HomeMy WebLinkAboutPR 20964: ENTERPRISE RESOURCE PLANNING SYSTEM City
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INTEROFFICE MEMORANDUM
Date: August 27, 2019
To: The Honorable Mayor and City Council
Through: Ronald Burton, Interim City Manager
From: Fay Young, Information Technology Director j y,
RE: Proposed Resolution No. 20964— Enterprise Resource Planning System
Introduction:
The intent of this Agenda Item is to seek the City Council's authorization for the City Manager
to negotiate a contract with Tyler Technologies for the purchase and implementation of an
Enterprise Resource Planning (ERP) system.
Background:
On April 11, 2017 City Council approved a Five Year City-Wide Information Technology
Plan. Included in the plan is the replacement of the Enterprise Resource Planning(ERP)
system and the Municipal Court System. The current ERP system,referred to as Naviline, was
implemented in 1994. The needs and requirements of the City have outgrown the ability of the
system. Therefore the 5-year plan proposed that the system be replaced.
During the January 8, 2019 Council meeting, the Water Customer Service Division expressed
their need for a better Utilities system. In response to that need Council requested an update on
the 5-Year plan,with an emphasis on the timeline for the replacement of the ERP System.
During the January 15, 2019 Council meeting a review of the planned timeline was presented
along with a proposal of a very aggressive timeline that would fast-track the implementation of
a new ERP system. During that presentation Council gave the directive to present to them a
contract to fast track the selection and implementation of a new ERP system.
In response to Council's directive,on May 21,2019 via Proposed Resolution#20841 a request was
made for Council to authorize the City Manager to negotiate a contract with Tyler Technologies for the
purchase and implementation of an Enterprise Resource Planning System.
"Remember,we are here to serve the Citizens of Port Arthur"
P.O.Box 1089 X Port Arthur,Texas 77641-1089 X 409.983.8101 X FAX 409.982.6743
City of 1
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www.Po rtArth u rTx.gov
Tyler Technologies has proposed a five-year Software As A Service agreement, in the amount of
$3,798,385.80. The proposal includes the following systems: Financial(fmance, utilities,human
resources, payroll),Energov(Community Services, Permits,Code Enforcement),and Municipal Court.
Budget Impact:
The annual payments for the proposed solution are:
FY2O2O FY2021 FY2022 FY2O23 FY2O24
$1,319,927.40 $516,868.52 $599,897.80 $830,322.04 $531,370.04
Recommendation:
It is recommended that City Council authorize the City Manager to enter into a 5-year
Software As A service Agreement with Tyler Technologies for the purchase and
implementation of an Enterprise Resource Planning(ERP) system.
"Remember,we are here to serve the Citizens of Port Arthur"
P.O.Box 1089 X Port Arthur,Texas 77641-1089 X 409.983.8101 X FAX 409.982.6743
P.R. NO. 20964
FY/SPV 09/04/2019
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER INTO A FIVE-
YEAR SOFTWARE SERVICE AGREEMENT WITH TYLER TECHNOLOGIES OF
DALLAS, TEXAS FOR THE PURCHASE AND IMPLEMENTATION OF AN
ENTERPRISE RESOURCE PLANNING (ERP) SYSTEM AND MUNICIPAL COURT
SYSTEM FOR AN AMOUNT OF $3,798,385.80. FUNDS ALLOCATED TO CAPITAL
IMPROVEMENT ACCOUNT NO. 307-1601-591-92-00 AND CONTINGENT UPON THE
PASSAGE OF P. O. NO. 6797 ESTABLISHING A SINKING FUND.
WHEREAS, the City of Port Arthur seeks to replace the current Enterprise Resource
Planning (ERP) System and Municipal Court System; and
WHEREAS,Tyler Technologies can provide the following integrated systems:Financials,
Payroll, Utilities, Human Resources, Code Enforcement, Community Services, and Municipal
Court; and
WHEREAS, Chapter 271 of the Texas Government Code allows a city, by resolution of
its governing body, to participate in cooperative purchasing programs, such as NJPA National
Joint Powers Alliance,now Sourcewell, as an alternative to a formal bid process; and
WHEREAS, pursuant to Resolution No. 13-556, the City of Port Arthur entered into an
interlocal agreement for cooperative purchasing with NJPA National Joint Powers Alliance, now
Sourcewell; and
WHEREAS, Tyler Technologies has quoted the required systems through Sourcewell
(formerly NJPA National Joint Powers Alliance) Contract#110515-TTI for a five-year amount of
$3,798,385.80; and
WHEREAS, Tyler Technologies has presented an implementation schedule that would
result in annual payments as stated in the following table:
FY2020 FY2021 FY2022 FY2023 FY2024
$1,319,927.40 $516,868.52 $599,897.80 $830,322.04 $531,370.04
and;
WHEREAS,the Software As A Service Agreement, Statement of Work and pricing sheets
are attached as "Exhibit A"; and
P.R. NO. 20964
FY/SPV 09/04/2019
WHEREAS, the City Council of the City of Port Arthur finds it to be in the best interest
of the citizens of Port Arthur to contract with Tyler Technologies for the purchase and
implementation of an Enterprise Resource Planning (ERP) system and Municipal Court system.
NOW THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF PORT ARTHUR:
Section 1. That the facts and opinions in the preamble are true and correct.
Section 2. That, the City Council hereby authorizes the City Manager to enter into a
five-year Software Service Agreement with Tyler Technologies for the purchase and
implementation of an Enterprise Resource Planning(ERP) system and Municipal Court system in
the amount of$3,798,385.80.
Section 3. That this resolution is contingent upon the passing of P.O. No. 6797
establishing a sinking fund for the funding.
Section 4. That a copy of the caption of this Resolution be spread upon the Minutes of
the City Council.
READ, ADOPTED AND APPROVED this the day of September, A.D. 2019 at a
regular meeting of the City of Port Arthur, Texas by the following vote:
Ayes:
Mayor:
Councilmembers:
Noes:
Mayor
P.R. NO. 20964
FY/SPV 09/04/2019
ATTEST:
Sherri Bellard, City Secretary
APPROVED AS TO FORM:
UA-tt,
Val TizennCity Attorney
APPROVED FOR ADMINISTRATION:
W4
Ronald Burton Clifton illiams
Interim City Manager Purchasing Manager
Fay Young
Information Technology Director
APPROVED AS TO AVAILABILITY OF FUNDS:
Kandy Daniel nterim Director f Finance
P.R. NO. 20964
• FY 8/27/2019
Exhibit A
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SOFTWARE AS A SERVICE AGREEMENT
This Software as a Service Agreement is made between Tyler Technologies, Inc. and 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 City of Port Arthur,Texas.
• "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.
• "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 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.
• "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,
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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 applicable to the Tyler Software. Copies of our current SLAs
are attached hereto at Addendum A and 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, unless otherwise indicated in this Agreement,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 Terms" means, if any,the end user license agreement(s) or similar terms for the Third
Party Software, as applicable and attached as Exhibit D.
• "Third Party Hardware" means the third party hardware, if any, identified in the Investment Summary.
• "Third Party Products" means the Third Party Software and Third Party Hardware.
• "Third Party Software" means the third party software, if any, identified in the Investment Summary.
• "Third Party Services" means the third party services, if any, identified in the Investment Summary.
• "Tyler" means Tyler Technologies, Inc., a Delaware corporation.
• "Tyler Software" means our proprietary software, including any integrations, custom modifications,
and/or other related interfaces identified in the Investment Summary and licensed by us to you
through this Agreement.
• "we", "us", "our" and similar terms mean Tyler.
• "you" and similar terms mean Client.
SECTION B—SAAS SERVICES
1. Rights Granted. 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 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.
5. 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(8), below, the SLA and our then current Support Call Process.
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. 18. 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. 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.
6.2 Your Data 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 any of your Data has been lost or damaged due to an act or omission of Tyler or
its subcontractors or due to a defect in Tyler's software, we will use best commercial efforts to restore
all the Data on servers in accordance with the architectural design's capabilities and with the goal of
minimizing any Data loss as greatly as possible. In no case shall the recovery point objective ("RPO")
exceed a maximum of twenty-four(24) hours from declaration of disaster. For purposes of this
subsection, RPO represents the maximum tolerable period during which your Data may be lost,
measured in relation to a disaster we declare, said declaration will not be unreasonably withheld.
6.4 In the event we declare a disaster, our Recovery Time Objective ("RTO") is twenty-four(24) hours. For
purposes of this subsection, RTO represents the amount of time, after we declare a disaster, within
which your access to the Tyler Software must be restored.
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6.5 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.
6.6 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.
6.7 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.
6.8 We provide secure Data transmission paths between each of your workstations and our servers.
6.9 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.
6.10 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.
SECTION C—OTHER PROFESSIONAL SERVICES
1. Other Professional Services. We will provide you the various implementation-related services itemized in
the Investment Summary and described in the Statement of Work.
2. Professional Services Fees. You agree to pay us the professional services fees in the amounts set forth in
the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment
Policy. You acknowledge that the fees stated in the Investment Summary are good-faith estimates of the
amount of time and materials required for your implementation. We will bill you the actual fees incurred
based on the in-scope services provided to you. 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.
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3. 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 for the additional work. The price quotes in the addendum or change order will be valid
for thirty (30) days from the date of the quote.
4. Cancellation. If travel is required, we will make all reasonable efforts to schedule travel for our personnel,
including arranging travel reservations, at least two (2) weeks in advance of commitments. Therefore, if
you cancel services less than two (2) weeks in advance (other than for Force Majeure or breach by us),you
will be liable for all (a) non-refundable expenses incurred by us on your behalf, and (b) daily fees
associated with cancelled professional services if we are unable to reassign our personnel. We will make
all reasonable efforts to reassign personnel in the event you cancel within two (2) weeks of scheduled
commitments.
S. 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. Client Assistance. You acknowledge that the implementation of the Tyler Software is a cooperative
process requiring the time and resources of your personnel. You agree to use all reasonable efforts to
cooperate with and assist us as may be reasonably required to meet the agreed upon project deadlines
and other milestones for implementation. This cooperation includes at least working with us to schedule
the implementation-related services outlined in this Agreement. We will not be liable for failure to meet
any deadlines and milestones when such failure is due to Force Majeure or to the failure by your personnel
to provide such cooperation and assistance (either through action or omission).
8. Personnel. For at least the past twelve (12)years, all of our employees have undergone criminal
background checks prior to hire. All employees sign our confidentiality agreement and security policies.
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 applicable SLA and the applicable 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 (limited to the then-
current version and the immediately prior version);
9.2 provide telephone 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 major and minor releases to the Tyler Software (including updates and
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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 our
then-current 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. 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.
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.
2. 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.
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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. Term. The initial term of this Agreement is five (5)years from the first day of the first month following the
Effective Date, 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 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.
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.
2.5 Fees for Termination without Cause during Initial Term. If you terminate this Agreement during the
initial term for any reason other than cause, Force Majeure, or lack of appropriations, or if we
terminate this Agreement during the initial term for your failure to pay SaaS Fees, you shall pay us the
following early termination fees:
a. if you terminate during the first year of the initial term, 100%of the SaaS Fees through the
date of termination plus 25%of the SaaS Fees then due for the remainder of the initial term;
b. if you terminate during the second year of the initial term, 100%of the SaaS Fees through the
date of termination plus 15% of the SaaS Fees then due for the remainder of the initial term;
and
c. if you terminate after the second year of the initial term, 100% of the SaaS Fees through the
date of termination plus 10%of the SaaS Fees then due for the remainder of the initial term.
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.
2. General 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 our expense.
2.2 To the extent permitted by applicable law,you will indemnify and hold harmless us and our agents,
officials, and employees from and against any and all third-party claims, losses, liabilities, damages,
costs, and expenses (including reasonable attorney's fees and costs) for personal injury or property
damage to the extent caused by your negligence or willful misconduct; or (b) your violation of a law
applicable to your performance under this Agreement. We will notify you promptly in writing of the
claim and will give you sole control over its defense or settlement. We agree to provide you with
reasonable assistance, cooperation, and information in defending the claim at your expense.
3. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO THE
MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,WE HEREBY DISCLAIM ALL OTHER WARRANTIES
AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO,
ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE.
4. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT, OUR
LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT, WHETHER BASED ON A THEORY OF
CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO YOUR
ACTUAL DIRECT DAMAGES, NOT TO EXCEED (A) 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).
5. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO
EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL
DAMAGES WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
6. Insurance. During the course of performing services under this Agreement, we agree to maintain the
following levels of insurance: (a) Commercial General Liability of at least$1,000,000; (b) Automobile
Liability of at least$1,000,000; (c) Professional Liability of at least $1,000,000; (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. We will provide you with copies of certificates of insurance upon your written request.
