For Cause. If you believe we have materially breached this Agreement, you will invoke the Dispute Resolution clause set forth in Section H(3). You may terminate this Agreement for cause in the event we do not cure, or create a mutually agreeable action plan to address, a material breach of this Agreement within the thirty (30) day window set forth in Section H(3). 2.3 Force Majeure. Either party has the right to terminate this Agreement if a Force Majeure event suspends performance of the SaaS Services for a period of forty-five (45) days or more. tyler 2.4 Lack of Appropriations. If you should not appropriate or otherwise make available funds sufficient to utilize the SaaS Services, you may unilaterally terminate this Agreement upon thirty (30) days written notice to us. You will not be entitled to a refund or offset of previously paid, but unused SaaS Fees. You agree not to use termination for lack of appropriations as a substitute for termination for convenience. SECTION G — 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 or Documentation 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 G(1) will not apply to the extent the claim or adverse final judgment is based on your use of the Tyler Software in contradiction of this Agreement, including with non -licensed third parties, or your willful infringement. 1.3 If we receive information concerning an infringement or misappropriation claim related to the Tyler Software, we may, at our expense and without obligation to do so, either: (a) procure for you the right to continue its use; (b) modify it to make it non -infringing; or (c) replace it with a functional equivalent, in which case you will stop running the allegedly infringing Tyler Software immediately. Alternatively, we may decide to litigate the claim to judgment, in which case you may continue to use the Tyler Software consistent with the terms of this Agreement. 1.4 If an infringement or misappropriation claim is fully litigated and your use of the Tyler Software is enjoined by a court of competent jurisdiction, in addition to paying any adverse final judgment (or settlement to which we consent), we will, at our option, either: (a) procure the right to continue its use; (b) modify it to make it non -infringing; or (c) replace it with a functional equivalent. This section provides your exclusive remedy for third party copyright, patent, or trademark infringement and trade secret misappropriation claims. 1.5 The defense and indemnification covenants contained herein will survive the termination or cancellation of this Agreement. neral Indemnification. 2.1 We will indemnify and hold harmless you and your agents, officials, and employees from and against any and all third -party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent caused by our negligence or willful misconduct; or (b) our violation of PCI-DSS requirements or a law applicable to our performance under this Agreement. You must notify us promptly in 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 tyler our expense. 2.2 To the extent permitted by applicable law, you will indemnify and hold harmless us and our agents, officials, and employees from and against any and all third -party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for personal injury or property damage to the extent caused by your negligence or willful misconduct; or (b) your violation of a law applicable to your performance under this Agreement. We will notify you promptly in writing of the claim and will give you sole control over its defense or settlement. We agree to provide you with reasonable assistance, cooperation, and information in defending the claim at your expense. 2.3 The defense and indemnification covenants contained herein will survive the termination or cancellation of this Agreement. 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. CLIENT UNDERSTANDS AND AGREES THAT TYLER DISCLAIMS ANY LIABILITY FOR ERRORS THAT RELATE TO USER ERROR. 4. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT, OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT, WHETHER BASED ON A THEORY OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO YOUR ACTUAL DIRECT DAMAGES, NOT TO EXCEED (A) DURING THE INITIAL TERM, AS SET FORTH IN SECTION F(1), TOTAL FEES PAID AS OF THE TIME OF THE CLAIM; OR (B) DURING ANY RENEWAL TERM, THE THEN -CURRENT ANNUAL SAAS FEES PAYABLE IN THAT RENEWAL TERM. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN RELIANCE UPON THIS LIMITATION OF LIABILITY AND TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW, THE EXCLUSION OF CERTAIN DAMAGES, AND EACH SHALL APPLY REGARDLESS OF THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY REMEDY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE SUBJECT TO SECTIONS G(1) AND G(2). S. 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 $2,000,000 (with a Cyber Protection sublimit of $1,000,000); (d) Workers Compensation complying with applicable statutory requirements; and (e) Excess/Umbrella Liability of at least $5,000,000. We will add you as an additional insured to our Commercial General Liability and Automobile Liability policies, which will automatically add you as an additional insured to our Excess/Umbrella Liability policy as well. Tyler's insurance is primary for claims under Tyler's Commercial General Liability or Automobile Liability policies that are caused, in whole or in part, by Tyler as respects the Agreement. We will provide you with copies of certificates of insurance upon your written request. tyler 10 Tyler waives subrogation, but only on claims under Tyler's Commercial General Liability or Automobile Liability policies that arise out of or relate to the Agreement and are between Tyler and Client, except to the extent the damage or injury is caused by Client. SECTION H — 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 by executing a mutually agreed addendum. If no rate is provided in the Investment Summary, or those twelve (12) months have expired, you may purchase additional products and services at our then -current list price, also by executing a mutually agreed addendum. The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the addendum. 2. Optional Items. Pricing for any listed optional products and services in the Investment Summary will be valid for twelve (12) months from the Effective Date. 3. Dispute Resolution. Each party agrees to provide the other party with written notice within thirty (30) days of becoming aware of a dispute. Each party agrees to cooperate with 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 its appointed senior representative. Senior representatives will convene within thirty (30) days of the written dispute notice, unless otherwise agreed. All meetings and discussions between senior representatives will be deemed confidential settlement discussions not subject to disclosure under Federal Rule of Evidence 408 or any similar applicable state rule. If the parties fail to resolve the dispute, then the parties shall participate in non -binding mediation in an effort to resolve the dispute. If the dispute remains unresolved after mediation, then either party may assert its 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. 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-VerifV. 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 tyler 11 project. 7. Subcontractors. We will not subcontract any services under this Agreement without your prior written consent, not to be unreasonably withheld. 8. Binding Effect; No Assignment. This Agreement shall be binding on, and shall be for the benefit of, either your or our successor(s) or permitted assign(s). Neither party may assign this Agreement without the prior written consent of the other party; provided, however, your consent is not required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or purchase of substantially all of our assets. Force Maieure. Except for your payment obligations, neither party will be liable for delays in performing its obligations under this Agreement to the extent that the delay is caused by Force Majeure; provided, however, that within ten (10) business days of the Force 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. 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 Terms. 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. Purchase orders submitted by you, if any, are for your internal administrative purposes only, and the terms and conditions contained in those purchase orders will have no force or effect. This Agreement may only be modified by a written amendment signed by an authorized representative of each party. 12. 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, such as notice of an alleged material breach for a termination for cause or a dispute that must be submitted to dispute resolution, must be in writing and will be deemed delivered upon the earlier of the following: (a) actual receipt by the receiving party; (b) upon receipt by sender of a certified mail, return receipt signed by an employee or agent of the receiving party; (c) upon receipt by sender of proof of email delivery; or (d) if not actually received, five (5) days after deposit with the United States Postal Service authorized mail center with proper postage (certified mail, return receipt tyler 12 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; (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. Quarantining of Client Data. Some services provided by Tyler require us to be in possession of your Data. In the event we detect malware or other conditions associated with your Data that are reasonably suspected of putting Tyler resources or other Tyler clients' data at risk, we reserve the absolute right to move your Data from its location within a multi -tenancy Tyler hosted environment to an isolated "quarantined" environment without advance notice. Your Data will remain in such quarantine for a period of at least six (6) months during which time we will review the Data, and all traffic associated with the Data, for signs of malware or other similar issues. If no issues are detected through such reviews during the six (6) month period of quarantine, we will coordinate with you the restoration of your Data to a non -quarantined environment. In the event your Data must remain in quarantine beyond this six (6) month period through no fault of Tyler's, we reserve the right to require payment of additional fees for the extended duration of quarantine. We will provide an estimate of what those costs will be upon your request. 19. 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. 20. Governing Law. This Agreement will be governed by and construed in accordance with the laws of your state of domicile, without regard to its rules on conflicts of law. Exclusive jurisdiction for litigation of any dispute, controversy or claim arising out of or in connection with this Agreement tyler 13 shall be only in the Federal or State court with competent jurisdiction located in Marin County, California, and the parties submit to the personal jurisdiction and venue therein. 21. Multiple Originals and Authorized Signatures. This Agreement may be executed in multiple originals, any of which will be independently treated as an original document. Any electronic, faxed, scanned, photocopied, or similarly reproduced signature on this Agreement or any amendment hereto will be deemed an original signature and will be fully enforceable as if an original signature. Each party represents to the other that the signatory set forth below is duly authorized to bind that party to this Agreement. 22. Cooperative Procurement. To the maximum extent permitted by applicable law, we agree that this Agreement may be used as a cooperative procurement vehicle by eligible jurisdictions. We reserve the right to negotiate and customize the terms and conditions set forth herein, including but not limited to pricing, to the scope and circumstances of that cooperative procurement. 23. Data & Insights Solution Terms. Your use of certain Tyler solutions includes Tyler's Data & Insights data platform. Your rights, and the rights of any of your end users, to use Tyler's Data & Insights data platform is subject to the Data & Insights SaaS Services Terms of Service, available at https://www.tylertech.com/terms/data-insights-saas-services-terms-of-service. By signing a Tyler Agreement or Order Form, or accessing, installing, or using any of the Tyler solutions listed at the linked terms, you certify that you have reviewed, understand, and agree to said terms. 24. Contract Documents. This Agreement includes the following exhibits: Exhibit A Investment Summary Schedule 1: Migration Modules Exhibit B Invoicing and Payment Policy Schedule 1: Business Travel Policy Exhibit C Service Level Agreement Schedule 1: Support Call Process Exhibit D Third Party Terms Exhibit E Statement of Work 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. By: Name: Robert Kennedy -Jensen Title: Group General Counsel Date: 03/28/24 14 City of San Rafael, California CQ.,P— By:C Wu, Au Lr.r,'1.n 27 Name: Cristine Alilovich Title: Citv Man Date: Mar 27, 2024 tyler Address for Notices: Tyler Technologies, Inc. One Tyler Drive Yarmouth, ME 04096 Attention: Chief Legal Officer 15 Address for Notices: City of San Rafael 1400 Fifth Avenue San Rafael, CA 94901 Attention: Finance Director •0WO t . Exhibit A • •••'•• tyler • t�-,_hnologies Exhibit A Investment Summary The following Investment Summary details the software and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date, despite any expiration date in the Investment Summary that may have lapsed as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. In the event of conflict between the Agreement and terms in the Comments section of this Investment Summary, the language in the Agreement will prevail. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK tyler •=�=� tyler • technologies Exhibit A Schedule 1 Migration Modules Fixed Assets Requisitions Project Accounting Purchasing Payroll Cash Register Interface Human Resources Data Dictionaries Accounts Receivable G L/AP Exhibit A Schedule 1 Exhibit B • ••10 ty ler . • technologies Exhibit B Invoicing and Payment Policy We will provide you with the software and services set forth in the Investment Summary of the Agreement. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. Invoicing: We will invoice you for the applicable software and services in the Investment Summary as set forth below. Your rights to dispute any invoice are set forth in the Agreement. 1. SaaS Fees. 1.1 SaaS Fees are invoiced on an annual basis, beginning on the commencement of the Project Start Date set forth in Section A of this Agreement. Your annual SaaS fees for the initial term are set forth in the Investment Summary. 1.2 Upon expiration of the initial term, we agree to limit increases to the annual SaaS fees according to the following schedule: Year (after expiration of the initial 3-year Project term) Cap on Increases 3% 3% 4 5 6 5% 7 5% 8 5% 5% 9 10 5% 2. Thereafter, your annual SaaS fees will beat our then -current rates. Beginning on the Project Start Date, Client shall no longer be required to pay annual support fees for the Migration Modules. License Fees: License fees are invoiced 100% on the date when we provide you with access to the applicable Tyler Software (the "Software Access Date"). 4. Other Tyler Software and Services. 4.1 VPN Device: The fee for the VPN device will be invoiced upon installation of the VPN. 4.2 Implementation and Other Professional Services (including training): Implementation and other professional services (including training) are billed and invoiced as delivered, at the tyler Exhibit B rates set forth in the Investment Summary. 4.3 Consulting Services: If you have purchased any Business Process Consulting services, if they have been quoted as fixed -fee services, they will be invoiced 50% upon your acceptance of the best practice recommendations, by module, and 50% upon your acceptance of custom desktop procedures, by module. If you have purchased any Business Process Consulting services and they are quoted as an estimate, then we will bill you the actual services delivered on a time and materials basis. 4.4 Conversions: Fixed -fee conversions are invoiced 50% upon initial delivery of the converted Data, by conversion option, and 50% upon Client acceptance to load the converted Data into Live/Production environment, by conversion option. Where conversions are quoted as estimated, we will bill you the actual services delivered on a time and materials basis. 4.5 Requested Modifications to the Tyler Software: Requested modifications to the Tyler Software are invoiced 50% upon delivery of specifications and 50% upon delivery of the applicable modification. You must report any failure of the modification to conform to the specifications within thirty (30) days of delivery; otherwise, the modification will be deemed to be in compliance with the specifications after the 30-day window has passed. You may still report Defects to us as set forth in this Agreement. 4.6 Other Fixed Price Services: Other fixed price services are invoiced as delivered, at the rates set forth in the Investment Summary. For the avoidance of doubt, where "Project Planning Services" are provided, payment will be due upon delivery of the Implementation Planning document. 4.7 Annual Services: Unless otherwise indicated in this Exhibit B, fees for annual services are due annually, in advance, commencing on the availability of the service. Your annual fees for the initial term are set forth in the Investment Summary. Upon expiration of the initial term, your annual fees will be at our then -current rates. 3. Third Party Products and Hardware. 3.1 Third Party Software License Fees: License fees for Third Party Software, if any, are invoiced when we make it available to you for downloading. 3.2 Third Party Software Maintenance: The first year maintenance fee for the Third Party Software is invoiced when we make it available to you for downloading. Subsequent annual maintenance fees for Third Party Software are invoiced annually, in advance, at then - current rates, upon each anniversary thereof. 3.3 Hardware: Third Party Hardware costs, if any, are invoiced upon delivery. 3.4 Hardware Maintenance: The first year maintenance fee for Hardware is invoiced upon delivery of the hardware. Subsequent annual maintenance fees for hardware are invoiced annually, in advance, at then -current rates, upon each anniversary thereof. 