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. You agree to provide us with written notice within thirty (30) days of becoming aware
of a dispute. You agree to cooperate with us in trying to reasonably resolve all disputes, including, if
requested by either party, appointing a senior representative to meet and engage in good faith
negotiations with our appointed senior representative. Senior representatives will convene within thirty
(30) days of the written dispute notice, unless otherwise agreed. All meetings and discussions between
senior representatives will be deemed confidential settlement discussions not subject to disclosure under
Federal Rule of Evidence 408 or any similar applicable state rule. If we fail to resolve the dispute, 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 of us may assert our respective rights and remedies in a court of
competent jurisdiction. Nothing in this section shall prevent you or us from seeking necessary injunctive
relief during the dispute resolution procedures.
4. Taxes. The fees in the Investment Summary do not include any taxes, including, without limitation, sales,
use, or excise tax. If you are a tax-exempt entity, you agree to provide us with a tax-exempt certificate.
Otherwise, we will pay all applicable taxes to the proper authorities and you will reimburse us for such
taxes. If you have a valid direct-pay permit,you agree to provide us with a copy. For clarity, we are
responsible for paying our income taxes, both federal and state, as applicable, arising from our
performance of this Agreement.
5. Nondiscrimination. We will not discriminate against any person employed or applying for employment
concerning the performance of our responsibilities under this Agreement. This discrimination prohibition
will apply to all matters of initial employment, tenure, and terms of employment, or otherwise with
respect to any matter directly or indirectly relating to employment concerning race, color, religion,
national origin, age, sex, sexual orientation, ancestry, disability that is unrelated to the individual's ability
to perform the duties of a particular job or position, height, weight, marital status, or political affiliation.
We will post, where appropriate, all notices related to nondiscrimination as may be required by applicable
law.
6. E-Verify. We have complied, and will comply, with the E-Verify procedures administered by the U.S.
Citizenship and Immigration Services Verification Division for all of our employees assigned to your project.
7. Subcontractors. We will not subcontract any services under this Agreement without your prior written
consent, not to be unreasonably withheld.
8. 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.
9. Force Majeure. Except for your payment obligations, neither party will be liable for delays in performing
its obligations under this Agreement to the extent that the delay is caused by Force Majeure; provided,
however,that within ten (10) business days of the Force 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 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. Business License. In the event a local business license is required for us to perform services hereunder,
you will promptly notify us and provide us with the necessary paperwork and/or contact information so
that we may timely obtain such license.
19. Governing Law. This Agreement will be governed by and construed in accordance with the laws of your
state of domicile, without regard to its rules on conflicts of law.
20. Multiple 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.
21. Cooperative Procurement. To the maximum extent permitted by applicable law,we agree that this
Agreement may be used as a cooperative procurement vehicle by eligible 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.
22. Contract Documents. This Agreement includes the following exhibits:
Addendum A Socrata Terms
Exhibit A Investment Summary
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
Schedule 1 - DocOrigin EULA
Schedule 2— BMI Terms
Exhibit E Statement of Work
Exhibit F Web Services— Hosted Application Terms
IN WITNESS WHEREOF, a duly authorized representative of each party has executed this Agreement as of the
date(s)set forth below.
Tyler Technologies, Inc. City of Port Arthur
By: By:
Name: Name:
Title: Title:
Date: Date:
Address for Notices: Address for Notices:
Tyler Technologies, Inc. City of Port Arthur
One Tyler Drive
Yarmouth, ME 04096
Attention: Chief Legal Officer Attn:
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Addendum A - Socrata Terms
In the event there is a conflict between the terms in this Addendum A and the Agreement, the terms in this
Addendum A will prevail.
1. Use of Service.
a. Customer Owned Data. Customer retains all ownership and intellectual property rights to all data, files,
information, content and links uploaded or provided by Customer through the use of the SaaS
Services. During the term of this agreement, Customer may export its Customer Data as allowed by
functionality within the Service. When Customer uploads or provides Customer Data to Company's
SaaS, Customer grants to Company a perpetual non-exclusive, worldwide, royalty-free, sub-licensable,
and transferable license to use, reproduce, publicly display, distribute, modify, create derivative works
of, and translate the Client Data as needed in response to Company's use of the SaaS Services, or
otherwise use by Public Users. Company may use aggregate anonymized data within the SaaS Services
for purposes of enhancement of the SaaS Services, aggregated statistical analysis, technical support
and other internal business purposes.
b. Reservation of Rights.The SaaS Services, other services, workflow processes, user interface, designs,
and other technologies provided by Company pursuant to this Agreement are the proprietary property
of Company and its licensors. All right, title and interest in and to such items, including all associated
intellectual property rights, remain only with Company. Customer may not remove or modify any
proprietary marking or restrictive legends from items or services provided under this Agreement.
Company reserves all rights unless otherwise expressly granted in this Agreement. Company reserves
the right to develop derivative data assets based on Customer's publicly available data.These uses
might include but aren't necessarily limited to: aggregating and summarizing data; normalizing,
standardizing and concatenating data to create new regional or national data assets, developing key
performance indicators and benchmarks. While Company agrees to never commercially sell data
Customer makes publicly available, Company reserves the right to commercially sell derivative data
assets Company creates based on Customer's public data.
c. Restrictions. Company may not: (a) except as explicitly provided for herein, make the SaaS Services 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; (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 or Documentation available to any third party other than as expressly permitted by this
Agreement; (e) use the SaaS Services to store or transmit infringing, unsolicited marketing emails,
libelous, or otherwise objectionable, unlawful or tortious material, or to store or transmit material in
violation of third party rights; (f) interfere with or disrupt the integrity or performance of the SaaS
Services (including without limitation,vulnerability scanning, penetration testing or other manual or
automated simulations of adversarial actions, without Company's prior written consent); or(g)
attempt to gain unauthorized access to the SaaS Services or its related systems or networks.
d. Access and Usage by Users and Contractors. Customer may allow its users and third-party contractors
to access the Service in compliance with the terms of this agreement, which access must be for the
sole benefit of Customer. Customer is responsible for the compliance with this agreement by its users
and contractors.
e. Public Users. The Service provides Customer with functionality to publish all or part of Customer Data
to the general public through one or more public facing websites. Customer determines which
Customer Data is shared publicly, and Customer is responsible for determining the online terms of use
and license relative to a public user's (Public User) use of Customer Data, and the enforcement
thereof. Once a user publicly publishes Customer Data using the Service, Company has no control over
a Public User's use or misuse of Customer Data. Users have the ability within the Service to remove the
public setting applied to Customer Data and revert it to a private setting.
f. Customer Responsibilities. Customer(i) must keep its passwords secure and confidential; (ii) is solely
responsible all activity occurring under its account; (iii) must use commercially reasonable efforts to
prevent unauthorized access to its account and notify Company promptly of any such unauthorized
access; (iv) may use the Service only in accordance with the Service's technical documentation
(Documentation); (v) comply with all federal, state and local laws, regulations and policies of
Customer, as to its use of the Service, Customer Data, and instructions to Company regarding the
same.
g. Company Support. Company will provide customer support for the Service under the terms of
Company's Customer Support Policy(Support) which is located at https://support.socrata.com/hc/en-
us. Company will report scheduled maintenance windows, outages or other events affecting on
Company's support site.
h. Customer Data Backup. Customer is providing Company a copy of Customer Data, and Company is not
the system of record of Customer Data. Any laws and regulations governing Customer for retention of
Customer Data remains Customer's responsibility. CUSTOMER IS SOLELY RESPONSIBLE FOR BACKING
UP CUSTOMER DATA.
i. API. Company will provide access to its application-programming interface (API) as part of the Service if
purchased under an order. Subject to the other terms of this agreement, Company grants Customer a
non-exclusive, nontransferable, terminable license to interact only with the Service as allowed by the
API. Customer may not use the API in a manner--as reasonably determined by Company--that exceeds
the capacity limits in the order, constitutes excessive or abusive usage, or fails to comply with any part
of the API. If any of these occur, Company can suspend or terminate Customer's access to the API on a
temporary or permanent basis. Company may change or remove existing endpoints or fields in API
results upon at least 30 days' notice to Customer, but Company will use commercially reasonable
efforts to support the previous version of the API for at least 6 months. Company may add new
endpoints or fields in API results without prior notice to Customer. The API may be used to connect the
Service to hosted or on-premise software applications not provided by Company (Non-Company
Applications). Customer is solely responsible for development, license, access to and support of Non-
Company Applications, and Customer's obligation under this agreement are not contingent on access
to or availability of any Non-Company Application.
j. Data Security Measures. In order to protect Customer's Confidential Information, Company will:
implement and maintain all reasonable security measures appropriate to the nature of the
Confidential Information including without limitation,technical, physical, administrative and
organizational controls, and will maintain the confidentiality, security and integrity of such Confidential
Information; (ii) implement and maintain industry standard systems and procedures for detecting,
mitigating, and responding to attacks, intrusions, or other systems failures and regularly test or
otherwise monitor the effectiveness of the safeguards' key controls, systems, and procedures; (iii)
designate an employee or employees to coordinate implementation and maintenance of its Security
,
,
Measures (as defined below); and (iv) identify reasonably foreseeable internal and external risks to the
security, availability, confidentiality, and integrity of Confidential Information that could result in the
unauthorized disclosure, misuse, alteration, destruction or other compromise of such information, and
assess the sufficiency of any safeguards in place to control these risks (collectively, Security Measures).
k. Exclusion. Company is not responsible for any data breach caused by Customer, its users or
contractors, or otherwise arising from their technology or systems or networks (including but not
limited to Non-Company Applications), or where Customer Data is used with a Trial Service.
I. Notice of Data Breach. If Company knows that Confidential Information has been accessed, disclosed,
or acquired without proper authorization and contrary to the terms of this agreement, we will alert
Customer of any such data breach in accordance with applicable law, and take such actions as may be
necessary to preserve forensic evidence and return the SaaS Services to standard operability. If so
required, Socrata will provide notice in accordance with applicable State data breach notification laws.
m. Software Warranty. Company warrants to Client that the functionality or features of the SaaS Services
will substantially perform as communicated to Client in writing, or their functional equivalent, but
Socrata has the right to update functionality.The support policies may change but will not materially
degrade during the term. Socrata may deprecate features upon at least 30 days' notice to Client, but
Socrata will use commercially reasonable efforts to support the previous features for at least 6 months
following the deprecation notice.The deprecation notice will be posted at
https://support.socrata.com. Company will use commercially reasonable efforts maintain the online
availability of the SaaS Service for a minimum of availability in any given month as provided in the
chart below(excluding maintenance scheduled downtime, outages beyond our reasonable control,
and outages that result from any issues caused by you,your technology or your suppliers or
contractors, Service is not in the production environment, you are in breach of this Agreement, or you
have not pre-paid for SaaS Fees for the Software as a Service in the month in which the failure
occurred).
Availability SLACredit
99.9% 3% of monthly fee for
each full hour of an
outage that adversely
impacted Client's
access or use of the
SaaS Services
(beyond the
warranty
Maximum amount of the credit is 100% of the prorated SaaS Service Fees for such
month, or$1,800.00, whichever is less, and the minimum credit cannot be less
than $100.00.
Limited Remedy. Your exclusive remedy and our sole obligation for our
failure to meet the warranty under Section C(8.2) is the provision by us
of the credit for the applicable month, as provided in the chart above
(if this Agreement is not renewed then a refund in the amount of the
credit owed); provided that you notify us of such breach of the
warranty within thirty(30) days of the end of that month.
2. Other Terms.
a. Third-Party Platform Service. Customer may be provided with access to certain third-party web-
based components as part of the Service (example without limitation, AWS Hosting third-party
stock photos, public datasets, and third-party maps) (Third-Party Services). Customer must
agree to such Third- party Service contracts if it chooses to use those third-party services. Such
Third-Party Services will be solely governed by such third-party service contracts, and are
provided AS-IS. Customer acknowledges that Company is not the provider of any Third-Party
Platform Services. We do not warrant or guarantee the performance of the Third-Party Platform
Services.
b. Open Source Code with the API. Company does not own any open source code that may be
provided with the API and it is provided as a convenience to Customer. Such opens source code
is provided AS IS and is governed by the applicable open source license that applies to such
code; provided, however, that any such open source licenses will not materially interfere or
prohibit Client's limited right to use the SaaS Services for its internal business purposes..
c. Federal Application.The Service and Documentation is a "commercial item," as that term is
defined at 48 C.F.R. 2.101, consisting of"commercial computer software" and "commercial
computer software documentation," as such terms are used in 48 C.F.R. 12.212. Consistent with
48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government End Users
acquire only those rights in the Service and the Documentation that are provided under this
agreement.
d. Feedback. If Customer provides feedback or suggestions about the Service, then Company (and
those it allows to use its technology) may use such information without obligation to Customer.
•
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•••.•••• tyler
•
• tecnnoiogies
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. Capitalized terms not
otherwise defined will have the meaning assigned to such terms in the Agreement.
Tyler sales quotations to be inserted prior to Agreement execution.
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•• technologes
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. SaaS Fees are invoiced on a quarterly basis, in advance, as set forth in the table
below. Your annual SaaS fees for the initial term are set forth in the Investment Summary. Upon
expiration of the initial term, your annual SaaS fees will be at our then-current rates.