3.5 Third Party Services: Fees for Third Party Services, if any, are invoiced as delivered, along tyler Exhibit B with applicable expenses, at the rates set forth in the Investment Summary. For the avoidance of doubt, Finite Matters will invoice Client directly for any services fees for Pattern Stream. 3.6 Third Party SaaS: Third Party SaaS Services fees, if any, are invoiced annually, in advance, commencing with availability of the respective Third Party SaaS Services. Pricing for the first year of Third Party SaaS Services is indicated in the Investment Summary. Pricing for subsequent years will be at the respective third party's then -current rates. 4. Transaction Fees. Unless paid directly by an end user at the time of transaction, per transaction (call, message, etc.) fees are invoiced on a quarterly basis. Fees are indicated in Exhibit A and may be increased by Tyler upon notice of no less than thirty (30) days. 5. Expenses. The service rates in the Investment Summary do not include travel expenses. Expenses for Tyler delivered services 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 as Schedule 1. Copies of receipts will be provided upon request. Receipts for miscellaneous items less than twenty-five dollars and mileage logs are not available. 6. Credit for Prepaid Maintenance and Support Fees for Migration Modules. Client will receive a credit for the maintenance and support fees prepaid for the Migration Modules for the time period commencing on the first day of the initial term, as set forth in Section F (1) of this Agreement. Migration Modules are listed at Exhibit A, Schedule 1. Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date. We prefer to receive payments electronically. Our electronic payment information is available by contacting AR@tylertech.com. tyler • •••• tyler ❖••t., • _c, hnologies Exhibit B Schedule 1 Business Travel Policy 1. Air Travel A. Reservations & Tickets Exhibit B Schedule 1 The Travel Management Company (TMC) used by Tyler will provide an employee with a direct flight within two hours before or after the requested departure time, assuming that flight does not add more than three hours to the employee's total trip duration and the fare is within $100 (each way) of the lowest logical fare. If a net savings of $200 or more (each way) is possible through a connecting flight that is within two hours before or after the requested departure time and that does not add more than three hours to the employee's total trip duration, the connecting flight should be accepted. Employees are encouraged to make advanced reservations to take full advantage of discount opportunities. Employees should use all reasonable efforts to make travel arrangements at least two (2) weeks in advance of commitments. A seven (7) day advance booking requirement is mandatory. When booking less than seven (7) days in advance, management approval will be required. Except in the case of international travel where a segment of continuous air travel is six (6) or more consecutive hours in length, only economy or coach class seating is reimbursable. Employees shall not be reimbursed for "Basic Economy Fares" because these fares are non-refundable and have many restrictions that outweigh the cost -savings. B. Baggage Fees Reimbursement of personal baggage charges are based on trip duration as follows: • Up to five (5) days = one (1) checked bag • Six (6) or more days = two (2) checked bags Baggage fees for sports equipment are not reimbursable. • tyler Exhibit B Schedule 1 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. 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; except for employees traveling to Alaska and internationally (excluding Canada), additional insurance on the rental agreement should be declined. C. Public Transportation Taxi or airport limousine services may be considered when traveling in and around cities or to and from airports when less expensive means of transportation are unavailable or impractical. The actual fare plus a reasonable tip (15-18%) are reimbursable. In the case of a free hotel shuttle to the airport, tips are included in the per diem rates and will not be reimbursed separately. D. Parking&Tolls When parking at the airport, employees must use longer 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. ••:; o tyler Exhibit B Schedule 1 Employees are not authorized to reserve non-traditional short-term lodging, such as Airbnb, VRBO, and HomeAway. Employees who elect to make such reservations shall not be reimbursed. 4. Meals and Incidental Expenses Employee meals and incidental expenses while on travel status within the continental U.S. are in accordance with the federal per diem rates published by the General Services Administration. Incidental expenses include tips to maids, hotel staff, and shuttle drivers and other minor travel expenses. Per diem rates are available at www.gsa.gov/perdiem. Per diem for Alaska, Hawaii, U.S. protectorates and international destinations are provided separately by the Department of State and will be determined as required. A. Overnight Travel For each full day of travel, all three meals are reimbursable. Per diems on the first and last day of a trip are governed as set forth below. Departure Day Depart before 12:00 noon Depart after 12:00 noon Return Day Return before 12:00 noon Return between 12:00 noon & 7:00 p.m Return after 7:00 p.m.* Lunch and dinner Dinner Breakfast Breakfast and lunch 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. tyler 3 Exhibit B Schedule 1 5. Internet Access— Hotels and Airports Employees who travel may need to access their e-mail at night. Many hotels provide free high speed internet access and Tyler employees are encouraged to use such hotels whenever possible. If an employee's hotel charges for internet access it is reimbursable up to $10.00 per day. Charges for internet access at airports are not reimbursable. 6. International Travel All international flights with the exception of flights between the U.S. and Canada should be reserved through TMC using the "lowest practical coach fare" with the exception of flights that are six (6) or more consecutive hours in length. In such event, the next available seating class above coach shall be reimbursed. When required to travel internationally for business, employees shall be reimbursed for photo fees, application fees, and execution fees when obtaining a new passport book, but fees related to passport renewals are not reimbursable. Visa application and legal fees, entry taxes and departure taxes are reimbursable. The cost of vaccinations that are either required for travel to specific countries or suggested by the U.S. Department of Health & Human Services for travel to specific countries, is reimbursable. Section 4, Meals & Incidental Expenses, and Section 2.b., Rental Car, shall apply to this section. ••: tyler . 4 ,polo ' •_ tyler ® !:�chnologies Exhibit C SERVICE LEVEL AGREEMENT Agreement Overview Exhibit C This SLA operates in conjunction with, and does not supersede or replace any part of, the Agreement. It outlines the information technology service levels that we will provide to you to ensure the availability of the application services that you have requested us to provide. All other support services are documented in the Support Call Process. This SLA does not apply to any Third Party SaaS Services. All other support services are documented in the Support Call Process. II. Definitions. Except as defined below, all defined terms have the meaning set forth in the Agreement. Actual Attainment: The percentage of time the Tyler Software is available during a calendar month, calculated as follows: (Service Availability — Downtime) - Service Availability. Client Error Incident: Any service unavailability resulting from your applications, content or equipment, or the acts or omissions of any of your service users or third -party providers over whom we exercise no control. Downtime: Those minutes during Service Availability, as defined below, when all users cannot launch, login, search or save primary data in the Tyler Software. Downtime does not include those instances in which only a Defect is present. Emergency Maintenance Window: (1) maintenance that is required to patch a critical security vulnerability; (2) maintenance that is required to prevent an imminent outage of Service Availability; or (3) maintenance that is mutually agreed upon in writing by Tyler and the Client. Planned Downtime: Downtime that occurs during a Standard or Emergency Maintenance window. Service Availability: The total number of minutes in a calendar month that the Tyler Software is capable of receiving, processing, and responding to requests, excluding Planned Downtime, Client Error Incidents, denial of service attacks and Force Majeure. Service Availability only applies to Tyler Software being used in the live production environment. Standard Maintenance: Routine maintenance to the Tyler Software and infrastructure. Standard Maintenance is limited to five (5) hours per week. Service Availability a. Your Responsibilities Whenever you experience Downtime, you must make a support call according to the procedures outlined in the Support Call Process. You will receive a support case number. b. Our Responsibilities 1 tyler Exhibit C When our support team receives a call from you that Downtime has occurred or is occurring, we will work with you to identify the cause of the Downtime (including whether it may be the result of Planned Downtime, a Client Error Incident, denial of service attack or Force Majeure). We will also work with you to resume normal operations. Client Relief Our targeted Attainment Goal is 100%. You may be entitled to credits as indicated in the Client Relief Schedule found below. Your relief credit is calculated as a percentage of the SaaS Fees paid for the calendar month. In order to receive relief credits, you must submit a request through one of the channels listed in our Support Call Process within fifteen days (15) of the end of the applicable month. We will respond to your relief request within thirty (30) day(s) of receipt. The total credits confirmed by us will be applied to the SaaS Fee for the next billing cycle. Issuing of such credit does not relieve us of our obligations under the Agreement to correct the problem which created the service interruption. Credits are only payable when Actual Attainment results in eligibility for credits in consecutive months and only for such consecutive months. Client Relief Schedule Actual Attainment Client Relief 99.99%- 98.00% Remedial action will be taken 97.99% - 95.00% 4% Below 95.00% 5% IV. Maintenance Notifications We perform Standard Maintenance during limited windows that are historically known to be reliably low -traffic times. If and when maintenance is predicted to occur during periods of higher traffic, we will provide advance notice of those windows and will coordinate to the greatest extent possible with you. Not all maintenance activities will cause application unavailability. However, if Tyler anticipates that activities during a Standard or Emergency Maintenance window may make the Tyler Software unavailable, we will provide advance notice, as reasonably practicable, that the Tyler Software will be unavailable during the maintenance window. ••:; tyler • • ®•• tyler • technologies Exhibit C Schedule 1 Support Call Process Support Channels Exhibit C Schedule 1 Tyler Technologies, Inc. provides the following channels of software support for authorized users*: (1) On-line submission (portal) —for less urgent and functionality -based questions, users may create support incidents through the Tyler Customer Portal available at the Tyler Technologies website. A built-in Answer Panel provides users with resolutions to most "how-to" and configuration - based questions through a simplified search interface with machine learning, potentially eliminating the need to submit the support case. (2) Email —for less urgent situations, users may submit emails directly to the software support group. (3) Telephone —for urgent or complex questions, users receive toll -free, telephone software support. * Channel availability may be limited for certain applications. Support Resources A number of additional resources are available to provide a comprehensive and complete support experience: (1) Tyler Website — www.tylertech.com — for accessing client tools, documentation, and other information including support contact information. (2) Tyler Search -a knowledge based search engine that lets you search multiple sources simultaneously to find the answers you need, 240. (3) Tyler Community —provides a venue for all Tyler clients with current maintenance agreements to collaborate with one another, share best practices and resources, and access documentation. (4) Tyler University — online training courses on Tyler products. Support Availability Tyler Technologies support is available during the local business hours of 8 AM to 5 PM (Monday — Friday) across four US time zones (Pacific, Mountain, Central and Eastern). Tyler's holiday schedule is outlined below. There will be no support coverage on these days. New Year's Day Labor Day Martin Luther King, Jr. Day Thanksgiving Day Memorial Day Day after Thanksgiving Independence Day Christmas DaV For support teams that provide after-hours service, we will provide you with procedures for contacting support staff after normal business hours for reporting Priority Level 1 Defects only. Upon receipt of tyle.r Exhibit C Schedule 1 such a Defect notification, we will use commercially reasonable efforts to meet the resolution targets set forth below. We will also make commercially reasonable efforts to be available for one pre -scheduled Saturday of each month to assist your IT staff with applying patches and release upgrades, as well as consulting with them on server maintenance and configuration of the Tyler Software environment. Incident Handling Incident Tracking Every support incident is logged into Tyler's Customer Relationship Management System and given a unique case number. This system tracks the history of each incident. The case number is used to track and reference open issues when clients contact support. Clients may track incidents, using the case number, through Tyler's Customer Portal or by calling software support directly. Incident Priority Each incident is assigned a priority level, which corresponds to the Client's needs. Tyler and the Client will reasonably set the priority of the incident per the chart below. This chart is not intended to address every type of support incident, and certain "characteristics" may or may not apply depending on whether the Tyler software has been deployed on customer infrastructure or the Tyler cloud. The goal is to help guide the Client towards clearly understanding and communicating the importance of the issue and to describe generally expected response and resolution targets in the production environment only. References to a "confirmed support incident" mean that Tyler and the Client have successfully validated the reported Defect/support incident. Priority Level Characteristics of Support Incident Resolution Targets` Support incident that causes (a) complete application failure or application unavailability; (b) application failure or unavailability in one or more of the client's remote location; or (c) systemic loss of multiple essential system functions. Tyler shall provide an initial response to Priority Level 1 incidents within one (1) business hour of receipt of the incident. Once the incident has been confirmed, Tyler shall use commercially reasonable efforts to resolve such support incidents or provide a circumvention procedure within one (1) business day. For non -hosted customers, Tyler's responsibility for lost or corrupted data is limited to assisting the Client in restoring its last available database. tyler Priority Characteristics of Support Incident Level Support incident that causes (a) repeated, consistent failure of essential functionality affecting more than one user or (b) loss or corruption of data. High Priority Level 1 incident with an existing circumvention procedure, or a Priority Level 2 incident that affects only one user or for which there is an existing circumvention procedure. Medium Support incident that causes failure of 4 non -essential functionality or a cosmetic or other issue that does not Non- critical qualify as any other Priority Level. Incident Escalation Exhibit C Schedule 1 Resolution Targets' Tyler shall provide an initial response to Priority Level 2 incidents within four (4) business hours of receipt of the incident. Once the incident has been confirmed, Tyler shall use commercially reasonable efforts to resolve such support incidents or provide a circumvention procedure within ten (10) business days. For non -hosted customers, Tyler's responsibility for loss or corrupted data is limited to assisting the Client in restoring its last available database. Tyler shall provide an initial response to Priority Level 3 incidents within one (1) business day of receipt of the incident. Once the incident has been confirmed, Tyler shall use commercially reasonable efforts to resolve such support incidents without the need for a circumvention procedure with the next published maintenance update or service pack, which shall occur at least quarterly. For non -hosted customers, Tyler's responsibility for lost or corrupted data is limited to assisting the Client in restoring its last available database. Tyler shall provide an initial response to Priority Level 4 incidents within two (2) business days of receipt of the incident. Once the incident has been confirmed, Tyler shall use commercially reasonable efforts to resolve such support incidents, as well as cosmetic issues, with a future version release. Response and Resolution Targets may differ by product or business need If Tyler is unable to resolve any priority level 1 or 2 defect as listed above or the priority of an issue has elevated since initiation, you may escalate the incident to the appropriate resource, as outlined by each product support team. The corresponding resource will meet with you and any Tyler staff to establish a mutually agreeable plan for addressing the defect. Remote Support Tool Some support calls may require further analysis of the Client's database, processes or setup to diagnose a problem or to assist with a question. Tyler will, at its discretion, use an industry -standard remote support tool. Tyler's support team must have the ability to quickly connect to the Client's system and view the site's setup, diagnose problems, or assist with screen navigation. More information about the remote support tool Tyler uses is available upon request. tyler Exhibit D tyler Exhibit D Third Party Terms ThinPrint Terms. Your use of Tyler Forms software and forms is subject to the End User License Agreement terms for ThinPrint Engine, ThinPrint License Server, and Connected Gateway found here: https://www.thinprint.com/en/legal-notes/eula/. By signing a Tyler Agreement or Order Form, or accessing, installing, or using Tyler Forms software or forms, you agree that you have read, understood, and agree to such terms. DocOriein Terms. Your use of Tyler Forms software and forms is subject to the DocOrigin End User License Agreement available for download here: https://eclipsecorp.us/eula/. By signing a Tyler Agreement or Order Form including Tyler forms software or forms, or accessing, installing, or using Tyler Forms software or forms, you agree that you have read, understood, and agree to such terms. tyler • •••••� tyler .®. 0 t,chnologies Exhibit E Statement of Work Exhibit E tyler e?;. tyler San Rafael, CA SOW from Tyler Technologies, Inc. 11/15/2023 Presented to: City of San Rafael CA 1400 Fifth Avenue San Rafael, CA 94901 Contact: Rich Boven Email: richard.boven@tylertech.com 1 Tyler Drive, Yarmouth, Maine 04096 Table of Contents PART 1: EXECUTIVE SUMMARY...............................................................................................................1 1. Project Overview............................................................................................................................. 1 1.1 Introduction........................................................................................................................................ 1 1.2 Project Goals.......................................................................................................................................1 1.3 Methodology.......................................................................................................................................1 PART 2: PROJECT FOUNDATION.............................................................................................................3 2. Project Governance......................................................................................................................... 3 3. Project Scope Control...................................................................................................................... 4 3.1 Managing Scope and Project Change................................................................................................. 4 3.2 Change Control................................................................................................................................... 4 3.3 Change Request Management............................................................................................................ 4 4. Acceptance Process......................................................................................................................... 6 5. Roles and Responsibilities................................................................................................................ 6 5.1 Tyler Roles & Responsibilities............................................................................................................. 6 5.1.1 Tyler Executive Manager............................................................................................................. 7 5.1.2 Tyler Implementation Manager.................................................................................................. 7 5.1.3 Tyler Project Manager................................................................................................................. 7 5.1.4 Tyler Implementation Consultant............................................................................................... 8 5.1.5 Tyler Sales................................................................................................................................... 8 5.1.6 Tyler Technical Services.............................................................................................................. 8 5.2 City Roles & Responsibilities............................................................................................................... 9 5.2.1 City Executive Sponsor................................................................................................................ 9 5.2.2 City Steering Committee............................................................................................................. 9 5.2.3 City Project Manager.................................................................................................................. 9 5.2.4 City Functional Leads................................................................................................................ 11 5.2.5 City Power Users....................................................................................................................... 11 5.2.6 City End Users........................................................................................................................... 12 5.2.7 City Technical Lead.................................................................................................................... 12 5.2.8 City Change Management Lead................................................................................................ 12 PART 3: PROJECT PLAN...........................................................................................................................13 6. Project Stages.................................................................................................................................13 6.1 Initiate and Plan................................................................................................................................ 14 6.1.1 Initial Coordination................................................................................................................... 14 6.1.2 Project/Phase Planning............................................................................................................. 15 6.1.3 Infrastructure Planning............................................................................................................. 16 6.1.4 Stakeholder Meeting................................................................................................................. 17 6.1.5 Intentionally left blank.............................................................................................................. 18 6.1.6 Control Point 1: Initiate & Plan Stage Acceptance.................................................................... 18 6.2 Assess & Define................................................................................................................................. 18 6.2.1 Solution Orientation.................................................................................................................. 18 6.2.2 Current & Future State Analysis................................................................................................ 19 6.2.3 Data Assessment....................................................................................................................... 20 6.2.4 Conversion Assessment............................................................................................................ 22 6.2.5 Intentionally left blank.............................................................................................................. 23 6.2.6 Intentionally left blank.............................................................................................................. 23 6.2.7 Control Point 2: Assess & Define Stage Acceptance................................................................. 23 6.3 Prepare Solution............................................................................................................................... 23 6.3.1 Initial System Deployment........................................................................................................ 23 6.3.2 Configuration............................................................................................................................ 24 6.3.3 Process Refinement.................................................................................................................. 25 6.3.4 Conversion Delivery.................................................................................................................. 27 6.3.5 Intentionally left blank.............................................................................................................. 28 6.3.6 Intentionally left blank.............................................................................................................. 28 6.3.7 Control Point 3: Prepare Solution Stage Acceptance................................................................ 28 6.4 Production Readiness....................................................................................................................... 29 6.4.1 Solution Validation.................................................................................................................... 29 6.4.2 Go -Live Readiness..................................................................................................................... 30 6.4.3 End User Training...................................................................................................................... 31 6.4.4 Control Point 4: Production Readiness Stage Acceptance........................................................ 32 6.5 Production.........................................................................................................................................32 6.5.1 Go-Live...................................................................................................................................... 32 6.5.2 Transition to Client Services...................................................................................................... 34 6.5.3 Post Go -Live Activities............................................................................................................... 34 6.5.4 Control Point 5: Production Stage Acceptance......................................................................... 35 6.6 Close..................................................................................................................................................36 6.6.1 Phase Closeout.......................................................................................................................... 36 6.6.2 Project Closeout........................................................................................................................ 37 6.6.3 Control Point 6: Close Stage Acceptance.................................................................................. 38 7. General Assumptions......................................................................................................................38 7.1 Project...............................................................................................................................................38 7.2 Organizational Change Management............................................................................................... 39 7.3 Resources and Scheduling................................................................................................................ 39 7.4 Data...................................................................................................................................................39 7.5 Facilities.............................................................................................................................................40 8. Glossary .........................................................................................................................................41 PART4: APPENDICES............................................................................................................................... 44 9. Conversion.....................................................................................................................................44 9.1.1 Accounting................................................................................................................................ 44 9.1.2 Accounting - Budgets................................................................................................................ 44 9.1.3 Accounts Payable...................................................................................................................... 44 9.1.4 Accounts Payable - Checks........................................................................................................ 44 9.1.5 Accounts Payable - Invoices...................................................................................................... 44 9.1.6 Capital Assets Master................................................................................................................ 44 9.1.7 General Billing........................................................................................................................... 44 9.1.8 General Billing—Bills................................................................................................................. 44 9.1.9 General Billing — Recurring Invoices.......................................................................................... 45 9.1.10 Project Accounting.................................................................................................................... 45 9.1.11 Project Grant Accounting - Actuals........................................................................................... 45 9.1.12 Project Grant Accounting — Budget.......................................................................................... 45 9.1.13 Purchase Orders........................................................................................................................ 45 9.1.14 Human Resources Management............................................................................................... 45 9.1.15 Payroll — Certifications.............................................................................................................. 45 9.1.16 Payroll — Education................................................................................................................... 45 9.1.17 Payroll — PM Action History ...................................................................................................... 45 9.1.18 Payroll — Position Control.......................................................................................................... 46 9.1.19 Payroll — Recruiting................................................................................................................... 46 9.1.20 Payroll —Accrual Balances.........................................................................................................46 9.1.21 Payroll —Accumulators............................................................................................................. 46 9.1.22 Payroll —Check History............................................................................................................. 46 9.1.23 Payroll — Earning/Deduction Hist.............................................................................................. 46 9.1.24 Payroll - Deductions.................................................................................................................. 46 9.1.25 Payroll —State Retirement Tables............................................................................................. 46 10. Additional Appendices................................................................................................................47 10.1 Intentionally left blank...................................................................................................................... 47 11. Project Timeline..........................................................................................................................48 11.1 ERP Project Timeline.........................................................................................................................48 11.2 Intentionally left blank...................................................................................................................... 48 Part 1: Executive Summary 1. Project Overview 1.1 Introduction Tyler Technologies ("Tyler") is the largest and most established provider of integrated software and technology services focused solely on the public sector. Tyler's end -to -end solutions empower public sector entities including local, state, provincial and federal government, to operate more efficiently and connect more transparently with their constituents and with each other. By connecting data and processes across disparate systems, Tyler's solutions transform how clients gain actionable insights that solve problems in their communities. 1.2 Project Goals This Statement of Work ("SOW") documents the methodology, implementation stages, activities, and roles and responsibilities, and project scope listed in the Investment Summary of the Agreement between Tyler and the City (collectively the "Project"). The overall goals of the project are to: • Successfully implement the contracted scope on time and on budget ■ Increase operational efficiencies and empower users to be more productive • Improve accessibility and responsiveness to external and internal customer needs ■ Overcome current challenges and meet future goals 1.3 Methodology This is accomplished by the City and Tyler working as a partnership and Tyler utilizing its depth of implementation experience. While each Project is unique, all will follow Tyler's six -stage methodology. Each of the six stages is comprised of multiple work packages, and each work package includes a narrative description, objectives, tasks, inputs, outputs/deliverables, assumptions, and a responsibility matrix. Tailored specifically for Tyler's public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to scope, budget, timeline controls, effective communications, and quality standards. Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the City's complexity and organizational needs. Tyler's Six Stage Project Methodology ttarnM ` i r<r neDrcr �encner aMW mpL DEfI 1R1� SrREAQIM�SS The methodology adapts to both single-phase and multiple -phase projects. To achieve Project success, it is imperative that both the City and Tyler commit to including the necessary leadership and governance. During each stage of the Project, it is expected that the City and Tyler Project teams work collaboratively to complete tasks. An underlying principle of Tyler's Implementation process is to employ an iterative model where the City's business processes are assessed, configured, validated, and refined cyclically in line with the project budget. This approach is used in multiple stages and work packages as illustrated in the graphic below. Iterative Project Model The delivery approach is systematic, which reduces variability and mitigates risks to ensure Project success. As illustrated, some stages, along with work packages and tasks, are intended to be overlapping by nature to complete the Project efficiently and effectively. Part 2: Project Foundation 2. Project Governance Project governance is the management framework within which Project decisions are made. The role of Project governance is to provide a decision -making approach that is logical, robust, and repeatable. This allows organizations to have a structured approach for conducting its daily business in addition to project related activities. This section outlines the resources required to meet the business needs, objectives, and priorities for the Project, communicate the goals to other Project participants, and provide support and guidance to accomplish these goals. Project governance defines the structure for escalation of issues and risks, Change Control review and authority, and Organizational Change Management activities. Throughout the Statement of Work Tyler has provided RACI Matrices for activities to be completed throughout the implementation which will further outline responsibilities of different roles in each stage. Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage. The chart below illustrates an overall team perspective where Tyler and the City collaborate to resolve Project challenges according to defined escalation paths. If project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the City Steering Committee become the escalation points to triage responses prior to escalation to the City and Tyler executive sponsors. As part of the escalation process, each Project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution. The City and Tyler executive sponsors serve as the final escalation point. Project Governance Relationships CLIENT LEADERSHIP EXECUTIVE SPONSOR Champions the project secures buy -in, provides oversight and ultimate decision -making STEERING COMMITTEE Monitors progress, goals and objectives PROJECT MANAGER Oversees project schedule and tasks EXECUTIVE SPONSOR Provides oversight and ultimate decision -making IMPLEMENTATION MANAGER Monitors progress PROJECT MANAGER Oversees project schedule and tasks I Project Scope Control 3.1 Managing Scope and Project Change Project Management governance principles contend that there are three connected constraints on a Project: budget, timeline, and scope. These constraints, known as the "triple constraints" or project management triangle, define budget in terms of financial cost, labor costs, and other resource costs. Scope is defined as the work performed to deliver a product, service or result with the specified features and functions, while time is simply defined as the schedule. The Triple Constraint theory states that if you change one side of the triangle, the other two sides must be correspondingly adjusted. For example, if the scope of the Project is increased, cost and time to complete will also need to increase. The Project and executive teams will need to remain cognizant of these constraints when making impactful decisions to the Project. A simple illustration of this triangle is included here, showing the connection of each item and their relational impact to the overall Scope. Project Management Triangle A pillar of any successful project is the ability to properly manage scope while allowing the appropriate level of flexibility to incorporate approved changes. Scope and changes within the project will be managed using the change control process outlined in the following section. 3.2 Change Control It may become necessary to change the scope of this Project due to unforeseeable circumstances (e.g., new constraints or opportunities are discovered). This Project is being undertaken with the understanding that Project scope, schedule, and/or cost may need to change to produce optimal results for stakeholders. Changes to contractual requirements will follow the change control process specified in the final contract, and as described below. 3.3 Change Request Management Should the need for a change to Project scope, schedule, and/or cost be identified during the Project, the change will be brought to the attention of the Steering Committee and an assessment of the change will occur. While such changes may result in additional costs and delays relative to the schedule, some changes may result in less cost to the City; for example, the City may decide it no longer needs a deliverable originally defined in the Project. The Change Request will include the following information: ■ The nature of the change. • A good faith estimate of the additional cost or associated savings to the City, if any. • The timetable for implementing the change. ■ The effect on and/or risk to the schedule, resource needs or resource responsibilities. The City will use its good faith efforts to either approve or disapprove any Change Request within ten (10) Business Days (or other period as mutually agreeable between Tyler and the City). Any changes to the Project scope, budget, or timeline must be documented and approved in writing using a Change Request form. These changes constitute a formal amendment to the Statement of Work and will supersede any conflicting term in the Statement of Work. Change Request Process t►1aa��'iK�J���lalal4�'I• �[;i��l�j�°§�y�Ll►[HWE•'iyWll�l�� CLIENT IDENTIFIES TYLER ASSESSES CLIENT DETAILS IFTYLER AGREES CLIENT AUTHORIZES SCHEDULE ADJUSTED TO NEEDI DESIRE FOR DETERMINES OUT NEED IN CHANGE WITH THE REQUEST OR DECLINES THE ACCOMMODATE THE CHANGE OF SCOPE REQUEST FORM CHANGE CHANGE IF NECESSARY n Ver wes 11 ft wat ESUIpt9 OrD ri&I] to GeK Inc!LGI�. addrM of W t Om oftrwKe nmw for dmW wt Me tan BIB dmw 4. Acceptance Process The implementation of a Project involves many decisions to be made throughout its lifecycle. Decisions will vary from higher level strategy decisions to smaller, detailed Project level decisions. It is critical to the success of the Project that each City office or department designates specific individuals for making decisions on behalf of their offices or departments. Both Tyler and the City will identify representative project managers. These individuals will represent the interests of all stakeholders and serve as the primary contacts between the two organizations. The coordination of gaining City feedback and approval on Project deliverables will be critical to the success of the Project. The City project manager will strive to gain deliverable and decision approvals from all authorized City representatives. Given that the designated decision -maker for each department may not always be available, there must be a designated proxy for each decision point in the Project. Assignment of each proxy will be the responsibility of the leadership from each City department. The proxies will be named individuals that have the authorization to make decisions on behalf of their department. The following process will be used for accepting Deliverables and Control Points: The City shall have five (5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing, to accept each Deliverable or Control Point. If the City does not provide acceptance or acknowledgement within five (5) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, Tyler deems the Deliverable or Control Point as accepted. If the City does not agree the Deliverable or Control Point meets requirements, the City shall notify Tyler project manager(s), in writing, with reasoning within five (5) business days, or the otherwise agreed -upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable. Tyler shall address any deficiencies and redeliver the Deliverable or Control Point. The City shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone. If the City does not provide acceptance within two (2) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, Tyler deems the Deliverable or Control Point as accepted. 5. Roles and Responsibilities The following defines the roles and responsibilities of each Project resource for the City and Tyler. Roles and responsibilities may not follow the organizational chart or position descriptions at the City, but are roles defined within the Project. It is common for individual resources on both the Tyler and City project teams to fill multiple roles. Similarly, it is common for some roles to be filled by multiple people. 5.1 Tyler Roles & Responsibilities Tyler assigns a project manager prior to the start of each Phase of the Project (some Projects may only be one Phase in duration). Additional Tyler resources are assigned as the schedule develops and as needs arise. 5.1.1 Tyler Executive Manager Tyler executive management has indirect involvement with the Project and is part of the Tyler escalation process. This team member offers additional support to the Project team and collaborates with other Tyler department managers as needed to escalate and facilitate implementation Project tasks and decisions. • Provides clear direction for Tyler staff on executing on the Project Deliverables to align with satisfying the City's overall organizational strategy. • Authorizes required Project resources. ■ Resolves all decisions and/or issues not resolved at the implementation management level as part of the escalation process. • Acts as the counterpart to the City's executive sponsor. 1.2 Tyler Implementation Manager ■ Tyler implementation management has indirect involvement with the Project and is part of the Tyler escalation process. The Tyler project managers consult implementation management on issues and outstanding decisions critical to the Project. Implementation management works toward a solution with the Tyler Project Manager or with City management as appropriate. Tyler executive management is the escalation point for any issues not resolved at this level. ■ Assigns Tyler Project personnel. • Provides support for the Project team. • Provides management support for the Project to ensure it is staffed appropriately and staff have necessary resources. ■ Monitors Project progress including progress towards agreed upon goals and objectives. 5.1.3 Tyler Project Manager ■ The Tyler project manager(s) provides oversight of the Project, coordination of Tyler resources between departments, management of the Project budget and schedule, effective risk, and issue management, and is the primary point of contact for all Project related items. As requested by the City, the Tyler Project Manager provides regular updates to the City Steering Committee and other Tyler governance members. Tyler Project Manager's role includes responsibilities in the following areas: 5.1.3.1 Contract Management ■ Validates contract compliance throughout the Project. ■ Ensures Deliverables meet contract requirements. ■ Acts as primary point of contact for all contract and invoicing questions. ■ Prepares and presents contract milestone sign -offs for acceptance by the City project manager(s). ■ Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance. 5.1.3.2 Planning ■ Delivers project planning documents. ■ Defines Project tasks and resource requirements. ■ Develops initial Project schedule and Project Management Plan. ■ Collaborates with the City project manager(s) to plan and schedule Project timelines to achieve on - time implementation. 5.1.3 3 Implementation Management • Tightly manages Scope and budget of Project to ensure Scope changes and budget planned versus actual are transparent and handled effectively and efficiently. • Establishes and manages a schedule and Tyler resources that properly support the Project Schedule and are also in balance with Scope/budget. ■ Establishes risk/issue tracking/reporting process between the City and Tyler and takes all necessary steps to proactively mitigate these items or communicate with transparency to the City any items that may impact the outcomes of the Project. • Collaborates with the City's project manager(s) to establish key business drivers and success indicators that will help to govern Project activities and key decisions to ensure a quality outcome of the project. • Collaborates with the City's project manager(s) to set a routine communication plan that will aide all Project team members, of both the City and Tyler, in understanding the goals, objectives, status, and health of the Project. 5.1.3.4 Resource Management ■ Acts as liaison between Project team and Tyler manager(s). • Identifies and coordinates all Tyler resources across all applications, Phases, and activities including development, forms, installation, reports, implementation, and billing. ■ Provides direction and support to Project team. • Manages the appropriate assignment and timely completion of tasks as defined in the Project Schedule, task list, and Go -Live Checklist. ■ Assesses team performance and adjusts as necessary. • Consulted on in Scope 3rd party providers to align activities with ongoing Project tasks. 5.1.4 Tyler Implementation Consultant • Completes tasks as assigned by the Tyler project manager(s). ■ Documents activities for services performed by Tyler. ■ Guides the City through software validation process following configuration. ■ Assists during Go -Live process and provides support until the City transitions to Client Services. • Facilitates training sessions and discussions with the City and Tyler staff to ensure adequate discussion of the appropriate agenda topics during the allotted time. ■ May provide conversion review and error resolution assistance. 5.1.5 Tyler Sales ■ Supports Sales to Implementation knowledge transfer during Initiate & Plan. ■ Provides historical information, as needed, throughout implementation. ■ Participates in pricing activities if additional licensing and/or services are needed. 5.1.6 Tyler Technical Services ■ Maintains Tyler infrastructure requirements and design document(s). • Involved in system infrastructure planning/review(s). • Provides first installation of licensed software with initial database on servers. ■ Supports and assists the project team with technical/environmental issues/needs. • Deploys Tyler products. 5.2 City Roles & Responsibilities City resources will be assigned prior to the start of each Phase of the Project. One person may be assigned to multiple Project roles. 5.2.1 City Executive Sponsor The City executive sponsor provides support to the Project by providing strategic direction and communicating key issues about the Project and its overall importance to the organization. When called upon, the executive sponsor also acts as the final authority on all escalated Project issues. The executive sponsor engages in the Project, as needed, to provide necessary support, oversight, guidance, and escalation, but does not participate in day-to-day Project activities. The executive sponsor empowers the City steering committee, project manager(s), and functional leads to make critical business decisions for the City. • Champions the project at the executive level to secure buy -in. • Authorizes required project resources. • Actively participates in organizational change communications. 5.2.2 City Steering Committee The City steering committee understands and supports the cultural change necessary for the Project and fosters an appreciation for the Project's value throughout the organization. The steering committee oversees the City project manager and Project through participation in regular internal meetings. The City steering committee remains updated on all Project progress, Project decisions, and achievement of Project milestones. The City steering committee also serves as primary level of issue resolution for the Project. • Works to resolve all decisions and/or issues not resolved at the project manager level as part of the escalation process. • Attends all scheduled steering committee meetings. ■ Provides support for the project team. ■ Assists with communicating key project messages throughout the organization. • Prioritizes the project within the organization. ■ Ensures the project staffed appropriately and that staff have necessary resources. ■ Monitors project progress including progress towards agreed upon goals and objectives. ■ Has the authority to approve or deny changes impacting the following areas: o Cost o Scope o Schedule o Project Goals o City Policies o Needs of other client projects 5.2.3 City Project Manager The City shall assign project manager(s) prior to the start of this project with overall responsibility and authority to make decisions related to Project Scope, scheduling, and task assignment. The City Project Manager should communicate decisions and commitments to the Tyler project manager(s) in a timely and efficient manner. When the City project manager(s) do not have the knowledge or authority to make decisions, he or she engages the necessary resources to participate in discussions and make decisions in a timely fashion to avoid Project delays. The City project manager(s) are responsible for reporting to the City steering committee and determining appropriate escalation points. 5.2.3.1 Contract Management Validates contract compliance throughout the project. Ensures that invoicing and Deliverables meet contract requirements. Acts as primary point of contact for all contract and invoicing questions. Collaborates on and approves Change Requests, if needed, to ensure proper scope and budgetary compliance. 5 2.3 2 Planning • Reviews and accepts project planning documents. • Defines project tasks and resource requirements for the City project team. • Collaborates in the development and approval of the project schedule. ■ Collaborates with Tyler project manager(s) to plan and schedule project timelines to achieve on -time implementation. 