Quarter Start Quarterly Phase(s)*
Date Payment
(month/year)
10/19 $35,883.59 1
1/20 $35,883.59 1
4/20 $35,883.59 1
7/20 $62,404.63 1,2
10/20 $62,404.63 1,2,3
1/21 $62,404.63 1,2,3
4/21 $81,607.63 1,2,3,4
7/21 $81,607.63 1,2,3,4
10/21 $81,607.63 1,2,3,4
1/22 $81,607.63 1,2,3,4
4/22 $113,597.77 1,2,3,4,5
7/22 $113,597.77 1,2,3,4,5
10/22 $130,241.51 1,2,3,4,5,6
1/23 $130,241.51 1,2,3,4,5,6
4/23 $130,241.51 1,2,3,4,5,6
7/23 $130,241.51 1,2,3,4,5,6
10/23 $130,241.51 1,2,3,4,5,6
1/24 $130,241.51 1,2,3,4,5,6
4/24 $130,241.51 1,2,3,4,5,6
7/24 $130,241.51 1,2,3,4,5,6
• Phases indicated in the Statement of Work
2. Other Tyler Software and Services.
2.1 VPN Device: The fee for the VPN device will be invoiced upon installation of the VPN.
2.2 Implementation and Other Professional Services (including training): Implementation and
other professional services(including training) are billed and invoiced as delivered, at the
rates set forth in the Investment Summary.
2.3 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.
2.4 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.
2.5 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.
2.6 Other Fixed Price Services: Other fixed price services are invoiced upon complete delivery of
the service. For the avoidance of doubt, where "Project Planning Services" are provided,
payment will be due upon delivery of the Implementation Planning document. Dedicated
Project Management services, if any, will be billed monthly in arrears, beginning on the first
day of the month immediately following initiation of project planning.
2.7 Change Management Services: If you have purchased any change management services,
those services will be invoiced in the following amounts and upon the following milestones:
Acceptance of Change Management Discovery Analysis 15%
Delivery of Change Management Plan and Strategy Presentation 10%
Acceptance of Executive Playbook 15%
Acceptance of Resistance Management Plan 15%
Acceptance of Procedural Change Communications Plan 10%
Change Management Coach Training 20%
Change Management After-Action Review 15%
3. Third Party Products.
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 for the Third Party Software
is invoiced when we make it available to you for downloading.
3.3 Third Party Hardware:Third Party Hardware costs, if any, are invoiced upon delivery.
3.4 Third Party Services: Fees for Third Party Services, if any, are invoiced as delivered, along
with applicable expenses, at the rates set forth in the Investment Summary.
4. 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 at Schedule 1. Copies of receipts will be
provided upon request; we reserve the right to charge you an administrative fee depending on
the extent of your requests. Receipts for miscellaneous items less than twenty-five dollars and
mileage logs are not available.
Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date. We
prefer to receive payments electronically. Our electronic payment information is:
Bank: Wells Fargo Bank, N.A.
420 Montgomery
San Francisco, CA 94104
ABA: 121000248
Account: 4124302472
Beneficiary: Tyler Technologies, Inc.—Operating
•
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Exhibit B
Schedule 1
Business Travel Policy
1. Air Travel
A. Reservations&Tickets
The Travel Management Company (TMC) used by Tyler will provide an employee with a
direct flight within two hours before or after the requested departure time, assuming that
flight does not add more than three hours to the employee's total trip duration and the fare
is within $100 (each way) of the lowest logical fare. If a net savings of$200 or more (each
way) is possible through a connecting flight that is within two hours before or after the
requested departure time and that does not add more than three hours to the employee's
total trip duration, the connecting flight should be accepted.
Employees are encouraged to make advanced reservations to take full advantage of
discount opportunities. Employees should use all reasonable efforts to make travel
arrangements at least two (2)weeks in advance of commitments. A seven (7) day advance
booking requirement is mandatory. When booking less than seven (7) days in advance,
management approval will be required.
Except in the case of international travel where a segment of continuous air travel is six (6)
or more consecutive hours in length, only economy or coach class seating is reimbursable.
Employees shall not be reimbursed for"Basic Economy Fares" because these fares are non-
refundable and have many restrictions that outweigh the cost-savings.
B. Baggage Fees
Reimbursement of personal baggage charges are based on trip duration as follows:
• Up to five (5) days= one (1) checked bag
• Six (6) or more days= two (2) checked bags
Baggage fees for sports equipment are not reimbursable.
2. Ground Transportation
A. Private Automobile
Mileage Allowance— Business use of an employee's private automobile will be reimbursed
at the 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.
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 Defense and will be determined as required.
A. Overnight Travel
For each full day of travel, all three meals are reimbursable. Per diems on the first and last
day of a trip are governed as set forth below.
Departure Day
Depart before 12:00 noon Lunch and dinner
Depart after 12:00 noon Dinner
Return Day
Return before 12:00 noon Breakfast
Return between 12:00 noon & 7:00 p.m. Breakfast and lunch
Return after 7:00 p.m.* Breakfast, lunch and dinner
*7:00 p.m. is defined as direct travel time and does not include time taken to stop for dinner.
The reimbursement rates for individual meals are calculated as a percentage of the full day
per diem as follows:
Breakfast 15%
Lunch 25%
Dinner 60%
B. Same Day Travel
Employees traveling at least 100 miles to a site and returning in the same day are eligible to
claim lunch on an expense report. Employees on same day travel status are eligible to claim
dinner in the event they return home after 7:00 p.m.*
*7:00 p.m. is defined as direct travel time and does not include time taken to stop for dinner.
5. Internet Access—Hotels and Airports
Employees who travel may need to access their e-mail at night. Many hotels provide free
high speed internet access and Tyler employees are encouraged to use such hotels
whenever possible. If an employee's hotel charges for internet access it is reimbursable up
to $10.00 per day. Charges for internet access at airports are not reimbursable.
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
• technologies
Exhibit C
SERVICE LEVEL AGREEMENT
I. Agreement Overview
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.
II. Definitions. Except as defined below, all defined terms have the meaning set forth in the
Agreement.
Attainment: The percentage of time the Tyler Software is available during a calendar quarter, with
percentages rounded to the nearest whole number.
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 which the Tyler Software is not available for your use. Downtime does
not include those instances in which only a Defect is present.
Service Availability: The total number of minutes in a calendar quarter that the Tyler Software is capable
of receiving, processing, and responding to requests, excluding maintenance windows, Client Error
Incidents and Force Majeure.
III. Service Availability
The Service Availability of the Tyler Software is intended to be 24/7/365. We set Service Availability goals
and measures whether we have met those goals by tracking Attainment.
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 incident number.
You must document, in writing, all Downtime that you have experienced during a calendar quarter. You
must deliver such documentation to us within 30 days of a quarter's end.
The documentation you provide must evidence the Downtime clearly and convincingly. It must include,
for example, the support incident number(s) and the date, time and duration of the Downtime(s).
b. Our Responsibilities
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 a Client Error
Incident or Force Majeure). We will also work with you to resume normal operations.
Upon timely receipt of your Downtime report, we will compare that report to our own outage logs and
support tickets to confirm that Downtime for which we were responsible indeed occurred.
We will respond to your Downtime report within 30 day(s) of receipt. To the extent we have confirmed
Downtime for which we are responsible, we will provide you with the relief set forth below.
c. Client Relief
When a Service Availability goal is not met due to confirmed Downtime, we will provide you with relief
that corresponds to the percentage amount by which that goal was not achieved, as set forth in the Client
Relief Schedule below.
Notwithstanding the above, the total amount of all relief that would be due under this SLA per quarter
will not exceed 5%of one quarter of the then-current SaaS Fee. The total credits confirmed by us in one
or more quarters of a billing cycle 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.
Every quarter, we will compare confirmed Downtime to Service Availability. In the event actual
Attainment does not meet the targeted Attainment, the following Client relief will apply, on a quarterly
basis:
100% 98-99% Remedial action will be taken.
100% 95-97% 4%credit of fee for affected calendar quarter
will be posted to next billing cycle
100% <95% 5%credit of fee for affected calendar quarter
will be posted to next billing cycle
You may request a report from us that documents the preceding quarter's Service Availability,
Downtime, any remedial actions that have been/will be taken, and any credits that may be issued.
IV. Applicability
The commitments set forth in this SLA do not apply during maintenance windows,Client Error Incidents,
and Force Majeure.
We perform 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.
V. Force Majeure
You will not hold us responsible for not meeting service levels outlined in this SLA to the extent any failure
to do so is caused by Force Majeure. In the event of Force Majeure, we will file with you a signed request
that said failure be excused. That writing will at least include the essential details and circumstances
supporting our request for relief pursuant to this Section. You will not unreasonably withhold its
acceptance of such a request.
• tyler
•❖
• technologies
Exhibit C
Schedule 1
Support Call Process
Support Channels
Tyler Technologies, Inc. provides the following channels of software support:
(1) Tyler Community—an on-line resource,Tyler Community provides a venue for all Tyler clients with
current maintenance agreements to collaborate with one another, share best practices and resources,
and access documentation.
(2) On-line submission (portal)—for less urgent and functionality-based questions, users may create
unlimited support incidents through the customer relationship management portal available at the
Tyler Technologies website.
(3) Email—for less urgent situations, users may submit unlimited emails directly to the software support
group.
(4) Telephone—for urgent or complex questions, users receive toll-free, unlimited telephone software
support.
Support Resources
A number of additional resources are available to provide a comprehensive and complete support experience:
(1) Tyler Website—www.tylertech.com—for accessing client tools and other information including
support contact information.
(2) Tyler Community—available through login, Tyler Community provides a venue for clients to support
one another and share best practices and resources.
(3) Knowledgebase—A fully searchable depository of thousands of documents related to procedures, best
practices, release information, and job aides.
(4) Program Updates—where development activity is made available for client consumption
Support Availability
Tyler Technologies support is available during the local business hours of 8 AM to 5 PM (Monday— Friday)
across four US time zones (Pacific, Mountain, Central and Eastern). Clients may receive coverage across these
time zones.Tyler's holiday schedule is outlined below.There will be no support coverage on these days.
New Year's Day Thanksgiving Day
Memorial Day Day after Thanksgiving
Independence Day Christmas Day
Labor Day
Issue Handling
Incident Tracking
Every support incident is logged into Tyler's Customer Relationship Management System and given a unique
incident number.This system tracks the history of each incident. The incident tracking number is used to track
and reference open issues when clients contact support. Clients may track incidents, using the incident
number, through the portal at Tyler's website or by calling software support directly.
Incident Priority
Each incident is assigned a priority number, which corresponds to the client's needs and deadlines.The client
is responsible for reasonably setting the priority of the incident per the 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 responses and resolutions.
Priority
Level Characteristics of Support Incident Resolution Targets
Support incident that causes (a) Tyler shall provide an initial response to Priority Level
complete application failure or 1 incidents within one (1) business hour of receipt of
application unavailability; (b) the support incident. Tyler shall use commercially
1 application failure or unavailability in reasonable efforts to resolve such support incidents or
Critical one or more of the client's remote provide a circumvention procedure within one (1)
location; or(c) systemic loss of business day. For non-hosted customers,Tyler's
multiple essential system functions. responsibility for lost or corrupted Data is limited to
assisting the client in restoring its last available
data base.
Support incident that causes (a) Tyler shall provide an initial response to Priority Level
repeated, consistent failure of 2 incidents within four(4) business hours of receipt of
essential functionality affecting more the support incident. Tyler shall use commercially
2 than one user or (b) loss or corruption reasonable efforts to resolve such support incidents or
High of Data. 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.
Priority Level 1 incident with an Tyler shall provide an initial response to Priority Level
existing circumvention procedure, or a 3 incidents within one (1) business day of receipt of
Priority Level 2 incident that affects the support incident. Tyler shall use commercially
3 only one user or for which there is an reasonable efforts to resolve such support incidents
Medium existing circumvention procedure. without the need for a circumvention procedure with
the next published maintenance update or service
pack. For non-hosted customers,Tyler's responsibility
for lost or corrupted Data is limited to assisting the
client in restoring its last available database.
Support incident that causes failure of Tyler shall provide an initial response to Priority Level
4 non-essential functionality or a 4 incidents within two (2) business days. Tyler shall
Non- cosmetic or other issue that does not use commercially reasonable efforts to resolve such
critical qualify as any other Priority Level. support incidents, as well as cosmetic issues, with a
future version release.
Incident Escalation
Tyler Technology's software support consists of four levels of personnel:
(1) Level 1: front-line representatives
(2) Level 2: more senior in their support role,they assist front-line representatives and take on escalated
issues
(3) Level 3: assist in incident escalations and specialized client issues
(4) Level 4: responsible for the management of support teams for either a single product or a product
group
If a client feels they are not receiving the service needed, they may contact the appropriate Software Support
Manager. After receiving the incident tracking number, the manager will follow up on the open issue and
determine the necessary action to meet the client's needs.