5.2.3.3 Implementation Management ■ Tightly manages project budget and scope. ■ Collaborates with Tyler project manager(s) to establish a process and approval matrix to ensure that scope changes and budget (planned versus actual) are transparent and handled effectively and efficiently. ■ Collaborates with Tyler project manager to establish and manage a schedule and resource plan that properly supports the project schedule as a whole and is also in balance with scope and budget. ■ Collaborates with Tyler project manager(s) to establish risk and issue tracking and reporting process between the City and Tyler and takes all necessary steps to proactively mitigate these items or communicate with transparency to Tyler any items that may impact the outcomes of the project. ■ Collaborates with Tyler project manager(s) to establish key business drivers and success indicators that will help to govern project activities and key decisions to ensure a quality outcome of the project. • Routinely communicates with both the City staff and Tyler, aiding in the understanding of goals, objectives, current status, and health of the project by all team members. • Manages the requirements gathering process and ensure timely and quality business requirements are being provided to Tyler. 5.2.3.4 Resource Management ■ Acts as liaison between project team and stakeholders. • Identifies and coordinates all City resources across all modules, phases, and activities including data conversions, forms design, hardware and software installation, reports building, and satisfying invoices. • Provides direction and support to project team. ■ Builds partnerships among the various stakeholders, negotiating authority to move the project forward. ■ Manages the appropriate assignment and timely completion of tasks as defined. ■ Assesses team performance and takes corrective action, if needed. • Provides guidance to City technical teams to ensure appropriate response and collaboration with Tyler Technical Support Teams to ensure timely response and appropriate resolution. • Owns the relationship with in -Scope 3rd party providers and aligns activities with ongoing project tasks. • Ensures that users have appropriate access to Tyler project toolsets as required. • Conducts training on proper use of toolsets. • Validates completion of required assignments using toolsets. 5.2.4 City Functional Leads ■ Makes business process change decisions under time sensitive conditions. ■ Communicates existing business processes and procedures to Tyler consultants. • Assists in identifying business process changes that may require escalation. ■ Contributes business process expertise for Current & Future State Analysis. ■ Identifies and includes additional subject matter experts to participate in Current & Future State Analysis. ■ Validates that necessary skills have been retained by end users. ■ Provides End Users with dedicated time to complete required homework tasks. ■ Acts as an ambassador/champion of change for the new process and provide business process change support. • Identifies and communicates any additional training needs or scheduling conflicts to the City project manager. ■ Actively participates in all aspects of the implementation, including, but not limited to, the following key activities: o Task completion o Stakeholder Meeting o Project Management Plan development o Schedule development o Maintenance and monitoring of risk register o Escalation of issues o Communication with Tyler project team o Coordination of City resources o Attendance at scheduled sessions o Change management activities o Modification specification, demonstrations, testing and approval assistance o Data analysis assistance o Decentralized end user training o Process testing o Solution Validation 5.2.5 City Power Users ■ Participate in project activities as required by the project team and project manager(s). • Provide subject matter expertise on the City business processes and requirements. ■ Act as subject matter experts and attend Current & Future State Analysis sessions as needed. • Attend all scheduled training sessions. • Participate in all required post -training processes as needed throughout project. • Test all application configuration to ensure it satisfies business process requirements. ■ Become application experts. ■ Participate in Solution Validation. • Adopt and support changed procedures. ■ Complete all deliverables by the due dates defined in the project schedule. • Demonstrate competency with Tyler products processing prior to Go -live. ■ Provide knowledge transfer to the City staff during and after implementation. ■ Participate in conversion review and validation. 5.2.6 City End Users • Attend all scheduled training sessions. ■ Become proficient in application functions related to job duties. ■ Adopt and utilize changed procedures. • Complete all deliverables by the due dates defined in the project schedule. • Utilize software to perform job functions at and beyond Go -live. 5.2.7 City Technical Lead ■ Coordinates updates and releases with Tyler as needed. • Coordinates the copying of source databases to training/testing databases as needed for training days. ■ Coordinates and adds new users, printers and other peripherals as needed. • Validates that all users understand log -on process and have necessary permission for all training sessions. • Coordinates interface development for City third party interfaces. • Develops or assists in creating reports as needed. ■ Ensures on -site system meets specifications provided by Tyler. ■ Assists with software installation as needed. ■ Extracts and transmits conversion data and control reports from the City's legacy system per the conversion schedule set forth in the project schedule. 5.2.7.1 City Upgrade Coordination • Becomes familiar with the software upgrade process and required steps. • Becomes familiar with Tyler's releases and updates. • Utilizes Tyler resources to stay abreast of the latest Tyler releases and updates, as well as the latest helpful tools to manage the City's software upgrade process. • Assists with the software upgrade process during implementation. • Manages software upgrade activities post -implementation. ■ Manages software upgrade plan activities. ■ Coordinates software upgrade plan activities with City and Tyler resources. • Communicates changes affecting users and department stakeholders. • Obtains department stakeholder acceptance to upgrade production environment. 5.2.8 City Change Management Lead • Validates that users receive timely and thorough communication regarding process changes. ■ Provides coaching to supervisors to prepare them to support users through the project changes. ■ Identifies the impact areas resulting from project activities and develops a plan to address them proactively. • Identifies areas of resistance and develops a plan to reinforce the change. • Monitors post -production performance and new process adherence. Part 3: Project Plan 6. Project Stages Work Breakdown Structure The Work Breakdown Structure (WBS) is a hierarchical representation of a Project or Phase broken down into smaller, more manageable components. The top-level components are called "Stages" and the second level components are called "Work Packages". The work packages, shown below each stage, contain the high-level work to be done. The detailed Project Schedule, developed during Project/Phase Planning and finalized during subsequent stages, lists the tasks to be completed within each work package. Each stage ends with a "Control Point", confirming the work performed during that stage of the Project has been accepted by the City. Work Breakdown Structure (WBS) 1.1 Initial 2.1 Solution 3.1 Initial System Coordination Orientation Deployment 1.2 Project/Phase 2.2 Current & Future Planning State Analysis 3.2 Configuration 1.3 GIS Planning* 23 Modification 3.3 Process Analysis Refinement 1.4Infrastructure 2.4 Conversion 3.4 Conversion Planning Assessment Delivery 1.5 Stakeholder Meeting 2.5 Data Assessment 3.5 Data Delivery 3.6 Modifications* 4.1 Solution 6.1 Phase Close Validation 5.1 Go Live Out 4.2 Go Live 5.2 Transition to 6.2 Project Close Readiness Client Services Out 4.3 End User 5.3 Post Go Live Training Activities *Items noted with an asterisk in the graphic above relate to specific products and services. If those products and services are not included in the scope of the contract these specific work packages will be noted as 'Intentionally Left Blank"in Section 6 of the Statement of Work. 6.1 Initiate and Plan The Initiate and Plan stage involves Project initiation, infrastructure, and planning. This stage creates a foundation for the Project by identifying and establishing sequence and timing for each Phase as well as verifying scope for the Project. This stage will be conducted at the onset of the Project, with a few unique items being repeated for the additional Phases as needed. 6.1.1 Initial Coordination Prior to Project commencement, Tyler management assigns project manager(s). Additional Project resources will be assigned later in the Project as a Project schedule is developed. Tyler provides the City with initial Project documents used to gather names of key personnel, their functional role as it pertains to the Project, as well as any blackout dates to consider for future planning. the City gathers the information requested by the provided deadline ensuring preliminary planning and scheduling can be conducted moving the Project forward in a timely fashion. Internally, the Tyler Project Manager(s) coordinate with sales to ensure transfer of vital information from the sales process prior to scheduling a Project Planning Meeting with the City's team. During this step, Tyler will work with the City to establish the date(s) for the Project and Phase Planning session. Objectives: • Formally launch the project. • Establish project governance. • Define and communicate governance for Tyler. • Identify City project team. STAGE 1 Initial Coordination Tyler City RACI MATRIX KEY: R = Responsible o A = Accountable ) C = Consulted C I= Informed oD Z> U > o ) E a r13C fD O 0 v M 0 O n " N c O E too N m N o°Jo LO+ of v = -0 N gym+ d C O C a G _ M N m U ni Vl O C f0 N N C E v ) � E ; CU E x U U Ln > i, Ob C a. _O (U N y a E o n E w ° o `� C a a� — a�i " U o Y c W m U CL o v u C U d ix a` w �` i Tyler project team is assigned A R C I I I I I City project team is assigned A I R I I I Provide initial project A R C C I I documents to the City Gather preliminary information I A R C C C C requested Sales to implementation A R I I I I knowledge transfer Create Project Portal to store project artifacts and facilitate A R I communication Inputs Contract documents Statement of Work Outputs/Deliverables Working initial project documents Project portal Work package assumptions: • Project activities begin after the agreement has been fully executed. 6.1.2 Project/Phase Planning Project and Phase planning provides an opportunity to review the contract, software, data conversions and services purchased, identify applications to implement in each Phase (if applicable), and discuss implementation timeframes. During this work package Tyler will work with the City to coordinate and plan a formal Project planning meeting(s). This meeting signifies the start of the Project and should be attended by all City Project team members and the Tyler Project Manager. The meeting provides an opportunity for Tyler to introduce its implementation methodology, terminology, and Project management best practices to the City's Project Team. This will also present an opportunity for project managers and Project sponsors to begin to discuss Project communication, metrics, status reporting and tools to be used to measure Project progress and manage change. Tyler will work with the City Project Team to prepare and deliver the Project Management Plan as an output of the planning meeting. This plan will continue to evolve and grow as the Project progresses and will describe how the project will be executed, monitored, and controlled. During project planning, Tyler will introduce the tools that will be used throughout the implementation. Tyler will familiarize the City with these tools during project planning and make them available for review and maintenance as applicable throughout the project. Some examples are Solution validation plan, issue log, and go -live checklist. STAGE 1 Project/Phase Planning Tyler City RACI MATRIX KEY: R = Responsible ai A = Accountable �J c 2 as v o C =Consulted 1 = Informed O °: °' a rho C: C 0I N tLO M C a v' ' o .. aa) u'S (U rya = W v c N C t C Vl U vl O m > v E' a) aj n % 10 — n U a`i N v V oa O E U 7 al n y t a/ iL C U C 7 C U +� c C �' C w o n a O o m aa)i w in o a J m L n a)O u Schedule and conduct planning A R I C C I session(s) Develop Project A R I C C I Management Plan Develop initial A R I I I I l I C C I I C I project schedule Inputs Contract documents Statement of Work Guide to Starting Your Project Outputs / Deliverables Acceptance Criteria [only] for Deliverables Project Management Plan Delivery of document Project Operational Plan Delivery of document Initial Project Schedule City provides acceptance of schedule based on resource availability, project budget, and goals. Work package assumptions: • City has reviewed and completed the Guide to Starting Your Project document. 6.1.3 Infrastructure Planning Procuring required hardware and setting it up properly is a critical part of a successful implementation. This task is especially important forTyler-hosted/SaaS deployment models. Tyler will be responsible for building the environments for a hosted/SaaS deployment, unless otherwise identified in the Agreement. Tyler will install Licensed Software on application server(s) or train the City to install License Software. The City is responsible for the installation and setup of all peripheral devices. Objectives: • Ensure the City's infrastructure meets Tyler's application requirements. ■ Ensure the City's infrastructure is scheduled to be in place and available for use on time. STAGE 1 Infrastructure Planning Tyler City RACI MATRIX KEY R = Responsible m =° a A = Accountable c N C N 4+ C N C=Consulted M g v o UJ N '� a3 I=Informed c o no o an " QJ N C E o°'n M m L °' 5 1-' ° N `° N t' o V1 U `—' > Lni o A w o c Q-0 > N c G N n try _ M `—' N > pn c C C c L c C E _ E E X "' N c N ti y Q E n E 0 u °1 ti J p C N -o a)w a o w a �' n_ 1 w L Provide Infrastructure Requirements and A R C C I I Design Document Initial Infrastructure A R C C C C Meeting Schedule SaaS Environment A R C Availability Schedule Installation of All Licensed A R C Software Infrastructure Audit A I R C I C Inputs I Initial Infrastructure Requirements Outputs / Deliverables Acceptance Criteria [only] for Deliverables Completed Infrastructure Requirements Delivery of Requirements Infrastructure Audit System Passes Audit Criteria 6.1.4 Stakeholder Meeting Communication of the Project planning outcomes to the City Project team, executives and other key stakeholders is vital to Project success. The Stakeholder meeting is a strategic activity to inform, engage, gain commitment, and instill confidence in the City team. During the meeting, the goals and objectives of the Project will be reviewed along with detail on Project scope, implementation methodology, roles and responsibilities, Project timeline and schedule, and keys to Project success. Objectives: Formally present and communicate the project activities and timeline. Communicate project expectations. STAGE 1 Stakeholder Meeting Tyler City RACI MATRIX KEY: R = Responsible o A = Accountable `ai 2 fu aa) a C = Consulted m tf L = Informed m U � o v E n x a C O 00 O N V1 CU u '� N c O N N N oo W N _ "6 0 f0 fa C f0 C O N N u Q (n E O C J C +�-� fp C ru N J > Ul E G �' N E Q X (D U fD U_ > ++ U Op C cc� G �-+ C O cffu G N �-+ N E Ql f6 U :3 U v T n v o Q W f0 O O L u �, C v U v QJ a) u N o U c C a u ` f6 Q o C u �X E Q E P1 c G N =1 _X +..i LL L O /vl Waj Create Stakeholder Meeting Presentation I A R I I I C I Review Stakeholder Meeting Presentation I C A R C Perform Stakeholder Meeting Presentation 11 AlR I I I I C I I i I I I Inputs I Agreement Project Management Plan Outputs / Deliverables Acceptance Criteria [only] for Deliverables Stakeholder Meeting Presentation Work package assumptions: • None 6.13 Intentionally left blank. 6.1.6 Control Point 1: Initiate & Plan Stage Acceptance Acceptance criteria for this stage includes completion of all criteria listed below. Note: Advancement to the Assess & Define stage is not dependent upon Tyler's receipt of this stage acceptance. Initiate & Plan Stage Deliverables: • Project Management Plan ■ Initial Project Schedule Initiate & Plan stage acceptance criteria: ■ All stage deliverables accepted based on acceptance criteria previously defined ■ Project governance defined ■ Project portal made available to the City ■ Stakeholder meeting complete 6.2 Assess & Define The Assess & Define stage will provide an opportunity to gather information related to current City business processes. This information will be used to identify and define business processes utilized with Tyler software. The City collaborates with Tyler providing complete and accurate information to Tyler staff and assisting in analysis, understanding current workflows and business processes. 