On occasion, the priority or immediacy of a software support incident may change after initiation.Tyler
encourages clients to communicate the level of urgency or priority of software support issues so that we can
respond appropriately. A software support incident can be escalated by any of the following methods:
(1) Telephone—for immediate response, call toll-free to either escalate an incident's priority or to
escalate an issue through management channels as described above.
(2) Email—clients can send an email to software support in order to escalate the priority of an issue
(3) On-line Support Incident Portal—clients can also escalate the priority of an issue by logging into the
client incident portal and referencing the appropriate incident tracking number.
Remote Support Tool
Some support calls require further analysis of the client's database, process or setup to diagnose a problem or
to assist with a question.Tyler will, at its discretion, use an industry-standard remote support tool. Support is
able to quickly connect to the client's desktop and view the site's setup, diagnose problems, or assist with
screen navigation. More information about the remote support tool Tyler uses is available upon request.
.
••••
.•. tyler
• technologies
Exhibit D—Schedule 1
End User License Agreement
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
ATTENTION: THE SOFTWARE PROVIDED UNDER THIS AGREEMENT IS BEING LICENSED TO YOU BY
ECLIPSE CORPORATION WSL, INC_ (Eclipse Corporation) AND IS NOT BEING SOLD. THIS SOFTWARE IS
PROVIDED UNDER THE FOLLOWING AGREEMENT THAT SPECIFIES WHAT YOU MAY DO WITH THE
SOFTWARE AND CONTAINS IMPORTANT LIMITATIONS ON REPRESENTATIONS. WARRANTIES.
CONDITIONS.REMEDIES.AND LIABILITIES.
DocOriciin
SOFTWARE LICENSE
IMPORTANT-READ CAREFULLY: This End-User License Agreement ("Agreement' o 'EULA") is a legal
agreement between you (either an individual person or a single legal entity, who wr'II oe refer-ed to in this EULA as
'You")and Eclipse Corporation WSL. Inc_ referred to in this EULA as Eclipse Corporation,for the DocOrigin software
product that accompanies this EULA.including any associated media,pnnted materials and electronic documentation
(the"Software"). The Software also encompasses any software updates, add-on components, web services andlor
supplements that may be provided to you or made available to you after the date you obtain the initial copy of the
Software to the extent that such items are not accompanied by a separate license agreement or terms of use_ If you
receive the Software under separate terms from your distributor, those terms wilt take precedence over arty
conilicting terms of this EULA_
By installing, copying. downloading, accessing or otherwise using the Software,you agree to ice bound by the terms
of this EULA. If you do not agree to the terms of this EULA, do not install,access or use the Software. n<-teat. you
should remove the Software from all systems and receive a full refund.
IF YOU ARE AN AGENT OR EMPLOYEE OF ANOTHER ENTITY YOU REPRESENT AND WARRANT THAT (I)
THE INDIVIDUAL ACCEPTING THIS AGREEMENT IS DULY AUTHORIZED TO ACCEPT THIS AGREEMENT ON
SUCH ENTITY'S BEHALF AND TO BIND SUCH ENTITY. AND (II) SUCH ENTITY HAS FULL POWER,
CORPORATE OR OTHERWISE, TO ENTER INTO THIS AGREEMENT AND PERFORM ITS OBLIGATIONS
HEREUNDER.
1. LICENSE TERMS
1.1 In this Agreement a'License Key"means any license key, activation code,or similar installation, access or
usage control codes, including serial numbers digitally created and or provided by Eclipse
Corporation .designed to provide unlocked access to the Software and its functionality.
12 Evaluation License. Subject to all of the terms and conditions of this Agreement. Eclipse Corporation
grants You a limited, royalty-free, non-exclusive, non-transferable license to download and install a copy of
the Software from www.docorigin.com on a single machine and use it on a royalty-free basis for no more
than 120 days from the date of installation(the'Evaluation Period"). You may use the Software during the
Evaluation Period solely for the purpose of testing and evaluating it to determine if You wish to obtain a
commercial, production license for the Software. This evaluation license grant will automatically end on
expiry of the Evaluation Period and you acknowledge and agree that Eclipse Corporation will be under no
obligation to renew or extend the Evaluation Period_ If you wish to continue using the Software You may.on
payment of the applicable fees, upgrade to a full license (as further described in section 1.3 below) on the
terms of this Agreement and will be issued with a License Key for the same. If you do not wish to continue
to license the Software after expiry of the Evaluation Period,then You agree to comply with the termination
obligations set out in section[7.3]of this Agreement. For greater certainty,any document generated by you
under an evaluation license will have a 'spoiler' or watermark on the output document_ Documents
generated by DocOrigin software that has a valid license key file also installed will not have the 'spoiler'
produced. You are not permitted to remove the watermark or'spoiler'from documents generated using the
software under an evaluation license.
1.3 Development and Testing Licenses. Development and testing licenses are available for purchase through
authorized d stributors and resellers of Eclipse Corporation only. Subject to all of the terms and conditions
of this Agreement, Eclipse Corporation grants You, a perpetual (subject to termination by Eclipse
Corporation due to your breach of the terms of this Agreement), non-exclusive, non-transferable, worldwide
non-sub license able license to download and install a copy of the Software from www.docorigin.com on a
single machine and use for development and testing to create collateral deployable to Your production
system(s). You are not entitled to use a development and testing license for live production purposes.
1.4 Production Licenses_ Production licenses are available far purchase through authorized distributors and
resellers of Eclipse Corporation only. Subject to all of the terms and conditions of this Agreement. Eclipse
Corporation grants You. a perpetual (subject to termination,by Eclipse Corporation due to your breach of the
terms of this Agreement), non-exclusive,non-transferable,worldwide non-sub License able license to use the
Software in accordance with the license type purchased by you as set out on your purchase order as further
described below. For greater certainty, unless otherwise agreed i.n a purchase order concluded with an
approved distributor of the Software. and approved by Eclipse Corporation, the default license to the
Software is a per-CPU license as described in A. below
A_ Per-CPU.The total number of CPUs on a computer used to operate the Software may not exceed
the licensed quantity of CPUs_ For purposes of this license metric: (a) CPUs may contain more
than one processing core, each group of two (2) processing cores is consider one (1) CPU., and
any remaining unpaired processing core. wiill be deemed a CPU. (b) all CPUs on a computer on
which the Software is installed shall be deemed to operate the Software unless You configure that
computer(using a reliable and verifiable means of hardware or software partitioning)such that the
total number of CPUs that actually operate the Software is less than the total number on that
computer. Virtual Machines ('VM's") are considered as a server. Installing and configuring the
software on multiple VM's requires one license per VM serer_ An enterprise license is available
upon request. Pricing varies based on the size of the company.
B_ Per-Document_ This is defined as a fee per document based on the total number of documents
generated annually by merging data with a template created by the Software_ The combined data
and template produce documents of one or more pages. A document may contain 1 or more
pages. For instance, a batch of invoices for 250 customers may contain 1.000 pages. this will be
counted as 250 documents which should correspond to 250 invoices.
C. Per-Surface.This is defined as a fee per surface based on the total number of surfaces generated
annually by merging data with a template created by the Software_ The combined data and
template produce documents of one or more pages. the pages may be printed one side (one
surface) or duplexed (2 surfaces). The documents may be rendered to a computer file (i.e. PDF),
each page placed in the file is considered a surface. A document may contain 1 or more surfaces.
For instance. a batch of invoices for 250 customers may contain 500 pages duplexed. this will be
counted as 1000 surfaces.
1.5 Disaster Recovery License_ You may request a Disaster Recovery license of the Software for each
production license You have purchased as a failaver in the event of loss of use of the production server(s).
This license is for disaster recovery purposes only and under no circumstance may the disaster recovery
license be used for production simultaneously with a production license with which it is paired.
1.6 Backup Copies. After installation of the Software pursuant to this EULA. you may store a copy of the
installation files for the Software solely for backup or archival purposes. Except as expressly provided in this
EULA, you may not otherwise make copies of the Software or the printed materials accompanying the
Software.
1.7 Third-Party Software License Rights_ If a separate License agreement pertaining to an item of third-party
software is: delivered to You with the Software,included in the Software download package,or referenced in
any material that is provided with the Software,then such separate license agreement shall govern Your use
of that item or version of Third-Party Software. Your rights in respect to any third-party software.third-party
data, third-party software or other third-party content provided with the Software shall be limited to those
rights necessary to operate the Software as permitted by this Agreement. No other rights in the Software or
third-party software are granted to You.
2. LICENSE RESTRICTIONS
Any copies of the Software shall include all trademarks,copyright notices, restricted rights legends. proprietary
markings and the like exactly as they appear on the copy of the Software originally provided to You. You may
not remove or alter any copyright, trademark andror proprietary notices marked on any part of the Software or
related documentation and must reproduce all such notices on all authorized copies of the Software and related
documentation. You shall not sublicense, distribute or otherwise make the Software available to any third party
(including. without limitation, any contractor, franchisee, agent or dealer) without first obtaining the written
agreement of(a) Eclipse Corporation to that use, and (b) such third party to comply with this Agreement. You
further agree not to(i)rent, lease,sell.sublicense.assign,or otherwise transfer the Software to anyone else: (ii)
directly or indirectly use the Software or any information about the Software in the development of any software
that is competitive with the Software, or(im) use the Software to operate or as a part of a time-sharing service,
outsourcing service. service bureau, application service provider or managed service provider offering_ You
further agree not to reverse engineer,decompile.or disassemble the Software.
3. UPDATES,MAINTENANCE AND SUPPORT
3.1 During the validity period of Your License Key. You will be entitled to download the latest version of the Software
from the DocOrigin website www.docor*gin.com. Use of any updates provided to You shall be governed by the
terms and conditions of this Agreement. Eclipse Corporation reserves the right at any time to not release or to
discontinue release of any Software and to alter prices, features, spermcations,capabilities,functions, licensing
terms,release dates,general availability or other characteristics of the Software.
3.2 On expiry of your maintenance and support contract you will have the right to continue using the current
version(s)of the Software which you downloaded prior to the date of expiry of your License Key. However,you
will need to renew maintenance and support in order to receive a new License Key that will unlock the more
current version(s) of the Software. For greater certainty, if you attempt to use an expired License Key to
download the latest version of the Software, the Software will revert to being a locked. evaluation copy of that
version of the Software.
4. INTELLECTUAL PROPERTY RIGHTS_
This EULA does not grant you any rights in connection with any trademarks or service marks of Eclipse
Corporation or DocOrigin. AM title and intellectual property rights in and to the Software. the accompanying
printed materials, and any copies of the Software are owned by Eclipse Corporation or its suppliers. All title and
intellectual property rights in and to the content that is not contained in the Software, but may be accessed
through use of the Software, is the property of the respective content owners and may be protected by applicable
copyright or other intellectual property laws and treaties. This EULA grants you no rights to use such content If
this Software contains documentation that is provided only in electronic form. you may print one copy of such
electronic documentation.
5. DISCLAIMER OF WARRANTIES_
TO THE GREATEST EXTENT PERMITTED BY LAW, THE LICENSED SOFTWARE AND TECHNICAL
SUPPORT PROVIDED BY ECLIPSE CORPORATION HEREUNDER ARE PROVIDED ON AN "AS IS"BASIS
AND THERE ARE NO WARRANTIES. REPRESENTATIONS OR CONDITIONS, EXPRESS OR IMPLIED.
WRITTEN OR ORAL, ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF
TRADE OR OTHERWISE, REGARDING THEM OR ANY OTHER PRODUCT OR SERVICE PROVIDED
UNDER THIS AGREEMENT OR IN CONNECTION WITH THIS AGREEMENT BY ECLIPSE CORPORATION
ECLIPSE CORPORATION DISCLAIM ANY IMPLIED WARRANTIES OR CONDITIONS OF QUALITY.
MERCHANTABILITY. MERCHANTABLE QUALITY. DURABILITY. FITNESS FOR A PARTICULAR PURPOSE
AND NON-INFRINGEMENT. ECLIPSE CORPORATION DOES NOT REPRESENT OR WARRANT THAT THE
SOFTWARE SHALL MEET ANY OR ALL OF YOUR PARTICULAR REQUIREMENTS, THAT THE SOFTWARE
WILL OPERATE ERROR-FREE OR UNINTERRUPTED OR THAT ALL ERRORS OR DEFECTS IN THE
SOFTWARE CAN BE FOUND OR CORRECTED.
In certain jurisdictions,some or all of the provisions in this Section may not be effective or the applicable law may
mandate a more extensive warranty in which case the applicable law will prevail over this Agreement.