6.2.1 Solution Orientation The Solution Orientation provides the Project stakeholders a high-level understanding of the solution functionality prior to beginning the current and future state analysis. The primary goal is to establish a foundation for upcoming conversations regarding the design and configuration of the solution. Tyler utilizes a variety of tools for the Solution Orientation, focusing on City team knowledge transfer such as: eLearning, documentation, or walkthroughs. The City team will gain a better understanding of the major processes and focus on data flow, the connection between configuration options and outcome, integration, and terminology that may be unique to Tyler's solution. Objectives: • Provide a basic understanding of system functionality. ■ Prepare the City for current and future state analysis. STAGE 2 Solution Orientation Tyler City RACI MATRIX KEY: R = Responsible v v A = Accountable a, c 3 f6 o a C = Consulted ruJ N Y I = Informed m rp C C O U a/ U > N C O1 X a o my w O O Y-. E W Y M = C C O E U ro° c a9i _, c ru a J > E a) E Ql Q v U U > W 1p O 2 N cC L 4/ E N N U n U a� o a w m p u v a�i C aa) p C d0 m v ,� n N a u W a E n 0 — X a LL U n N 0 w Provide pre -requisites A R I I I { t Complete pre -requisites I A R C C Conduct orientation A I R I I I I I Solution orientation materials Training Plan 6.2,2 Current & Future State Analysis The Current & Future State Analysis provides the Project stakeholders and Tyler an understanding of process changes that will be achieved with the new system. The City and Tyler will evaluate current state processes, options within the new software, pros and cons of each based on current or desired state and make decisions about the future state configuration and processing. This may occur before or within the same timeframe as the configuration work package. The options within the new software will be limited to the scope of this implementation and will make use of standard Tyler functionality. The City will adopt the existing Tyler solution wherever possible to avoid project schedule and quality risk from over customization of Tyler products. It is the City's responsibility to verify that in -scope requirements are being met throughout the implementation if functional requirements are defined as part of the contract. The following guidelines will be followed when evaluating if a modification to the product is required: ■ A reasonable business process change is available. • Functionality exists which satisfies the requirement. ■ Configuration of the application satisfies the requirement. ■ An in -scope modification satisfies the requirement. Requirements that are not met will follow the agreed upon change control process and can have impacts on the project schedule, scope, budget, and resource availability. STAGE 2 1 Current & Future State Analysis I I Tvle, I City RACI MATRIX KEY: R = Responsible o A = Accountable a`, :° fO a C = Consulted I= Informed a`, U ON y a) X v fp C C O o0 C O to U > N C O a'' E W �/1 rya b0 W N M 2 N C t✓ O Q) Ln v 5 l/1 O M C a) J m ,U (tea C J > N N Q — M (9 a1 > Ga E ai U u Q) () C � S.. �", a) y x O O n E :° T �O u Q) aa; — W X N ,N O C J N L 1 7 O_ -0 C u a) W V_ m u_ U En 0 W Current State process A R I I I C C C C C review Discuss future -state A R C C C C C C C C options Make future -state decisions non -COTS C C C C C A R I C C Document anticipated configuration options required to support A R C C C future state Inputs City current state documentation Solution Orientation completion Outputs / Acceptance Criteria [only] for Deliverables Deliverables Documentation that describes future -state Delivery of document decisions and configuration options to support future -state decisions. Work package assumptions: ■ City attendees possess sufficient knowledge and authority to make future state decisions. • The City is responsible for any documentation of current state business processes. • The City can effectively communicate current state processes. 6.2.3 Data Assessment Given the completion of the Current & Future State Analysis, the Data Assessment will provide the implementation team the design for data delivery prior to configuration. The data Assessment will also allow the Tyler and the City teams to identify the data that will be configured within the Tyler System. The team will develop and map out dataset structures to ensure that data is structured in a way that allows maximum utility. The teams will review any existing data publish and metadata standards for the City's current data program to determine any necessary adjustments or configuration needs. Finally, the implementation team develops data workflows to map data from the source system(s) into the Tyler system, discussing any additional data requirements as needed. Objectives: ■ Communicate a common understanding of the project goals with respect to data. ■ Ensure complete and accurate source data is available for review/transfer. • If source data is a Tyler legacy system, Tyler performs the data mappings. If source data is from a third -party, client is responsible for mapping the data from the source to the Tyler system. • Document the data conversion/loading approach. STAGE 2 Data Conversion Assessment Tyler City RACI MATRIX KEY: R = Responsible o GJ A = Accountable c `6 (U 0 a C = Consulted to I=Informed g U .5 o � E O a t10 C Cr O W O to U ' j N C O E N en N a O Lm LU - ] fa a) T v C CM c C O V`01 'ni E 0 M ai M ro J a� v n o ro U v � m C E aJ m U u ai E °� O- °� o c w n x w ro o r u Ln c a� u a C v a o O 5 c a) C m U w m CL a u T — L� I Lna iiU CN I LL Extract Data from Source I C A it Systems Complete Data Analysis/Mapping A R C C I C C I Review and Scrub Source Data I I I A R C I Build/Update Data Conversion Plan R C C C I I I I Inputs City Source data City Source data Documentation (if available) Outputs / Acceptance Criteria [only] for Deliverables Deliverables Data Conversion Plan built/updated (if City Acceptance of Data Conversion Plan, if applicable) Applicable City acceptance of Solution Design Document Work package assumptions: If the source data is a Tyler system Tyler's Conversion Engineers extract and map the data into the standard Munis conversion format. If the source data is from a third -party the client will provide Tyler with the data in a mutually agreed upon format. Tyler will work with the City representatives to identify business rules before writing the conversion. City subject matter experts and resources most familiar with the current data will be involved in the data conversion planning effort. 6.2.4 Conversion Assessment Data Conversions are a major effort in any software implementation. Tyler's conversion tools facilitate the predictable, repeatable conversion process that is necessary to support a successful transition to the Tyler system. The first step in this process is to perform an assessment of the existing ("legacy") system(s), to better understand the source data, risks, and options available. Once the data has been analyzed, the plan for data conversion is completed and communicated to the appropriate stakeholders. Objectives: • Communicate a common understanding of the project goals with respect to data. • Ensure complete and accurate source data is available for review/transfer. ■ Map the data from the source to the Tyler system. ■ Document the data conversion/loading approach. STAGE 2 Data Conversion Assessment Tyler City RACI MATRIX KEY R = Responsible o A = Accountable c :° a C = Consulted N Y t I= Informed g u° 7 W a� Q N a fl0 o c c o a`� 00 c o Ei vi N u v co +_ E a 8 N °� w ai S W -0 in c o o t' O �n u d EO n c j N N Q N (9 d j m L E U E v , E ai w `° y u c v v' v v 'p o C w N w -o c U y Q E O Q E Q a = cui d C w a w Lna �i vim+ w Extract Data from Source Systems I C A R Review and Scrub I I I A R C Source Data FHI Build/Update Data Conversion Plan 6. R C C 11 I C ! I I Inputs City Source data City Source data Documentation (if available) Outputs / Acceptance Criteria [only] for Deliverables Deliverables Data Conversion Plan built/updated City Acceptance of Data Conversion Plan, if Applicable Work package assumptions: • Tyler will be provided with data from the Legacy system(s) in a mutually agreed upon format. • Tyler will work with the City representatives to identify business rules before writing the conversion. ■ City subject matter experts and resources most familiar with the current data will be involved in the data conversion planning effort. 6.2.5 Intentionally left blank. 6.2,6 Intentionally left blank. 6.2.7 Control Point 2: Assess & Define Stage Acceptance Acceptance criteria for this Stage includes completion of all criteria listed below. Note: Advancement to the Prepare Solution Stage is dependent upon Tyler's receipt of the Stage Acceptance. Assess & Define Stage Deliverables: • Documentation of future state decisions and configuration options to support future state decisions. ■ Modification specification document. ■ Assess & Define Stage Acceptance Criteria: ■ All stage deliverables accepted based on criteria previously defined. ■ Solution Orientation is delivered. • Conversion data extracts are received by Tyler. ■ Data conversion plan built. 6.3 Prepare Solution During the Prepare Solution stage, information gathered during the Initiate & Plan and Assess & Define stages will be used to install and configure the Tyler software solution. Software configuration will be validated by the City against future state decisions defined in previous stages and processes refined as needed to ensure business requirements are met. 6.3.1 Initial System Deployment The timely availability of the Tyler Solution is important to a successful Project implementation. The success and timeliness of subsequent work packages are contingent upon the initial system deployment of Tyler Licensed Software on an approved network and infrastructure. Delays in executing this work package can affect the project schedule. Objectives: ■ All licensed software is installed and operational. • The City can access the software. STAGE 3 Initial System Deployment (Hosted/SaaS)* Tyler city, RACI MATRIX KEY: v R = Responsible o 0 A =Accountable ;° J C = Consulted I C In + I = Informed rO C o U � U_ N v C a) N a w 00 N O a`-+ 00 ro O +-� a? O (UO N O = OD ro v� r0 N ai rho = r9 fu N t_ O In u a O J ro ro C > U) a) a N N N N CD C N E i N rp �..' t7 a)N �( W U !H U C En Y .� 7 C +� U O y U (U W C U o u C E E /o 41 — - s O N 4J w a O w v� a ii O w Prepare hosted A R I C environment Install Licensed Software with Initial Database on A R C Server(s) for Included Environments Install Licensed Software on City Devices (if I C A R applicable) Tyler System Administration A R I C Training (if applicable) Outputs / Deliverables Acceptance Criteria [only] for Deliverables Licensed Software is Installed on the Server(s) Software is accessible Licensed Software is Installed on City Devices (if applicable) Software is accessible Installation Checklist/System Document System meets prescribed checklist Infrastructure Design Document (C&J — If Applicable) Work package assumptions: ■ The most current available version of the Tyler Licensed Software will be installed. • The City will provide network access for Tyler modules, printers, and Internet access to all applicable City and Tyler Project staff. 6.3.2 Configuration The purpose of Configuration is to prepare the software product for validation. Tyler staff collaborates with the City to complete software configuration based on the outputs of the future state analysis performed during the Assess and Define Stage. The City collaborates with Tyler staff iteratively to validate software configuration. Objectives: • Software is ready for validation. ■ Educate the City Power User how to configure and maintain software. ■ Prepare standard interfaces for process validation (if applicable). STAGE 3 Configuration Tvler City RACI MATRIX KEY: R = Responsible v o A = Accountable w B co a C = Consulted I to C J =Informed u ° N X -0� M C O M C O L W o + E: N fD -0 Q1 W N U1 = N f6 > f0 C N C f6 fa a) � ai d = C O M a) N M •U ` N d Ln > 0 rp ro Y ro J U W c a� to C U O d) on U �, u c CL `Eru a uwvai w Lp. c(U i m . Oo wW u Conduct configuration training A R I C C Complete Tyler configuration tasks A R I I (where applicable) Complete City configuration tasks I C A R C (where applicable) Standard interfaces configuration and A R C I C C C training (if applicable) Updates to Solution Validation testing plan C C A R C C Inputs I Documentation that describes future state decisions and configuration options to support future state decisions. Outputs / Deliverables Confieured Work package assumptions: Acceptance Criteria [only] for Deliverables Tyler provides guidance for configuration options available within the Tyler software. The City is responsible for making decisions when multiple options are available. 6.3.3 Process Refinement Tyler will educate the City users on how to execute processes in the system to prepare them for the validation of the software. The City collaborates with Tyler staff iteratively to validate software configuration options to support future state. Objectives: • Ensure that the City understands future state processes and how to execute the processes in the software. ■ Refine each process to meet the business requirements. ■ Validate standard interfaces, where applicable. • Validate forms and reports, where applicable. STAGE 3 Process Refinement Tyler — City RACI MATRIX KEY: R = Responsible a` o A = Accountable W ° J C = Consulted = Informed fO O u _ `) Z v `o v +_ C:I °) E a- Q 0 to co C (cO C: O Y cu po M c O ++ N L in N O E o no M a Q) ai m C w a N _ r0 L ✓ M ++ �' O rn j (AU M M r6 +..' a W U to y C O U) E U O a) O CL U N O Q Y 0 C U �..i a) 7 U N �- to r6 0)wx -OC C U nQ Wa ` Conduct process A R I C I C training Confirm process decisions I C A R C I C Test configuration I C A R C Refine configuration (City I C A R C Responsible) Refine configuration (Tyler A R I I Responsible) Validate interface I C C A R C C process and results Update City - specific process documentation (if I C A R C applicable) Updates to Solution Validation C C A R C C testing plan Inputs Initial Configuration Documentation that describes future state decisions and configuration options to support future state decisions. Solution validation test plan Outputs / Acceptance Criteria [only] for Deliverables Deliverables Updated solution validation test plan Completed City -specific process documentation (completed by City) Work package assumptions: ■ None 6.3.4 Conversion Delivery The purpose of this task is to transition the City's data from their source ("legacy") system(s) to the Tyler system(s). The data will need to be mapped from the legacy system into the new Tyler system format. A well - executed data conversion is key to a successful cutover to the new system(s). With guidance from Tyler, the City will review specific data elements within the system and identify / report discrepancies. Iteratively, Tyler will collaborate with the City to address conversion discrepancies. This process will allow for clean, reconciled data to transfer from the source system(s) to the Tyler system(s). Reference Conversion Appendix for additional detail. Load Data for Testing Pull Data & Write & Run Conversion Conversion Map Validate Final Balancing Conversion Conversion Res view Program Data Completed Conversion Reports Report & Correct Errors Objectives: • Data is ready for production (Conversion). STAGE 3 Data Delivery & Conversion Tyler City RACI MATRIX L KEY: ai o R = Responsible a c :° (a A =Accountable C J C= Consulted a`, 2 `°, v i> N m a, a) a In I =informed M° v no 0�^ m v a, _ c c v O vvr .Z U M N m -J > a E E a j ro �o -C a1 > a+ oo C 2 = E v� � m u a) T U 'p N n m -O .i u C al u a9 t N 'p y 1..3 C 13Da) C ra � a a C u W CaC C 2 cco L W 2 LL L n En W ai Provide data crosswalks/code A C R t 1 mapping tool Populate data crosswalks/code I C C A R C mapping tool Iterations: Conversion A C R l Development Iterations: Deliver A R I I converted data Iterations: Proof/Review data and C C C A R C C reconcile to source system Data Conversion Plan Confieuration Outputs / Acceptance Criteria [only] for Deliverables Deliverables Code Mapping Complete / Validated Conversion Iterations / Reviews Complete Conversion complete, verified, and ready for final pass Work package assumptions: ■ The City will provide a single file layout per source system as identified in the investment summary. ■ The City subject matter experts and resources most familiar with the current data will be involved in the data conversion effort. ■ The City project team will be responsible for completing the code mapping activity, with assistance from Tyler. 6.3.5 Intentionally left blank. 6.3.6 Intentionally left blank. 6.3.7 Control Point 3: Prepare Solution Stage Acceptance Acceptance criteria for this Stage includes all criteria listed below in each Work Package. Note: Advancement to the Production Readiness Stage is dependent upon Tyler's receipt of the Stage Acceptance. Prepare Solution Stage Deliverables: ■ Licensed software is installed. • Installation checklist/system document. • Conversion iterations and reviews complete. Prepare Solution Stage Acceptance Criteria: • All stage deliverables accepted based on criteria previously defined. • Software is configured. • Solution validation test plan has been reviewed and updated if needed. 6.4 Production Readiness Activities in the Production Readiness stage will prepare the City team for go -live through solution validation, the development of a detailed go -live plan and end user training. A readiness assessment will be conducted with the City to review the status of the project and the organizations readiness for go -live. 6.4.1 Solution Validation Solution Validation is the end -to -end software testing activity to ensure that the City verifies all aspects of the Project (hardware, configuration, business processes, etc.) are functioning properly, and validates that all features and functions per the contract have been deployed for system use. Objectives: • Validate that the solution performs as indicated in the solution validation plan. ■ Ensure the City organization is ready to move forward with go -live and training (if applicable). STAGE 4 Solution Validation City RACI MATRIX KEY: R = Responsible v o A = Accountable M ai a C = Consulted m VI N J a� L I=Informed 2 C U Z o O Y C E U Q � C o ou C o Ln U C o E ro U b0 W a5 f0 Q _ N N 'C C O Ln U ti7 E O J M co c U ++ N E Z> N E Q x N u N U U bD C � C O U u U �' U N U d U N '0 W Q c�LJ �O C U a.+ W Y � UJ Z a) U U O .y C OD tU U [o CL D L w E a E o — w L' Ln O_ 75 t o w Update Solution Validation plan A R C C C C Update test scripts (as applicable) C C C A R C Perform testing C C C A R C Document issues from testing C C C A R C Perform required follow- A R C C C C up on issues Inputs Solution Validation plan Completed work product from prior stages (configuration, business process, etc.) Outputs / Deliverables Acceptance Criteria [only] for Deliverables Solution Validation Report City updates report with testing results Work package assumptions: • Designated testing environment has been established. • Testing includes current phase activities or deliverables only. 6.4.2 Go -Live Readiness Tyler and the City will ensure that all requirements defined in Project planning have been completed and the Go -Live event can occur, as planned. A go -live readiness assessment will be completed identifying risks or actions items to be addressed to ensure the City has considered its ability to successfully Go -Live. Issues and concerns will be discussed, and mitigation options documented. Tyler and the City will jointly agree to move forward with transition to production. Expectations for final preparation and critical dates for the weeks leading into and during the Go -Live week will be planned in detail and communicated to Project teams. Objectives: Action plan for go -live established. Assess go -live readiness. Stakeholders informed of go -live activities. STAGE 4 Go -Live Readiness Tyler City RACI MATRIX KEY: R = Responsible o A = Accountable Bto J C = Consulted M I= Informed cu 0 U o a, a) C a m C O Oo O In a) U vi U C + E Oo M W W N N M 2 t0 c� L N N C C tp C O N N N a N �'-� C: > J C � QJ an J ] i U) E +' 0) E a X U N U_ o) Vl ) , po C +� C O o) U E N U a�i O a U N o O a W Y .t_ p C U Y a) 7 a) U a) o iF, c bo o W _ D a C U w E a E m — w }' a �i L n O w N Perform Readiness Assessment i A R C C I C I I I I I Conduct Go -Live planning A R C C C C C C C session Order peripheral hardware (if applicable) I A R C Confirm procedures for Go -Live issue reporting & A R I I t I C C I I I I I resolution Develop Go -Live checklist A R C C C C I C C Final system infrastructure review TA R C C (where applicable) Inputs Future state decisions Go -live checklist Outputs / Deliverables Acceptance Criteria [only] for Deliverables Updated go -live checklist I Updated Action plan and Checklist for go -live delivered to the City Work package assumptions: • None 6.4.3 End User Training End User Training is a critical part of any successful software implementation. Using a training plan previously reviewed and approved, the Project team will organize and initiate the training activities. Train the Trainer: Tyler provides one occurrence of each scheduled training or implementation topic. City users who attended the Tyler sessions may train additional users. Additional Tyler led sessions may be contracted at the applicable rates for training. Tyler will provide standard application documentation for the general use of the software. It is not Tyler's responsibility to develop City specific business process documentation. City -led training labs using City specific business process documentation if created by the City can be added to the regular training curriculum, enhancing the training experiences of the end users. Objectives: • End users are trained on how to use the software prior to go -live. ■ The City is prepared for on -going training and support of the application. STAG E4 End User Training T y ler City RACI MATRIX KEY: R = Responsible aU o A = Accountable `v a a C =Consulted I=Informed I u y o E CL X En !9 C Uj C d u a - o W ru .D v N W N y c M c o cn -` n o M C j (U Cl at a t9 M N > 00 �_ n Ccu 7 OJ U 0, W �'"' C 7 C vCL U �, CO m ra QJ n a u � C x '� 0 C: 0 w N w a d �i V+ Update training plan A R J C C I C End User training (Tyler- led) A R C C C C C C Train -the -trainer A R C C C I End User training (City- LC led C C A R I C C Inputs Training Plan List of End Users and their Roles / Job Duties Configured Tyler System Outputs / Acceptance Criteria [only] for Deliverables Deliverables End User Training City signoff that training was delivered Work package assumptions: The City project team will work with Tyler to jointly develop a training curriculum that identifies the size, makeup, and subject -area of each of the training classes. Tyler will work with the City as much as possible to provide end -user training in a manner that minimizes the impact to the daily operations of City departments. The City will be responsible for training new users after go -live (exception —previously planned or regular training offerings by Tyler). 6.4.4 Control Point 4: Production Readiness Stage Acceptance Acceptance criteria for this stage includes all criteria listed below. Advancement to the Production stage is dependent upon Tyler's receipt of the stage acceptance. Production Readiness stage deliverables: Solution Validation Report. Update go -live action plan and/or checklist. End usertraining. Production Readiness stage acceptance criteria: All stage deliverables accepted based on criteria previously defined. Go -Live planning session conducted. 6.5 Production Following end user training the production system will be fully enabled and made ready for daily operational use as of the scheduled date. Tyler and the City will follow the comprehensive action plan laid out during Go - Live Readiness to support go -live activities and minimize risk to the Project during go -live. Following go -live, Tyler will work with the City to verify that implementation work is concluded, post go -live activities are scheduled, and the transition to Client Services is complete for long-term operations and maintenance of the Tyler software. 6.5.1 Go -Live Following the action plan for Go -Live, defined in the Production Readiness stage, the City and Tyler will complete work assigned to prepare for Go -Live. The City provides final data extract and Reports from the Legacy System for data conversion and Tyler executes final conversion iteration, if applicable. If defined in the action plan, the City manually enters any data added to the Legacy System after final data extract into the Tyler system. Tyler staff collaborates with the City during Go -Live activities. The City transitions to Tyler software for day -to day business processing. Some training topics are better addressed following Go -Live when additional data is available in the system or based on timing of applicable business processes and will be scheduled following Go -Live per the Project Schedule. Objectives: ■ Execute day to day processing in Tyler software. ■ City data available in Production environment. STAGE 5 Go -Live Tyler City RACI MATRIX KEY: R = Responsible a� o A = Accountable '° a C = Consulted C J I = informed `° o U U - a, Y C v U x C _O OUD O U o C a--� N -0 U ra w co N f0 C f0 O N ✓1 U Q to O C ,p J M C ro �-+ O1 > N CC C �+ N � Q X M U N U U Ul > ++ U C U C O �..� U N U1 U U U1 0- lj 'p a LLJ M +' E -O O L U C N U U ai Ql U U C � to U U - t+ U_ 'O L U w c- Q O - w vi a Ui U n 0 w N Provide final source data extract, if applicable C C A R Final source data pushed into production environment, if A C R I C C C applicable Proof final converted data, if applicable C C C A R C Complete Go -Live activities as defined in C C C A R C I C the Go -Live action plan Provide Go -Live assistance A R C C I C C i C i C Inputs Comprehensive Action Plan for Go -Live Final source data (if applicable) Outputs I Acceptance Criteria [only] for Deliverables Deliverables Data is available in production environment City confirms data is available in production environment Work package assumptions: ■ The City will complete activities documented in the action plan for Go -Live as scheduled. ■ External stakeholders will be available to assist in supporting the interfaces associated with the Go - Live live process. ■ The City business processes required for Go -Live are fully documented and tested. ■ The City Project team and subject matter experts are the primary point of contact for the end users when reporting issues during Go -Live. • The City Project Team and Power User's provide business process context to the end users during Go - Live. 6.5.2 Transition to Client Services This work package signals the conclusion of implementation activities for the Phase or Project with the exception of agreed -upon post Go -Live activities. The Tyler project manager(s) schedules a formal transition of the City onto the Tyler Client Services team, who provides the City with assistance following Go -Live, officially transitioning the City to operations and maintenance. Objectives: ■ Ensure no critical issues remain for the project teams to resolve. ■ Confirm proper knowledge transfer to the City teams for key processes and subject areas. STAGE 5 Transition to Client Services Tyler City RACI MATRIX KEY: R = Responsible o A = Accountable m M cu PL C =Consulted C � +• I = Informed w c a� - ai a) c o' a a '^ c v o O �, w m m m m c O a U N E d m C m a� J m m C m J j 41 N Q m _ m v 9 00 C I ai U E a E N w Ln F, 3 u L a)cu o m Y ti aU tf m in c y rar o a m ccp U 4/ aU U1 v O L fl v UJ W C d L W U) d LL U n W 11 Transfer City to Client Services and review I I A I I R I I C C C issue reporting and resolution processes Review long term maintenance and A K C C C continuous improvement Inputs I Open item/issues List Outputs / Acceptance Criteria [only] for Deliverables Deliverables Client Services Support Document Work package assumptions: ■ No material project issues remain without assignment and plan. 6.5.3 Post Go -Live Activities Some implementation activities are provided post -production due to the timing of business processes, the requirement of actual production data to complete the activities, or the requirement of the system being used in a live production state. Objectives: Schedule activities that are planned for after Go -Live. Ensure issues have been resolved or are planned for resolution before phase or project close. STAGE 5 Post Go -Live Activities Tyler - City RACI MATRIX KEY: R = Responsible v o A = Accountable C = Consulted � C VI V1 Y L I= Informed �,tw 0 2 ,� `o a v E a X u C 0 to fp w ra N = c� L YO Fes+ (cCp YO Y 0 t' Ca) O V) 'j Vl E U m N fD aU 0 J > a) L a) CL f6 f6 `� > � cc� G C cN L E at f0 E U Nd W 4=. C C C U U .0 bn U N t.., D ? .0 t X C E W n 0- Ln0UJ Schedule contracted activities that are planned for delivery A R C C C C I C C I C C after go -live Determine resolution plan in preparation for phase or project close A R C C C I C C I C out Inputs I List of post Go -Live activities Outputs / Acceptance Criteria [only] for Deliverables Deliverables Updated issues log Work package assumptions: ■ System is being used in a live production state. 6.5.4 Control Point 5: Production Stage Acceptance Acceptance criteria for this Stage includes completion of all criteria listed below: ■ Advancement to the Close stage is not dependent upon Tyler's receipt of this Stage Acceptance. ■ Converted data is available in production environment. Production Stage Acceptance Criteria: All stage deliverables accepted based on criteria previously defined. Go -Live activities defined in the Go -Live action plan completed. Client services support document is provided. 6.6 Close The Close stage signifies full implementation of all products purchased and encompassed in the Phase or Project. The City transitions to the next cycle of their relationship with Tyler (next Phase of implementation or long-term relationship with Tyler Client Services). 6.6.1 Phase Closeout This work package represents Phase completion and signals the conclusion of implementation activities for the Phase. The Tyler Client Services team will assume ongoing support of the City for systems implemented in the Phase. Objectives: • Agreement from Tyler and the City teams that activities within this phase are complete. STAGE 6 Phase Close Out Tyler City RACI MATRIX KEY: - R = Responsible I o A = Accountable W 2di C = Consulted I= Informed I a, ° y am c c o ki cca o E o n ro m waoi f D crp o co rau cu tm c E: a`i u C T u Ql E v �; w v t `� c u '= u N u m m C ra X a E a 4n aui _ °� X + p c Q m c u uu w a w �+ u_ O w Reconcile project budget and status of contract I I A R i I C Deliverables Hold post phase review A R C C C C C C C C C meeting Release phase - dependent Tyler project A R I 1 resources Participants Tyler City Project Leadership Project Manager Project Manager Project Sponsor(s) Implementation Consultants Functional Leads, Power Users, Technical Leads Technical Consultants (Conversion, Deployment, Development) Client Services Inputs Contract Statement of Work Project artifacts Outputs / Deliverables Final action plan (for outstanding items Reconciliation Report Post Phase Review Work package assumptions: Acceptance Criteria [only] for Deliverables ■ Tyler deliverables for the phase have been completed. 6.6,2 Project Closeout Completion of this work package signifies final acceptance and formal closing of the Project. At this time the City may choose to begin working with Client Services to look at continuous improvement Projects, building on the completed solution. Objectives: • Confirm no critical issues remain for the project teams to resolve. ■ Determine proper knowledge transfer to the City teams for key processes and subject areas has occurred. • Verify all deliverables included in the Agreement are delivered. STAGE 6 Project Close Out Tyler City RACI MATRIX KEY: R = Responsible v A = Accountable � T a C= Consulted M c J w I = Informed on O Z v o E w 0 M c c c a`) c o a) u Q) o E m a a� A v i M C L M t_ c O N 'j N O (CQ. +� fII C J j QC) E c1 N E Q. w M � M u N ^ > 00 c c(CO L u ot'i u U a a °) o p r c a� X v m o C: L a a c 0) w a' o w d w t O CU O w` v Conduct post project A R C C C C C C C C C review Deliver post project report to City and Tyler I A R I C leadership Release Tyler project I A R I I resources Inputs Contract Statement of Work Outputs / Deliverables Acceptance Criteria [only] for Deliverables Post Project Report City acceptance; Completed report indicating all project Deliverables and milestones have been completed Work package assumptions: • All project implementation activities have been completed and approved. ■ No critical project issues remain that have not been documented and assigned. ■ Final project budget has been reconciled and invoiced. • All Tyler deliverables have been completed. 6.6.3 Control Point 6: Close Stage Acceptance Acceptance criteria for this Stage includes completion of all criteria listed below. Close Stage Deliverables: ■ Post Project Report. Close Stage Acceptance Criteria: • Completed report indicating all Project deliverables and milestones have been completed. 7. General Assumptions Tyler and the City will use this SOW as a guide for managing the implementation of the Tyler Project as provided and described in the Agreement. There are a few assumptions which, when acknowledged and adhered to, will support a successful implementation. Assumptions related to specific work packages are documented throughout the SOW. Included here are general assumptions which should be considered throughout the overall implementation process. 7.1 Project • Project activities will begin after the Agreement has been fully executed. ■ The City Project Team will complete their necessary assignments in a mutually agreed upon timeframe to meet the scheduled go -live date, as outlined in the Project Schedule. ■ Sessions will be scheduled and conducted at a mutually agreeable time. ■ Additional services, software modules and modifications not described in the SOW or Agreement will be considered a change to this Project and will require a Change Request Form as previously referenced in the definition of the Change Control Process. ■ Tyler will provide a written agenda and notice of any prerequisites to the City project manager(s) ten (10) business days or as otherwise mutually agreed upon time frame prior to any scheduled on -site or remote sessions, as applicable. • Tyler will provide guidance for configuration and processing options available within the Tyler software. If multiple options are presented by Tyler, the City is responsible for making decisions based on the options available. • Implementation of new software may require changes to existing processes, both business and technical, requiring the City to make process changes. ■ The City is responsible for defining, documenting, and implementing their policies that result from any business process changes. 7.2 Organizational Change Management Unless otherwise contracted by Tyler, City is responsible for managing Organizational Change. Impacted City resources will need consistent coaching and reassurance from their leadership team to embrace and accept the changes being imposed by the move to new software. An important part of change is ensuring that impacted City resources understand the value of the change, and why they are being asked to change. 7.3 Resources and Scheduling • City resources will participate in scheduled activities as assigned in the Project Schedule. ■ The City team will complete prerequisites prior to applicable scheduled activities. Failure to do so may affect the schedule. • Tyler and the City will provide resources to support the efforts to complete the Project as scheduled and within the constraints of the Project budget. • Abbreviated timelines and overlapped Phases require sufficient resources to complete all required work as scheduled. ■ Changes to the Project Schedule, availability of resources or changes in Scope will be requested through a Change Request. Impacts to the triple constraints (scope, budget, and schedule) will be assessed and documented as part of the change control process. ■ The City will ensure assigned resources will follow the change control process and possess the required business knowledge to complete their assigned tasks successfully. Should there be a change in resources, the replacement resource should have a comparable level of availability, change control process buy -in, and knowledge. ■ The City makes timely Project related decisions to achieve scheduled due dates on tasks and prepare for subsequent training sessions. Failure to do so may affect the schedule, as each analysis and implementation session is dependent on the decisions made in prior sessions. • The City will respond to information requests in a comprehensive and timely manner, in accordance with the Project Schedule. • The City will provide adequate meeting space or facilities, including appropriate system connectivity, to the project teams including Tyler team members. ■ For on -site visits, Tyler will identify a travel schedule that balances the needs of the project and the employee. 7.4 Data ■ Data will be converted as provided and Tyler will not create data that does not exist. ■ The City is responsible for the quality of legacy data and for cleaning or scrubbing erroneous legacy data. ■ Tyler will work closely with the City representatives to identify business rules before writing the conversion. The City must confirm that all known data mapping from source to target have been identified and documented before Tyler writes the conversion. ■ All in -scope source data is in data extract(s). • Each legacy system data file submitted for conversion includes all associated records in a single approved file layout. ■ The City will provide the legacy system data extract in the same format for each iteration unless changes are mutually agreed upon in advance. If not, negative impacts to the schedule, budget and resource availability may occur and/or data in the new system may be incorrect. ■ The City Project Team is responsible for reviewing the converted data and reporting issues during each iteration, with assistance from Tyler. ■ The City is responsible for providing or entering test data (e.g., data for training, testing interfaces, etc.) 7.5 Facilities ■ The City will provide dedicated space for Tyler staff to work with City resources for both on -site and remote sessions. If Phases overlap, City will provide multiple training facilities to allow for independent sessions scheduling without conflict. • The City will provide staff with a location to practice what they have learned without distraction. 