6. INDEMNIFICATION&LIMITATIONS OF LIABILITY_
6.1 Eclipse Corporation shall defend andior settle at its expense, any claims, actions, allegations or proceedings
against You to the extent arising out of or relating to misappropriation or infringement by the Software of arty third
party's proprietary or i,ntelllectual property right('Claims'), and Eclipse Corporation shall pay all damages finally
awarded by a court of competent jurisdiction to such third party against You, or any settlement amounts agreed
by Eclipse Corporation; subject to the conditions that. You shall notify Eclipse Corporation promptly of any You
Claims, permit Eclipse Corporation to control the defense and settlement of such Claims and assist Eclipse
Corporation, at Eclipse Corporation's expense, in defending or settling such Claims. Eclipse Corporation shall
not be liable for any settlement amounts entered into by You without Eclipse Corporation's prior written approval.
If Eclipse Corporation has reason to believe that it would be subject to an injunction or continuing damages
based on the Software.then Eclipse Corporation may(and if Eclipse Corporation or any of its customers or third
party software suppliers s subject to an injunction or continuing damages based on the Software). then
notwithstanding any other provision in this Agreement. Eclipse Corporation shall be entitled to either modify the
Software to make it non-infringing ander remove the misappropriated material, replace the Software or portion
thereof with a service ar mate-als that provide substantially the same functionality or information,or, if neither of
the foregoing is comrr,erca;ly practicable. require You to cease using the Software and refund to You (a) a pro
rata portion of any one(1)time fees(based on a three(3)year.straight-line depreciation schedule from the date
of payment), and (b)any fees that have been pre-paid by You but are unused. The foregoing notwithstanding.
Eclipse Corporation shall have no liability for a claim of infringement or misappropriation to the extent caused by
(i)the combination of the Software with any other service, software,data or products not provided or approved
by Eclipse Corporation: or(ii)the use of any material provided by You or any end users. nit any breath by You
of this Agreement.THE FOREGOING IS ECLIPSE CORPORATION'S SOLE AND EXCLUSIVE LIABILITY.AND
YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY INFRINGEMENT OR MISAPPROPRIATION OF ANY
THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS.
TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT SHALL ECLIPSE
CORPORATION BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DIRECT, INDIRECT.
INCIDENTAL, SPECIAL, PUNITIVE. EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER,
INCLUDING WITHOUT LIMITATION, LEGAL EXPENSES. LOSS OF BUSINESS, LOSS OF PROFITS. LOSS
OF REVENUE, LOST OR DAMAGED DATA. LOSS OF COMPUTER TIME. COST OF SUBSTITUTE GOODS
OR SERVICES. OR FAILURE TO REALIZE EXPECTED SAVINGS OR ANY OTHER COMMERCIAL OR
ECONOMIC LOSSES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. EVEN IF ECLIPSE
CORPORATION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. OR SUCH
LOSSES OR DAMAGES ARE FORESEEABLE.
6.2 THE ENTIRE LIABILITY OF ECLIPSE CORPORATION AND YOUR EXCLUSIVE REMEDY WITH RESPECT
TO THE SOFTWARE AND TECHNICAL SUPPORT AND ANY OTHER PRODUCTS OR SERVICES SUPPUED
BY ECLIPSE CORPORATION IN CONNECTION WITH THIS AGREEMENT FOR DAMAGES FOR ANY
CAUSE AND REGARDLESS OF THE CAUSE OF ACTION. WHETHER IN CONTRACT OR IN TORT,
INCLUDING FUNDAMENTAL BREACH OR NEGLIGENCE, WILL BE LIMITED IN THE AGGREGATE TO THE
AMOUNTS PAID BY YOU FOR THE SOFTWARE. TECHNICAL SUPPORT OR SERVICES GIVING RISE TO
THE CLAIM.
6.3 THE DISCLAIMER OF REPRESENTATIONS, WARRANTIES AND CONDITIONS AND LIMITATION OF
LIABILITY CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT. YOU ACKNOWLEDGE THAT BUT
FOR THE DISCLAIMER OF REPRESENTATIONS. WARRANTIES AND CONDITIONS AND LIMITATION OF
LIABILITY, NEITHER ECLIPSE CORPORATION NOR ANY OF ITS LICENSORS OR SUPPLIERS WOULD
GRANT THE RIGHTS GRANTED IN THIS AGREEMENT.
7. TERM AND TERMINATION
7.1 The term of this Agreement will begin on download of the Software and, in respect of an Evaluation License.
shall continue for the Evaluation Period, and in respect of all other license types defined in Section 1, shall
continue for as long as You use the Software, unless earlier terminated sooner under this section 7.
7.2 Eclipse Corporation may terminate this Agreement in the event of any breach by You if such breach has not
been cured within thirty(30)days of notice to You. No termination of this Agreement will entitle You to a refund
of any amounts paid by You to Eclipse Corporation or its applicable distributor or reseller or affect any obligations
You may have to pay any outstanding amounts owing to Eclipse Corporation or its distributor.
7.3 Your rights to use the Software will immediately terminate upon terminacon or expiration of this Agreement.
4'+'ith n thf rf 130i days of termination or expiration of this Agreement. You shall purge all Software and all copies
thereof from a I computer systems and storage devices on whit It was stored, and certify such to Eclipse
Corpora-ior
8. GENERAL PROVISIONS
8.1 No Waiver_ No delay or failure in exercising any right under this Agreement. or any partial or single exercise of
any right. will' constitute a waiver of that right or any other rights under this Agreement. No consent to a breach
of any express or implied term set out in this Agreement constitutes consent to any subsequent breach, whether
of the same or any other provision.
8.2 Severability. f any provision of this Agreement is. or becomes. unenforceable, ii we'll be se✓e-ed from this
Agreement and the remainder of this Agreement will remain in full force and effect
8.3 Assignment You may not transfer or assign this Agreement ;whether voluntarily, by operation of law, or
otherwise)without Eclipse Corporation's prior written consent. Eclipse Corporation may assign this Agreement
at anytime without notice. This Agreement is binding upon and inure to the benefit of both parties, and their
respective successors and permitted assigns.
8.4 Governing Law and Venue if You are located in the USA_ This Agreement shall be governed by the laws of
the State of Texas if You are located in the USA_ No choice of laws rules of any jurisdiction shall apply to this
Agreement You consent and agree that the courts of the State of Texas shall have jurisdiction over any legal
action or proceeding brought by You arising out of or relating to this Agreement, and You consent to the
jurisdiction of such courts for any such action or proceeding.
8.5 Governing Law and Venue if You are not located in the USA. This Agreement shall be governed by the laws
of the Province of Ontario in Canada if You are not located in the USA . No choice of laws rules of any
jurisdiction shall apply to this Agreement. You consent and agree that the courts of the Province of Ontario in
Canada shall have jurisdiction over any legal action or proceeding brought by You arising out of or relating to this
Agreement and You consent to the jurisdiction of such courts for any such action or proceeding_
8.0 Entire Agreement. This Agreement is the entire understanding and agreement between You and Eclipse
Corporation with respect to the subject matter hereof, and it supersedes all prior negotiations, commitments and
understandings, verbal or written, and purchase order issued by You. This Agreement may be amended or
otherwise modified by Eclipse Corporation from lime to time and the most recent version of the Agreement will
be available on the Eclipse Corporation website www.docorigin.com.
Last Updated:July 22,2017
,
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. technologies
Exhibit D - Schedule 2
BMI Terms
*
4.1111411 )
B M A SYSTEMS
GROUP
End-L-ser License Agreement(EL-LA) for AssetTrak ARS
Desktop Computer
L\IPORTA\T-READ CAREFULLY This End-User License Agreement C'EULA)is a legal agreement between you(either an
individual or a single entity)and the Manufacturer(BMI Systems Group)of the application software for the desktop version of
"AssetTrak ARS.
Software Product License
The"AssetTrak ARS Software Product'is protected by copyright laws and international copyright treaties.as well as other
intellectual property laws and treaties. The"AssetTrak ARS Software Product"is licensed,not sold.
1.GRANT OF LICENSE.This EULA grants you the following rights:
Software.You may install and use one copy of the"-AssetTrak ARS Software Product-on(I)computer per license.
DESCRIPTION OF OTHER RIGHTS AND LBI TATIONS
`Limitations of Reverse Engineering,Decompilation and Disassembly.You may not reverse engineer,decompile,or
disassemble the"AssetTrak ARS Software Product-.except and only to the extent that such activity is expressly permitted
by applicable law notwithstanding this limitation_
`Separation of Components.The"AssetTrak ARS Software Product"is licensed as a single product. Its component parts
may not be separated for use on more than one computer.
`Single Computer."AssetTrak ARS Software Product-is licensed with a Computer as a single product.
=Software Transfer.You may permanently transfer all of your rights under this EULA only as part of a transfer to a new
computer if you transfer all of the"AssetTrak ARS Software Product"(including all component pans,the media and printed
materials if applicable,the Certificate(s)or Authenticity)_and the recipient agrees to the terms of this EULA.A second copy
for backup only is permitted.Only(1)copy can be used at a time.
`Termination.\Vtthout prejudice to any other rights BMI System Group may terminate this EULA if you fail to comply
with the terms and conditions of this EULA In such event.you must destroy all copies of the"AssetTrak ARS Software
Product-and all of its component parts.
3.COPYRIGHT.All title and copyrights in and to the"AssetTrak ARS Software Product-(including but not limited to any images_
photographs,animations,video,audio.music,text,and"apples'incorporated into the"AssetTrak ARS Software Product-the
accompanying printed materials,and any copies of the-AssetTrak ARS Software Product are owned by BMI Systems Group or its
suppliers. You may not copy the printed materials accompanying the"AssetTrak ARS Software Product" All rights not specifically
granted under this EULA are reserved by BMI Systems Group.
4.PRODUCT SUPPORT.Product Support for the"AssetTrak ARS Software Product'is provided by BMI Systems Group or its
subsidiaries.For product support,please refer to BMI's support number provided in the documentation for the software.Should you
have any questions concerning this EULA.or if you desire to contact BMI Systems Group for any other reason,please refer to the
address provided in the documentation for the-AssetTrak ARS Software Product".
5.U.S.GOVERNMENT RESTRICTED RIGHTS.The"AssetTrak ARS Software Product-and documentation are provided with
RESTRICTED RIGHTS.Use.duplication,or disclosure by the Government is subject to restrictions as set forth in subparagraph
(c)(1)(ii)of the Rights in Technical Data and Computer Software clause at DFARS 252.277-7013 or sub-paragraphs(c)(1)and(2)of
the Commercial Computer Software-Restricted Rights at 4S CFR 52.2227-19.as applicable.Manufacturer is BMI Systems Group.
P.O.Box 6280.Chandler.AZ.85246-6280
•
'4
End-User License Agreement (EULA) for Collect-IT
Desktop Computer
IMPORTANT-READ CAREFULLY:This End-User License Agreement CEUTA')is a legal agreement between you(either an
individual or a single entity)and the Manufacturer(BMI Systems Group)of the application software for the desktop version of
"Collect-IT.
Software Product License
The-Collect-IT Software Product-is protected by copyright laws and international copyright treaties.as well as other intellectual
property laws and treaties. The'-Collect-IT Software Product-is licensed.not sold.
1.GRANT OF LICENSE.This EULA grants you the following rights:
Software.You may install and use cue copy of the"Collect-IT Software Product"on(1)computer per license.
DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
*Limitations of Reverse Engineering.Decompilation and Disassembly.You may not reverse engineer.decompile or disassemble the"Collect-II
Software Product.except and only to the extent that such activity is expressly pemiitted by applicable law notwithstanding this limitation.
*Separation of components.The-Collect-II Software Product is licensed as a single product. Its component parts may not be separated for use on
more than one computer
*Single Computer.-Collect-IT Software Product-is licensed with Computer as a single product
*Software Transfer.You may permanently transfer all of your rights under this EULA only as part of a transfer to a new computer provided you retain
the original copies,you transfer all of the'Collect-IT Software Product"(including all component parts.the media and primed materials,any upgrades.
this EULA and.if applicable the Certificates)or Authenticity).and the recipient agrees to the terms of this EULA If the"Collect-IT Software Product-
is
roductis an upgrade.any transfer most include all poor versions of the"Collect-IT Software Product"
•Termination.Without prejudice to any other rights BM1 System Group may terminate this ELIA if you fail to comply with the terms and conditions of
this EULA.In such event_you must destroy all copies of the"Collect-IT Software Product"and all of its component parts.
3.COPYRIGHT.All title and copyrights in and to the"Collect-IT Software Product(including but not limited to any images.photographs.animations,video,
audio.music,text.and"apples-incorporated into the"Collect-1T Software Product"the accompanying printed materials,and any copies of the"Collect-II Software
Product-.are owned by BMI Systems Group or its suppliers. You may not copy the printed materials accompanying the"Collect-IT Software Product All rights
not specifically granted wider this EULA are reserved by DM1 Systems Group.