8. Glossary or Term Definition Acceptance Confirming that the output or deliverable is suitable and conforms to the agreed upon criteria. Accountable The one who ultimately ensures a task or deliverable is completed; the one who ensures the prerequisites of the task are met and who delegates the work to those responsible. [Also see RACI] Application A computer program designed to perform a group of coordinated ) functions, tasks, or activities for the benefit of the user. Application Programming Interface (API) A defined set of tools/methods to pass data to and received data from Tyler software products Agreement This executed legal contract that defines the products and _ services to be implemented or performed. _ Business Process The practices, policy, procedure, guidelines, or functionality that the client uses to complete a specific job function. _ Business Requirements Document A specification document used to describe Client requirements for contracted software modifications. Change Request _ A form used as part of the Change Control process whereby changes in the scope of work, timeline, resources, and/or budget are documented and agreed upon by participating parties. Change Management r Guides how we prepare, equip and support individuals to successfully adopt change in order to drive organizational success &outcomes Code Mapping [where applicable] _ An activity that occurs during the data conversion process whereby users equate data (field level) values from the old system to the values available in the new system. These may be one to one or many to one. Example: Old System [Field = eye color] [values = BL, Blu, Blue] maps to New Tyler System [Field = Eye Color] [value = Blue]. Consulted Those whose opinions are sought, typically subject matter experts, and with whom there is two-way communication. [Also see RACI] _ Control Point This activity occurs at the end of each stage and serves as a formal and intentional opportunity to review stage deliverables and required_ acceptance criteria for the stage have been met. Data Mapping [where applicable] The activity determining and documenting where data from the legacy system will be placed in the new system; this typically involves prior data analysis to understand how the data is currently used in the legacy system and how it will be used in the new system. i Deliverable A verifiable document or service produced as part of the Project, as defined in the work packages. Go -Live The point in time when the Client is using the Tyler software to conduct daily operations in Production. I Informed Those who are kept up-to-date on progress, often only on completion of the task or deliverable, and with whom there is just one-way communication. [Also see RACI] Infrastructure The composite hardware, network resources and services required for the existence, operation, and management of the Tyler software. Interface A connection to and potential exchange of data with an external system or application. Interfaces may be one way, with data leaving the Tyler system to another system or data entering Tyler from another system, or they may be bi-directional with data both leaving and entering Tyler and another system. Integration A standard exchange or sharing of common data within the Tyler system or between Tyler applications Legacy System The software from which a client is converting. Modification Custom enhancement of Tyler's existing software to provide features or functions to meet individual client requirements documented within the scope of the Agreement. On -site Indicates the work location is at one or more of the client's physical office or work environments. Organizational Change The process of changing an organization's strategies, processes, procedures, technologies, and culture, as well as the effect of such changes on the organization. Output A product, result or service generated by a process. Peripheral devices An auxiliary device that connects to and works with the computer in some way. Some examples: scanner, digital camera, printer. — — A portion of the Project in which specific set of related applications are typically implemented. Phases each have an independent start, Go -Live and closure dates but use the same Implementation Plans as other Phases of the Project. Phases may overlap or be sequential and may have different Tyler resources assigned. Project The delivery of the software and services per the agreement and the Statement of Work. A Project may be broken down into multiple Phases. RACI A matrix describing the level of participation by various roles in completing tasks or Deliverables for a Project or process. Individuals or groups are assigned one and only one of the following roles for a given task: Responsible (R), Accountable (A), _ — - Consulted (C) or Informed (1). Remote Indicates the work location is at one or more of Tyler's physical offices or work environments. Responsible Those who ensure a task is completed, either by themselves or delegating to another resource. [Also see RACI] Scope Products and services that are included in the Agreement. Solution Stage Standard Statement of Work (SOW) Test Scripts Training Plan Validation (or to validate) Work Breakdown Structure (WBS) Work Package The implementation of the contracted software product(s) resulting in the connected system allowing users to meet Project goals and gain anticipated efficiencies. The top-level components of the WBS. Each Stage is repeated for individual Phases of the Project. _ Software functionality that is included in the base software (off - the -shelf) package-, is not customized or modified. Document which will provide supporting detail to the Agreement 1 defining Project -specific activities, services, and Deliverables. The collective group of software and hardware that is used by the organization to conduct business. The steps or sequence of steps that will be used to validate or confirm a piece of functionality, configuration, enhancement, or Use Case Scenario. Document(s) that indicate how and when users of the system will be trained relevant to their role in the implementation or use of the system. The process of testing and approving that a specific Deliverable, l process, program, or product is working as expected. J{ A hierarchical representation of a Project or Phase broken down into smaller, more manageable components. A group of related tasks within a project Part 4: Appendices 9. Conversion 9.1.1 Accounting 9.1.1.1 Accounting - Actuals ■ Summary account balances • Up to 3 years 9.1.2 Accounting - Budgets ■ Original budget, budget adjustments, revised budget summaries for accounts • Up to3years 9,1,3 Accounts Payable ■ Vendor Master file including names, addresses, SSN/FID, contacts, phone numbers • Multiple remittance addresses ■ Year-to-date 1099 amounts 9.1,4 Accounts Payable -Checks ■ Check header data including vendor, warrant, check number, check date, overall check amount, GL cash account and clearing information ■ Check detail data including related document and invoice numbers for each check ■ Up to5years 9.1.5 Accounts Payable - Invoices ■ Invoice header data containing general information for the invoice ■ Invoice detail data containing line -specific information for the invoice ■ Up to 5 years 9.1.6 Capital Assets Master ■ Asset description, status, acquisition quantity, date and amount, codes for asset class, subclass, department, custodian, flags for capitalization and depreciation, estimated life, serial number, model, model year, depreciation method, life -to -date depreciation amount, last depreciation date, disposal information (if any), purchase information, if any (vendor, PO, Invoice) 9.1.7 General Billing ■ Customer information 9.1.8 General Billing —Bills 2 5 years of open and closed invoices • General Ledger information so open invoices can be processed in Enterprise ERP 9.1.9 General Billing— Recurring Invoices ■ General Billing Invoices that are sent on a regular basis • Header records with general information about the invoice • Detail records with line -specific information 9.1.10Project Accounting ■ Segments, account strings and fund string allocation table • Requires the use of a Tyler provided (Chart of Accounts) spreadsheet for design and entry of the data to be converted 9. 1. 11 Project Grant Accounting - ActuaIs • Summary project ledger string balances. If linking to GL, must be converted at the same time. ■ Up to 3 years 9.1.12Project Grant Accounting — Budget • Original project ledger budget amounts. If linking to GL, must be converted at the same time. ■ Up to 3 years 9.1.13Purchase Orders • Open purchase orders header data including vendor, buyer, date, accounting information, etc. • Open purchase orders detail data including line -item descriptions, quantities, amounts, etc. • Closed purchase orders header data including vendor, buyer, date, accounting information, etc. ■ Closed purchase orders detail data including line -item descriptions, quantities, amounts, etc. 9.1.14Human Resources Management ■ Payroll Employee Master data including data such as name, address, SSN, legacy employee ID, date of birth, hire date, activity status (such as active/inactive), leave/termination code and date, phone(s), e- address, marital status, gender, race, personnel status (such as full-time, part-time, etc.), highest degree, advice -delivery (print/email/both) and check location, plus primary group, job, location, and account information 9.1.15PayrolI — Certifications ■ Certification area and certification type codes, certification number and effective date, expiration date, and required -by date, codes for certification level and subjects 9.1.16Payroll — Education ■ Codes, for institution, type of degree, and area(s) of study 9.1.17Payroll — PM Action History ■ A variety of Personnel actions, such as job or salary changes and dates these events occurred. ■ Up to 5 years 9.1,18Payroll — Position Control • Position, description, status, job code, bargaining group, location, number of employees allowed for each, FTE percentage, GL account, and max/min grade and step 9.1.19Payroll — Recruiting ■ Application requisition applicant master data, plus applicant references, certifications, education, skills, tests, work history, and interviews 9.1.2OPayroll—Accrual Balances ■ Employee Accrual Balances including Vacation, Holiday, and other Leave balances ■ Start of year balance, earned to date, used to date 9.1.21Payroll — Accumulators ■ YTD, QTD, MTD amounts for employee pay and deductions ■ Needed for mid -calendar -year go -live ■ May not be needed if converting earnings/deductions history • Up to 5 years 9.1.22Payroll — Check History ■ Up to 5 years, additional years must be quoted. We convert amounts for earnings and deductions in employee check history, check number and date. 9.1.23Payroll — Earning/Deduction Hist. ■ Up to 5 years, additional years must be quoted. Earning and deduction history broken down my individual codes (earnings and deduction) and amounts per pay period, the detail of these lines, sums the check history in opt 4. 9.1.24Payroll - Deductions • Employee Deductions - including employee ID, deduction codes, tax information, and direct deposit information 9.1.25Payroll — State Retirement Tables ■ Specific state -required data, plus related service years information, when appropriate ■ Needed for some states 10. Additional Appendices 10.1 Intentionally left blank. 11. Project Timeline 11.1 ERP Project Timeline The Project Timeline establishes a target duration for each phase of the project. The timeline needs to account for resource availability, business goals, size and complexity of the project, and task duration requirements. These will be reviewed and adjusted, if needed, during the Initiate and Plan Stage. Refer to the Project Stages section of this SOW for information on work packages associated with each stage of the implementation. Durations may be revised when the Agreement is signed and further refined during the project. Eden to Enterprise ERP project start dates are dependent on wave availability. Waves are a common implementation start month for a group of Eden clients. Each wave has a designated number of slots available for clients to sign up — once those slots are full you must choose an alternate wave with availability. A signed agreement is required to reserve your spot in a specific wave. Functional Area(s) ModulesPhase 1 Financials . Accounting 12 Months . Accounts Payable • Budgeting or as defined in the Project Plan and . Capital Assets mutually agreed upon • Cash Management Average Days/Month: 7 • Contract Management . Project & Grant Accounting . Purchasing • Accounts Receivable • General Billing . Cashiering • Open Finance System Wide • Analytics & Reporting w Executive Insights • Enterprise Forms • Content Manager Core • Enterprise ERP Admin & Security 2 Human Resources . Payroll with Employee Access 12 Months Management . Human Resources & Talent Management or as defined in the Project Plan and . Time & Attendance w Mobile mutually agreed upon Access Average Days/Month: 5 11.2 Intentionally left blank. RESOLUTION NO. 15277 RESOLUTION AUTHORIZINGTHE CITY MANAGER TO EXECUTE A SOFTWARE SERVICES AGREEMENT WITH TYLER TECHNOLOGIES, INC. FOR A NEW ENTERPRISE RESOURCE PLANNING (ERP) SYSTEM AND TO APPROPRIATE AVAILABLE FUNDING TO SUPPORT YEAR 1 PROJECT COSTS THROUGH THE FY 2024-25 BUDGET PROCESS WHEREAS, the City of San Rafael wishes to replace its current Enterprise Resource Planning System which has been in use since fiscal year 2002-03; and WHEREAS, in March 2022, the City issued a Request for Proposal (RFP) and evaluated all responsive vendors; and WHEREAS, the City determined that the Tyler Technologies' MUNIS Enterprise Resource Planning (ERP) system best meets the City's financial and human resource management requirements; and WHEREAS, the City wishes to enter into a Software Services Agreement with Tyler Technologies, Inc. to design, implement and support the proposed MUNIS ERP System; and WHEREAS, staff has negotiated the terms of the proposed Software Services Agreement with Tyler Technologies for the development, licensing, implementation and ongoing support of the MUNIS ERP System to include one-time services and licensing fees as well as annual support for an initial term of three (3) years, at a cost not -to - exceed $1,101,499; and WHEREAS, funding for the implementation of a new ERP system is provided through funding set -aside within the City's General Fund and Technology Fund; and WHEREAS, appropriations supporting Year 1 of the ERP conversion project contract estimated at $684,864 will be included in the FY 2024-25 budget from available General Fund and Technology Fund resources; and NOW, THEREFORE, BE IT RESOLVED that: 1. The City Council of the City of San Rafael authorizes the City Manager to execute a contract with Tyler Technologies, Inc. for the development, licensing, implementation and support of a new MUNIS / ERP System for a term of three (3) years in an amount not -to -exceed $1,101,499. 2. The City Council authorizes the appropriation of funding from the General Fund and Technology Fund to support year 1 costs of the ERP conversion project as part of the FY 2024-25 budget development process. I, LINDSAY LARA, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of said City held on Tuesday, the 20th day of February 2024 by the following vote, to wit: AYES: Councilmembers: Kertz, Llorens Gulati & Mayor Kate NOES: Councilmembers: None ABSENT: Councilmembers: Bushey & Hill Lindsay Lara, City Clerk RAPq< s = m o CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: A na n ce Project Manager: Paul Navazio Extension: 3062 Contractor Name: Tyler Technologies Contractor's Contact: Jason Cloutier Contact's Email: Jason.Cloutier@tylertech.com ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT Project Manager a. Email PINS Introductory Notice to Contractor DATE Check/Initial 1 b. Email contract (in Word) and attachments to City 1/16/24 Attorney c/o Laraine.Gittens@cityofsanrafael.org City Attorney a. Review, revise, and comment on draft agreement 1/30/24 ❑XAD 2 and return to Project Manager 2/9/24 ❑ b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor ❑ 3 Department Director Approval of final agreement form to send to 3/11/24 ❑ PN Project Manager contractor Forward three (3) originals of final agreement to 4 ❑ contractor for their signature 5 Project Manager When necessary, contractor -signed agreement ❑ N/A agendized for City Council approval * CC 2/20/24 *City Council approval required for Professional Services ❑1 Agreements and purchases of goods and services that exceed Approved $75,000; and for Public Works Contracts that exceed $175,000 on Consent Reso No PRINT Project Manager Date of City Council approval 15277 CONTINUE ROUTING PROCESS WITH HARD COPY 6 Forward signed original agreements to City 3/26/24 Attorney with printed copy of this routing form 7 City Attorney Review and approve hard copy of signed agreement 8 City Attorney Review and approve insurance in PINS, and bonds (for Public Works Contracts) Agreement executed by City Council authorized 9 City Manager / Mayor _ official 10 City Clerk Attest signatures, retains original agreement and forwards copies to Project Manager San Rafael CA Tyler ERP SaaS Agreement Final Audit Report 2024-03-27 Created: 2024-03-27 By: Laraine Gittens (laraine.gittens@cityofsanrafael.org) Status: Signed Transaction ID: CBJCHBCAABAAMaXvHb7gliiOqu-3nc_Txu4G15Ogku_7 "San Rafael CA Tyler ERP SaaS Agreement" History , Document created by Laraine Gittens (laraine.gittens@cityofsanrafael.org) 2024-03-27 - 5:05:26 PM GMT- IP address: 199.88.113.8 P-4 Document emailed to cristine.alilovich@cityofsanrafael.org for signature 2024-03-27 - 5:08:05 PM GMT Email viewed by cristine.alilovich@cityofsanrafael.org 2024-03-27 - 5:11:36 PM GMT- IP address: 73.170.251.162 6m Signer cristine.alilovich@cityofsanrafael.org entered name at signing as Cristine Alilovich 2024-03-27 - 5:11:57 PM GMT- IP address: 73.170.251.162 6© Document e-signed by Cristine Alilovich (cristine.alilovich@cityofsanrafael.org) Signature Date: 2024-03-27 - 5:11:59 PM GMT - Time Source: server- IP address: 73.170.251.162 ZD Agreement completed. 2024-03-27 - 5:11:59 PM GMT Q Adobe Acrobat Sign San Rafael CA signed Final Audit Report Tyler ERP SaaS Agreement - Created: 2024-03-28 By: Stacey Gerard (stacey.gerard@tylertech.com) Status: Signed Transaction ID: CBJCHBCAABAAXSPu8p_7hfU434BmUOZYknmomGUTydEe 2024-03-28 "San Rafael CA Tyler ERP SaaS Agreement - signed" History Document created by Stacey Gerard (stacey.gerard@tylertech.com) 2024-03-28 - 1:34:16 PM GMT C'y Document emailed to Robert Kennedy -Jensen (rob.ken nedy Jensen@tylertech.com) for signature 2024-03-28-1:36:06 PM GMT Email viewed by Robert Kennedy -Jensen (rob.kennedy-jensen@tylertech.com) 2024-03-28-1:41:12 PM GMT d© Document e-signed by Robert Kennedy -Jensen (rob.kennedy-jensen@tylertech.com) Signature Date: 2024-03-28 - 1:41:25 PM GMT - Time Source: server t: Agreement completed. 2024-03-28 - 1:41:25 PM GMT �• Powered by '•;;', tyer Adobe �• tnoloq es Acrobat Sign