4.PRODUCT SUPPORT.Product Support for the"Collect-II Software Product"is provided by DM1 Systems Group or its subsidiaries.For product
support.please refer to BMTs support number provided in the documentation for the software.Should you have any questions concerning this ELZA or if you
desire to contact BMI Systems Group for any other reason.please refer to the address provided in the documentation for the"Collect-IT Software Product-
5.
roduct'5.C.S.GOVERNMENT RESTRICTED RIGHTS.The"Collect-IT Software Product"and documentation are provided with RESTRICTED RIGHTS Use.
duplication,or disclosure by the Government is subject to restrictions as set forth in subparagraph(cx l Xii)of the Rights in Technical Data and Computer Software
clause at DEARS 252.277-7013 or sub-paragraphs(c)(t)and(2)of the Commercial Computer Software-Restricted Rights at 48 CFR 52227-19.as applicable.
Manufacturer is BMI Systems Group.P.O.Box 6280.Chandler,z.85246-6280
r�
F
BmAaRy .:-.6E0,-- .
PC End-User License Agreement (EULA) for TransTrak
IMPORTANT-READ CAREFLZLY:This End-User license Agreement CEUTA")is a legal agreement between you(either an
individual or a single entity)and the Manufacturer(BMI Systems Group)of the application software for the desktop version of
'TransTrak.
Software Product License
The'TransTrak Software Product"is protected by copyright laws and international copyright treaties.as well as other intellectual
property laws and treaties. The"TransTrak Software Product"is licensed.not sold
1.GRANT OF LICENSE.This EULA grants you the following rights:
*Software.You may install and use one copy of the"TransTrak Software Product"on(1)computer per license.
DESCRIPTION OF OTHER RIGHTS AND LLMITATIONS
*Limitations of Reverse Engineering,Decompilation and Disassembly.You may not reverse engineer,decompile,or
disassemble the`TransTrak Software Product".except and only to the extent that such activity is expressly permitted by
applicable law notwithstanding this limitation.
`Separation of Components.The"TransTrak Software Product"is licensed as a single product. Its component parts may
not be separated for use on more than one computer.
'Single Computer.`TransTrak Software Product"is licensed with a Computer as a single product.
*Software Transfer.You may permanently transfer all your rights under this EULA only as part of a transfer to a new
computer if you transfer all of the"TransTrak Software Product"(including all component parts,the media and printed
materials if applicable,the Certificate(s)or Authenticity),and the recipient agrees to the terms of this EULA A second copy
for backup only is permitted.Only(1)copy can be used at a time.
*Termination.Without prejudice to any other rights BMI System Group may terminate this EULA if you fail to comply
with the terms and conditions of this EULA.In such event,you must destroy all copies of the"TransTrak Software Product"
and all of its component parts.
3.COPYRIGHT.All title and copyrights in and to the"TransTrak Software Product"(including but not limited to any images,
photographs,animations,video,audio,music,text,and"apples"incorporated into the"TransTrak Software Product"the
accompanying printed materials,and any copies of the"TransTrak Software Product",are owned by BMI Systems Group or its
suppliers. You may not copy the printed materials accompanying the"TransTrak Software Product".All rights not specifically
granted under this EULA are reserved by BMI Systems Group.
4.PRODUCT SUPPORT.Product Support for the'TransTrak Software Product"is provided by BMI Systems Group or its
subsidiaries.For product support,please refer to BMI's support number provided in the documentation for the software.Should you
have any questions concerning this EULA,or if you desire to contact BMI Systems Group for any other reason,please refer to the
address provided in the documentation for the"TransTrak Software Product".
5.U.S.GOVERNMENT RESTRICTED RIGHTS.The'TransTrak Software Product"and documentation are provided with
RESTRICTED RIGHTS.Use,duplication,or disclosure by the Government is subject to restrictions as set forth in subparagraph
(cX1Xii)of the Rights in Technical Data and Computer Software clause at DFARS 252.277-7013 or sub-paragraphs(c)(1)and(2)of
the Commercial Computer Software-Restricted Rights at 48 CFR 52.227-19,as applicable.Manufacturer is BMI Systems Group,
P.O.Box 6280,Chandler.AZ.85246-6280
,n
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Exhibit E
Statement of Work
Statement of Work to be inserted prior to Agreement execution.
•
••••❖••• •
tVier
• technologies
Exhibit F
Web Services — Hosted Application Terms
Tyler Technologies, Inc. will provide you with the hosted applications indicated in the Investment Summary
of your License and Services Agreement.The terms and conditions contained in this document only apply to
our provision of those applications. Capitalized terms not otherwise defined will have the meaning assigned
to such terms in your License and Services Agreement.
1. Hosted Applications.We will provide you with any of the following hosted applications as indicated in the
Investment Summary.
1.1. Web Services: Our Web Services are designed to enable you to easily establish a presence on the
Internet. Our Web Hosting and Design is composed of our Web Hosting and Design Publishing
Component and other miscellaneous components. These components may be used independently or
in conjunction with each other.
1.2. Court On-Line: Our Court On-Line Component provides the ability for municipal court fines to be paid by
credit card via the Internet. This system interfaces seamlessly with our InCourt Municipal Court System.
2. Term.See Section F(1)of the SaaS Agreement.
3. Nature of Website.We shall maintain a website for you, allowing a user to access relevant data provided by
you.This data may include information from your Tyler Software system.This website will be capable of
accepting payments via Secured Socket Layer(SSL) encryption and credit card or debit card charge.
4. Data Procurement.You must set up a merchant account with Electronic Transaction System Corporation or
OpenEdge to be solely used for our Web Service transactions.The merchant account must be set up to fund to
your bank account.You are responsible for all fees and expenses of the merchant account.You must install
and run Tyler Web Services to allow us to transfer the necessary data from your system to our servers on a
real time basis.Certain information,such as payment information, must be conveyed to you.We will be
responsible for transferring such information to you on a regular basis.Tyler Web Services requires a
dedicated IP address;assignment of this address is your responsibility.While we assume responsibility for data
transfer,we are not responsible for accuracy of data transferred.
5. Ownership of Data.All data you provide to us for the purposes of generating the website shall remain your
property. Should you terminate your SaaS Agreement,we shall return to you any such data in our possession.
6. Fees.You agree to pay the initial fee and annual fees as stated in the Investment Summary and in accordance
with our Invoicing and Payment Policy.We may increase the per-transaction fee for online payment no more
than once per year with sixty(60) days prior written notice.
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Statement of Work
Tyler Technologies
Prepared for:
City of Port Arthur
Fay Young
444 4th Street, Port Arthur,TX 77640
Prepared by:
David Carl!
1 Tyler Drive
Yarmouth, ME 04096
Tyler Technologies, Inc.
www.tylertech.com
•
•.:S.
Revised:1/30/2019 • tyler
• technologies
Table of Contents
1 Executive Summary 6
1.1 Project Overview 6
1.2 Product Summary 6
1.3 Project Timeline 6
1.4 Project Methodology Overview 8
2 Project Governance 9
2.1 Client Governance 9
2.1.1 Client Project Manager 9
2.1.2 Steering Committee 9
2.1.3 Executive Sponsor(s) 10
2.2 Tyler Governance 10
2.2.1 Tyler Project Manager 10
2.2.2 Tyler Implementation Management 10
2.2.3 Tyler Executive Management 10
2.3 Acceptance and Acknowledgment Process 10
3 Overall Project Assumptions 12
3.1 Project, Resources and Scheduling 12
3.2 Data Conversion 13
3.3 Data Exchanges, Modifications, Forms and Reports 13
3.4 Hardware and Software 13
3.5 Education 14
4 Implementation Stages 15
4.1 Work Breakdown Structure (WBS) 15
4.2 Initiate & Plan (Stage 1) a 16
4.2.1 Tyler Internal Coordination & Planning 16
4.2.2 System Infrastructure Planning 17
4.2.3 Project/Phase Planning 18
4.2.4 Project Schedule 19
4.2.5 Stakeholder Presentation 20
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4.2.6 Control Point 1: Initiate & Plan Stage Acceptance 21
4.3 Assess& Define (Stage 2) 22
4.3.1 Fundamentals Review 22
4.3.2 Current/Future State Analysis 23
4.3.3 Data Conversion Planning& Mapping 24
4.3.4 Standard 3rd Party Data Exchange Planning 25
4.3.5 Modification Analysis &Specification, if contracted 26
4.3.6 Forms & Reports Planning 27
4.3.7 System Deployment 28
4.3.8 Control Point 2: Assess & Define Stage Acceptance 29
4.4 Build &Validate (Stage 3) 31
4.4.1 Configuration & Power User Training 31
4.4.2 Data Conversion &Validation 32
4.4.3 Standard 3rd Party Data Exchange Validation 33
4.4.4 Modification Delivery&Validation, if contracted 34
4.4.5 Forms& Reports Validation 35
4.4.6 Control Point 3: Build &Validate Stage Acceptance 36
4.5 Final Testing&Training (Stage 4) 37
4.5.1 Cutover Planning 37
4.5.2 User Acceptance Testing (UAT) 38
4.5.3 End User Training 39
4.5.4 Control Point 4: Final Testing&Training Stage Acceptance 40
4.6 Production Cutover(Stage 5) 41
4.6.1 Final Data Conversion, if applicable 41
4.6.2 Production Processing &Assistance 42
4.6.3 Transition to Tyler Support 43
4.6.4 Schedule Post-Production Services, if applicable 44
4.6.5 Control Point 5: Production Cutover Stage Acceptance 45
4.7 Phase/Project Closure (Stage 6) 46
4.7.1 Close Phase/Project 46
4.7.2 Control Point 6: Phase/Project Closure Stage Acceptance 47
5 Roles and Responsibilities 48
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5.1 Tyler Roles and Responsibilities 48
5.1.1 Tyler Executive Management 48
5.1.2 Tyler Implementation Management 48
5.1.3 Tyler Project Manager 48
5.1.4 Tyler Implementation Consultant 49
5.1.5 Tyler Sales 50
5.1.6 Tyler Software Support 50
5.1.7 Tyler Data Conversion Experts 50
5.2 City Roles and Responsibilities 50
5.2.1 City Executive Sponsor 50
5.2.2 City Steering Committee 51
5.2.3 City Project Manager 51
5.2.4 City Functional Leads 52
5.2.5 City Power Users 53
5.2.6 City End Users 53
5.2.7 City Technical Support 53
5.2.8 City Upgrade Coordinator 54
5.2.9 City Project Toolset Coordinator 54
5.2.10 City Change Management Lead 54
6 Glossary 55
7 Incode Conversion Summary 58
7.1 Court Case Management - Standard 58
8 Munis Conversion Summary 59
8.1 Accounting Chart of Accounts 59
8.2 Accounting-Actuals 59
8.3 Accounting- Budgets 59
8.4 Accounts Payable Master 59
8.5 Accounts Payable -Checks 59
8.6 Accounts Payable - Invoices 59
8.7 Asset Maintenance—Work Order Assets 59
8.8 Asset Maintenance—Work Order History (With Cost Data) 60
8.9 Asset Maintenance—Close Work Order History(No Cost Data) 60
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8.10 Capital Assets Master 60
8.11 Contracts 60
8.12 General Billing CID 60
8.13 General Billing—Recurring Invoices 60
8.14 General Billing—Bills 60
8.15 Inventory—Standard Master 60
8.16 Inventory—Commodity Codes 60
8.17 Purchase Orders 61
8.18 Payroll 61
8.19 Payroll - Deductions 61
8.20 Payroll—Accrual Balances 61
8.21 Payroll—Accumulators 61
8.22 Payroll—Check History 61
8.23 Payroll—Earning/Deduction Hist. 61
8.24 Payroll—Recruiting 61
8.25 Payroll—PM Action History 62
8.26 Payroll—Position Control 62
8.27 Payroll—Certifications 62
8.28 Payroll—State Retirement Tables 62
8.29 Payroll—Education 62
8.30 Utility Billing 62
8.31 Utility Billing—Assessments 62
8.32 Utility Billing—Backflow 62
8.33 Utility Billing—Service Orders 62
8.34 Utility Billing—Balance Forward AR 63
8.35 Utility Billing—Consumption History 63
8.36 Utility Billing—Services 63
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1 Executive Summary
1.1 Project Overview
The Statement of Work(SOW) documents the Project Scope, methodology, roles and responsibilities,
implementation Stages, and deliverables for the implementation of Tyler products.
The Project goals are to offer City of Port Arthur the opportunity to make the City more accessible and
responsive to external and internal customer needs and more efficient in its operations through:
• Streamlining, automating, and integrating business processes and practices
• Providing tools to produce and access information in a real-time environment
• Enabling and empowering users to become more efficient, productive and responsive
• Successfully overcoming current challenges and meeting future goals
1.2 Product Summary
Below, is a summary of the products included in this Project, as well as reference to the City's functional
area utilizing the Tyler product(s). Refer to the Implementation Stages section of this SOW for information
containing detailed service components.
[PRODUCT] [APPLICATION]
Incode Court
Munis Financials
Munis Human Capital Management
Munis Utility Billing
Munis Enterprise Asset Management
Executime Time& Attendance
Executime Advanced Scheduling
EnerGov Business Management
EnerGov Community Development
1.3 Project Timeline
The Project Timeline establishes a start and end date for each Phase of the Project. Developed during the
Initiate & Plan Stage and revised as mutually agreed to, if needed,the timeline accounts for resource
availability, business goals, size and complexity of the Project, and task duration requirements.
Phase Functional Areas Modules Start Date Go-Live Date
1 Financials • Accounting/General Ledger Sept 2019 Oct 2020
• Project and Grant Accounting
• Accounts Payable
• Bid Management
• Budgeting
• Capital Assets
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Phase Functional Areas Modules Start Date Go-Live Date
• Cash Management
• Contract Management
• Purchasing
• eProcurement
• Accounts Receivable
• General Billing
• Tyler Cashiering
• CAFR Statement Builder
System Wide • Munis Analytics & Reporting
o Tyler Reporting Services
o Munis Office
o Role Tailored Dashboard
• Tyler Forms Processing
• Tyler Content Manager SE
• Socrata Open Finance
2 Human Capital • Payroll w/Employee Self Service May 2020 Jan 2022
Management • HR &Talent Management
• Recruiting
• Employee Expense Reimbursement
• ExecuTime Time &Attendance
• ExecuTime Time &Attendance
Mobile Access
• Executime Advance Scheduling
• Executime Advance Scheduling
Mobile Access
3 Utility Billing • Utility Billing CIS Oct 2020 Oct 2022
• UB Interface
• Central Property File
• Citizen Self Service
• Tyler GIS
4 Courts • Criminal Court Case Management Apr 2021 Oct 2021
• Tyler Jury Module
• Tyler Cashiering (TBD) (TBD)
• Defense Attorney Portal
5 EnerGov • EnerGov Business Management Apr 2022 Oct 2023
Suite
• EnerGov Community Development
Suite
• Citizen Self Service—Tyler 311 &
Click2report
• Citizen Self Service—Community
Development
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Phase Functional Areas Modules Start Date Go-Live Date
6 Enterprise Asset • Asset Maintenance Oct 2022 Oct 2023
Management • Asset Performance
• Inventory
• Tyler 311/Incident Management
• Standard Fuel Interface
1.4 Project Methodology Overview
Tyler bases its implementation methodology on the Project Management Institute's (PMI) Process Groups
(Initiating, Planning, Executing, Monitoring& Controlling, and Closing). Using this model,Tyler developed
a 6-stage process specifically designed to focus on critical project success measurement factors.
Tailored specifically for Tyler's public sector clients,the project methodology contains Stage Acceptance
Control Points throughout each Phase to ensure adherence to Scope, budget, timeline controls, effective
communications, and quality standards. Clearly defined, the project methodology repeats consistently
across Phases, and is scaled to meet the City's complexity, and organizational needs.
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2 Project Governance
The purpose of this section is to define the resources required to adequately establish the business
needs, objectives, and priorities for the Project; communicate the goals to other project participants; and
provide support and guidance to accomplish these goals. Project governance also defines the structure
for issue escalation and resolution, Change Control review and authority, and organizational Change
Management activities.
The preliminary governance structure establishes a clear escalation path when issues and risks require
escalation above the project manager level. Further refinement of the governance structure, related
processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage.
The path below illustrates an overall team perspective where Tyler and the City collaborate to resolve
project challenges according to defined escalation paths. In the event project managers do not possess
authority to determine a solution, resolve an issue, or mitigate a risk,Tyler implementation management
and the City 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.
2.1 Client Governance
Depending on the City's organizational structure and size, the following governance roles may be filled by
one or more people:
2.1.1 Client Project Manager
The City's project manager(s) coordinate project team members, subject matter experts, and the overall
implementation schedule and serves as the primary point of contact with Tyler.The City project
manager(s) will be responsible for reporting to the City steering committee and determining appropriate
escalation points.
2.1.2 Steering Committee
The City steering committee understands and supports the cultural change necessary for the Project and
fosters an appreciation of the Project's value throughout the organization. Oversees the City project
manager(s) and the Project and 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 provides support to the City project manager(s) by
communicating the importance of the Project to all impacted departments. The City steering committee
is responsible for ensuring the Project has appropriate resources, provides strategic direction to the
project team, for making timely decisions on critical project issues or policy decisions. The City steering
committee also serves as primary level of issue resolution for the Project.
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2.1.3 Executive Sponsor(s)
The City's executive sponsor provides support to the Project by allocating resources, providing strategic
direction, and communicating key issues about the Project and the Project's overall importance to the
organization. When called upon, the executive sponsor also acts as the final authority on all escalated
project issues. The executive sponsor engages in the Project, as needed, in order to provide necessary
support, oversight, guidance, and escalation, but does not participate in day-to-day project activities. The
executive sponsor empowers the City steering committee, project manager(s), and functional leads to
make critical business decisions for the City.
2.2 Tyler Governance
2.2.1 Tyler Project Manager
The Tyler project manager(s) have direct involvement with the Project and coordinates Tyler project team
members, subject matter experts, the overall implementation schedule, and serves as the primary point
of contact with the City. As requested by the City,the Tyler project manager(s) provide regular updates to
the City's steering committee and other Tyler governance members.
2.2.2 Tyler Implementation Management
Tyler implementation management has indirect involvement with the Project and is part of the Tyler
escalation process. Tyler project manager(s) consult implementation management on issues and
outstanding decisions critical to the Project. Implementation management works toward a solution with
the Tyler project manager(s) or with the City management, as appropriate. Tyler executive management
is the escalation point for any issues not resolved at this level. The name(s) and contact information for
this resource will be provided and available to the project team.
2.2.3 Tyler Executive Management
Tyler executive management has indirect involvement with the Project and is part of the Tyler escalation
process.This team member offers additional support to the project team and collaborates with other
Tyler department managers, as needed, in order to escalate and facilitate implementation project tasks
and decisions. The name(s) and contact information for this resource will be provided and available to the
project team.
2.3 Acceptance and Acknowledgment Process
All Deliverables and Control Points must be accepted or acknowledged following the process below.
Acceptance requires a formal sign-off while acknowledgement may be provided without formal sign-off at
the time of delivery. The following process will be used for accepting or acknowledging Deliverables and
Control Points:
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• The City shall have ten (10) business days from the date of delivery, or as otherwise mutually
agreed upon by the parties in writing, to accept or acknowledge each Deliverable or Control
Point. If the City does not provide acceptance or acknowledgement within ten (10) 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 particular Deliverable or Control Point meets requirements, the City
shall notify Tyler project manager(s), in writing, with reasoning within ten (10) 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 five (5) 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 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.
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3 Overall Project Assumptions
3.1 Project, Resources and Scheduling
• Project activities will begin after the Agreement has been fully executed.
• The City has the ability allocate additional internal resources if needed. The City also ensures the
alignment of their budget and Scope expectations.
• The City and Tyler ensure that the assigned resources are available, they buy-into the change
process, and they possess the required business knowledge to complete their assigned tasks
successfully. Should there be a change in resources, the replacement resource should have a
comparable level of availability, buy-in, and knowledge.
• Tyler and the City provide adequate resources to support the efforts to complete the Project as
scheduled and within the constraints of the Project budget.
• Abbreviated timelines and overlapped Phases can result in Project delays if there are not
sufficient resources assigned to complete all required work as scheduled.
• Changes to Project Plan, availability of resources or changes in Scope may result in schedule
delays, which may result in additional charges to the Project.
• Tyler provides a written agenda and notice of any prerequisites to the City project manager(s) ten
(10) business days prior to any scheduled on site or remote sessions.
• Tyler provides notice of any prerequisites to the City project manager(s) a minimum of ten (10)
business days prior to any key deliverable due dates.
• City users complete prerequisites prior to applicable scheduled activities.
• Tyler provides guidance for configuration and processing options available within the Tyler
software. The City is responsible for making decisions based on the options available.
• In the event the City may elect to add and/or modify current business policies during the course
of this Project, such policy changes are solely the City's responsibility to define, document, and
implement.
• The City makes timely Project related decisions in order to achieve scheduled due dates on tasks
and prepare for subsequent training sessions. Decisions left unmade may affect the schedule, as
each analysis and implementation session builds on the decisions made in prior sessions.
• Tyler considers additional services out of Scope and requires additional time and costs be
requested via Change Request approved through the Change Control process.
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• The City will respond to information requests in a comprehensive and timely manner, in
accordance with the Project Plan.
3.2 Data Conversion
• The City is readily able to product the data files needed for conversion from the Legacy System in
order to provide them to Tyler on the specified due date(s).
• Each Legacy System data file submitted for conversion includes all associated records in a single
approved file layout.
• The City understands the Legacy System data extract(s) must be provided to Tyler in the same
format each time unless changes are mutually agreed upon in advance. If not, negative impacts
to the schedule, budget, and resource availability may occur and/or data in the new system may
be incorrect.
• During this process, the City may need to correct data scenarios in the Legacy System prior to the
final data pull. This is a complex activity and requires due diligence by the City to ensure all data
pulled includes all required data and the Tyler system contains properly mapped data.
3.3 Data Exchanges, Modifications, Forms and Reports
• The City ensures the 3rd party data received conforms to a Tyler standard format.
• The 3rd party possesses the knowledge of how to program their portion of the interaction and
understands how to manipulate the data received.
• Client is on a supported, compatible version of the 3rd party software or Tyler standard Data
Exchange tools may not be available.
• The City is willing to make reasonable business process changes rather than expecting the
product to conform to every aspect of their current system/process.
• Any Modification requests not expressly stated in the contract are out of Scope. Modifications
requested after contract signing have the potential to change cost, Scope, schedule, and
production dates for project Phases. Modification requests not in Scope must follow the Project
Change Request process.
3.4 Hardware and Software
• Tyler will initially Install the most current generally available version of the purchased Tyler
software.
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• The City will provide network access for Tyler modules, printers, and Internet access to all
applicable City and Tyler project staff.
• The City has in place all hardware, software, and technical infrastructure necessary to support the
Project.
• The City's system hardware and software meet Tyler standards to ensure sufficient speed and
operability of Tyler software. Tyler will not support use of software if the City does not meet
minimum standards of Tyler's published specifications.
3.5 Education
• Throughout the Project lifecycle, the City provides a training room for Tyler staff to transfer
knowledge to the City's resources, for both onsite and remote sessions. The City will provide staff
with a location to practice what they have learned without distraction. If Phases overlap, the City
will provide multiple training facilities to allow for independent sessions scheduling without
conflict.
• The training room is set up in a classroom setting. The City determines the number of
workstations in the room. Tyler recommends every person attending a scheduled session with a
Tyler Consultant or Trainer have their own workstation. However,Tyler requires there be no
more than two (2) people at a given workstation.
• The City provides a workstation which connects to the Tyler system for the Tyler trainer
conducting the session. The computer connects to a City provided projector, allowing all
attendees the ability to actively engage in the training session.
• The City testing database contains the Tyler software version required for delivery of the
Modification prior to the scheduled delivery date for testing.
• The City is responsible for verifying the performance of the Modification as defined by the
specification.
• Users performing user acceptance testing (UAT) have attended all applicable training sessions
prior to performing UAT.
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4 Implementation Stages
4.1 Work Breakdown Structure (WBS)
The Work Breakdown Structure (WBS) is a hierarchical representation of a Project or Phase broken down
into smaller, more manageable components. The top-level components are called "Stages" and the
second level components are called "work packages."The work packages, shown below each Stage,
contain the high-level work to be done. The detailed Project Plan, developed during Initiate & Plan and
finalized during Assess & Define, will list the tasks to be completed within each work package. Each Stage
ends with a "Control Point", confirming the work performed during that Stage of the Project.
1.1.0 1.2.0 l 1.3.0 1.4.0 }} 1.5.0 1.6.0
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4.2 Initiate & Plan (Stage 1)
The Initiate & Plan Stage creates a foundation for the Project through identification of City and Tyler
Project Management teams, development of implementation management plans, and the provision and
discussion of system infrastructure requirements. City participation in gathering information is critical.
Tyler Project Management teams present initial plans to stakeholder teams at Stage end.
4.2.1 Tyler Internal Coordination & Planning
Prior to Project commencement,Tyler management staff assigns project managers. Tyler provides the
City with initial Project documents used in gathering basic information, which aids in preliminary planning
and scheduling. City participation in gathering requested information by provided deadlines ensures the
Project moves forward in a timely fashion. Internally, the Tyler project manager(s) coordinate with sales
to ensure transfer of vital information from the sales process prior to scheduling a Project Planning
Meeting with the City's team. During this step,Tyler will work with the City to establish the date(s) for the
Project/Phase Planning session.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 1 Tyler Internal Coordination&Planning
TYLER CLIENT
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TASKS H H H Hi— H H H F- u U U u u u u U u U U
Assign Tyler project manager A R I I I
Provide initial Project documents to
A I R C I
Client
Sales to Implementation knowledge
A I R C
transfer
Internal planning and phase
A R C
coordination
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4.2.2 System Infrastructure Planning
The City provides, purchases or acquires hardware according to hardware specifications provided by Tyler
and ensures it is available at the City's site.The City completes the system infrastructure audit, ensuring
vital system infrastructure information is available to the Tyler implementation team, and verifies all
hardware compatibility with Tyler solutions.
RACI MATRIX KEY: R= Responsible A= Accountable C= Consulted I = Informed
STAGE 1 System Infrastructure Planning
TYLER CLIENT
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TASKS 1— 1— 1— 1— 1— 1— H- 1— F- U 0 0 0 U 0 u u u u u
Provide system hardware
I R A I C
specifications
Make hardware available for
I C A R
Installation
Install system hardware, if
I C A R
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Complete system infrastructure
I C A R
audit
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4.2.3 Project/Phase Planning
Project and Phase planning provides an opportunity to review the contract, software, data conversions
and services purchased, identify Applications to implement in each Phase (if applicable), and discuss
implementation timeframes. The Tyler project manager(s) deliver an Implementation Management Plan,
which is mutually agreeable by City and Tyler.
RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I = Informed
STAGE 1 Project/Phase Planning
TYLER CLIENT
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4.2.4 Project Schedule
The City and Tyler will mutually develop an initial Project Schedule. The initial schedule includes, at
minimum, enough detail to begin Project activities while the detailed Project Plan/schedule is being
developed and refined.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 1 Project Schedule
TYLER CLIENT
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TASKS a' v a) .v v v v av v
l— I— I— I— 1— I— I— I— E— U U U U U U U U U U U
Develop initial Project Schedule A R I C I I
Deliver Project Plan and schedule for
A R I I ICCII I
Project Phase
Client reviews Project Plan & initial
C IARCC C
schedule
Client approves Project Plan & initial
I I ARCC I I I I I
schedule
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4.2.5 Stakeholder Presentation
City stakeholders join the Tyler project managers to communicate successful Project criteria, Project
goals, Deliverables, a high-level milestone schedule, and roles and responsibilities of Project participants.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 1 Stakeholder Presentation
TYLER CLIENT
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TASKS I- 1— I— F- F F— F- I— 1— u u , u u u u u u u u u
Present overview of Project
Deliverables, Project Schedule and A R I IIICIIII I I I
roles and responsibilities
Communicate successful Project
criteria and goals I RCACI ICI I
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4.2.6 Control Point 1: Initiate & Plan Stage Acceptance
Acceptance criteria for this Stage includes completion of all criteria listed below. Advancement to the
Assess& Define Stage is dependent upon Tyler's receipt of the Stage Acceptance.
4.2.6.1 Initiate & Plan Stage Deliverables
■ Implementation Management Plan
o Objective: Update and deliver baseline management plans to reflect the approach to the
City's Project.
o Scope:The Implementation Management addresses how communication, quality control,
risks/issues, resources and schedules, and Software Upgrades (if applicable) will be
managed throughout the lifecycle of the Project.
o Acceptance criteria: City reviews and acknowledges receipt of Implementation
Management Plan.
■ Project Plan/Schedule
o Objective: Provide a comprehensive list of tasks, timelines and assignments related to the
Deliverables of the Project.
o Scope:Task list, assignments and due dates
o Acceptance criteria: City acceptance of schedule based on City resource availability and
Project budget and goals.
4.2.6.2 Initiate & Plan Stage Acceptance Criteria
■ Hardware Installed
■ System infrastructure audit complete and verified
■ Implementation Management Plan delivered
■ Project Plan/Schedule delivered; dates confirmed
■ Stakeholder Presentation complete
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4.3 Assess & Define (Stage 2)
The primary objective of Assess & Define is to gather information about current City business processes
and translate the material into future business processes using Tyler Applications.Tyler uses a variety of
methods for obtaining the information, all requiring City collaboration. The City shall provide complete
and accurate information to Tyler staff for analysis and understanding of current workflows and business
processes.
4.3.1 Fundamentals Review
Fundamentals Review provides functional leads and Power Users an overall understanding of software
capabilities prior to beginning current and future state analysis. The primary goal is to provide a basic
understanding of system functionality, which provides a foundation for upcoming conversations
regarding future state processing. Tyler utilizes a variety of methods for completing fundamentals training
including the use of eLearning,videos, documentation, and walkthroughs.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 2 Assess&Define
TYLER CLIENT
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TASKS Q' v a a w a) au .a' a a) a) a)
1— 1— I— I— h H H E— I— U U U U U U U U U U U
Schedule fundamentals review&
provide fundamentals materials& A R I C I I I
prerequisites, if applicable
Complete fundamentals materials
I A R I C
review and prerequisites
Ensure all scheduled attendees are
I I A R C I
present
Facilitate fundamentals review A R I I I
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4.3.2 Current/Future State Analysis
The City and Tyler evaluate current state processes, options within the new software, pros and cons of
each option based on current or desired state and make decisions about future state configuration and
processing.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 2 Current/Future State Analysis
TYLER CLIENT
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TASKS y > •a, .(1) a) al .v a, _a) a, au a, a,
H H H H H H H H H U U U u u U U U U U U
Provide Current/Future State
analysis materials to the City, as A R I C I I
applicable
Conduct Current& Future State
A R ICIC
analysis
Provide pros and cons of Tyler
A R ICIC
software options
Make Future State Decisions
according to due date in the Project I I CAR ICI
Plan
Record Future State decisions A R ICIC
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4.3.3 Data Conversion Planning & Mapping
This entails the activities performed to prepare to convert data from the City's Legacy System
Applications to the Tyler system. Tyler staff and the City work together to complete Data Mapping for
each piece of data (as outlined in the Agreement) from the Legacy System to a location in the Tyler
system.
RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I = Informed
STAGE 2 Data Conversion Planning&Mapping
TYLER CLIENT
N
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TASKS >- >, a) >- >, Cl)- >- >. >. •°1 .� .v •v .- .� .v .—a) a) a)— a)•
HHHHHH HI— H u u U U U U U u U u u
Review contracted data
A R I C C C C
conversion(s)options
Map data from Legacy System to
Tyler system I C I A C C R
Pull conversion data extract I I A C C R
Run balancing Reports for data
pulled and provide to Tyler I I A C R I
Review and approve initial data
AICR I I
extract
Correct issues with data extract, if
I C C A C C R
needed
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4.3.4 Standard 3rd Party Data Exchange Planning
Standard Data Exchange tools are available to allow clients to get data in and out of the Tyler system with
external systems. Data exchange tools can take the form of Imports and Exports, and Interfaces.
A Standard Interface is a real-time or automated exchange of data between two systems. This could be
done programmatically or through an API. It is Tyler's responsibility to ensure the Tyler programs operate
correctly. It is the City's responsibility to ensure the third-party program operates or accesses the data
correctly.
The City and Tyler project manager(s) will work together to define/confirm which Data Exchanges are
needed (if not outlined in the Agreement).Tyler will provide a file layout for each Standard Data
Exchange.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 2 Standard 3'i Party Data Exchange Planning
TYLER CLIENT
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Review Standard or contracted Data
A R C I I C
Exchanges
Define or confirm needed Data
I C A C C R
Exchanges
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4.3.5 Modification Analysis & Specification, if contracted
Tyler staff conducts additional analysis and develops specifications based on information discovered
during this Stage. The City reviews the specifications and confirms they meet City's needs prior to
acceptance. Out of Scope items or changes to specifications after acceptance may require a Change
Request.
Tyler's intention is to minimize Modifications by using Standard functionality within the Application,
which may require a City business process change. It is the responsibility of the City to detail all of their
needs during the Assess and Define Stage. Tyler will write up specifications (for City approval) for
contracted program Modifications. Upon approval, Tyler will make the agreed upon Modifications to the
respective program(s). Once the Modifications have been delivered, the City will test and approve those
changes during the Build and Validate Stage.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 2 Modification Analysis&Specification,if contracted
TYLER CLIENT
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I— 1— H H H H H I— H- U U U U U U U U U U U
Analyze contracted modified
A C R C C I C C
program requirements
Develop specification document(s) A I C R I I I I
Review specification document(s);
provide changes to Tyler, if I C C AR IC C
applicable
Sign-off on specification
I I A R C I I C
document(s) and authorize work
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4.3.6 Forms & Reports Planning
City and Tyler project manager(s) review Forms and Report needs. Items that may be included in the
Agreement are either Standard Forms and Reports or known/included Modification(s). Items not included
in the Agreement could be either City-developed Reports or a newly discovered Modification that will
require a Change Request.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 2 Forms&Reports Planning
TYLER CLIENT
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Review required Forms output A R C I C I
Review and complete Forms options
I I A R C
and submit to Tyler
Review in Scope Reports A R I C C
Identify additional Report needs I C A R C
Add applicable tasks to Project
A R I C C I I I
schedule
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4.3.7 System Deployment
The Tyler Technical Services team Installs Tyler Applications on the server (hosted or client-based) and
ensures the platform operates as expected.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 2 System Deployment
TYLER CLIENT
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Install contracted software on server A I R I C
Ensure platform operates as
expected A I R I C
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4.3.8 Control Point 2: Assess & Define Stage Acceptance
Acceptance criteria for this Stage includes completion of all criteria listed below. Advancement to the
Build &Validate Stage is dependent upon Tyler's receipt of the Stage Acceptance.
4.3.8.1 Assess & Define Stage Deliverables
• Completed analysis Questionnaire
o Objective: Gather and document information related to City business processes for
current/future state analysis as it relates to Tyler approach/solution.
o Scope: Provide comprehensive answers to all questions on Questionnaire(s).
o Acceptance criteria: City acceptance of completed Questionnaire based on thoroughness
of capturing all City business practices to be achieved through Tyler solution.
• Data conversion summary and specification documents
o Objective: Define data conversion approach and strategy.
o Scope: Data conversion approach defined, data extract strategy, conversion and
reconciliation strategy.
o Acceptance criteria: Data conversion document(s) delivered to the City, reflecting
complete and accurate conversion decisions.
■ Modification specification documents, if contracted
o Objective: Provide comprehensive outline of identified gaps, and how the modified
program meets the City's needs.
o Scope: Design solution for Modification.
o Acceptance criteria: City accepts Modified Specification Document(s) and agrees that the
proposed solution meets their requirements.
• Completed Forms options and/or packages
o Objective: Provide specifications for each City in Scope form, Report and output
requirements.
o Scope: Complete Forms package(s) included in agreement and identify Report needs.
o Acceptance criteria: Identify Forms choices and receive supporting documentation.
■ Installation checklist
o Objective: Installation of purchased Tyler software.
o Scope: Tyler will conduct an initial coordination call, perform an installation of the
software included in the Agreement, conduct follow up to ensure all tasks are complete,
and complete server system administration training, unless the City is hosted.
o Acceptance criteria:Tyler software is successfully installed and available to authorized
users, City team members are trained on applicable system administration tasks.
4.3.8.2 Assess & Define Stage Acceptance Criteria
• Tyler software is installed.
• Fundamentals review is complete.
• Required Form information complete and provided to Tyler.
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• Current/Future state analysis completed; Questionnaires delivered and reviewed.
• Data conversion mapping and extractions completed and provided to Tyler.
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4.4 Build & Validate (Stage 3)
The objective of the Build &Validate Stage is to prepare the software for use in accordance with the City's
needs identified during the Assess and Define Stage, preparing the City for Final Testing and Training.
4.4.1 Configuration & Power User Training
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.Tyler staff will train the City Power
Users to prepare them for the Validation of the software. The City collaborates with Tyler staff iteratively
to Validate software configuration.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 3 Build&Validate
TYLER CLIENT
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Perform configuration A R I R I
Power User process and Validation
A R ICIC I
training
Validate configuration I C A C R C
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4.4.2 Data Conversion &Validation
Tyler completes an initial review of the converted data for errors. With assistance from the City,the Tyler
Data Conversion Team addresses items within the conversion program to provide the most efficient data
conversion possible. With guidance from Tyler, the City reviews specific data elements within the system
and identifies and Reports discrepancies in writing. Iteratively,Tyler collaborates with the City to address
conversion discrepancies prior to acceptance.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 3 Data Conversion&Validation
TYLER CLIENT
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program against Client data
Complete initial review of data
A I C R I I C
errors
Review data conversion and submit
I C I A C R C
needed corrections
Revise conversion program(s) to
A ICR I I C C
correct error(s)
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4.4.3 Standard 3rd Party Data Exchange Validation
Tyler provides training on Data Exchange(s) and the City tests each Data Exchange.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 3 Standard 3rd Party Data Exchange Validation
TYLER CLIENT
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Tyler software A R C I I I C I
Coordinate 3rd Party Data Exchange
I I A C C R
activities
Test all Standard 3rd party Data
I C A C I R C
Exchange(s)
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4.4.4 Modification Delivery &Validation, if contracted
Tyler delivers in Scope Modification(s) to the City for preliminary testing. Final acceptance will occur
during the Final Testing and Training Stage.
RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I = Informed
STAGE 3 Modification Delivery&Validation, if contracted
TYLER CLIENT
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Develop and deliver contracted
modified program(s) A I C I R I C I C I C
Test contracted modified
program(s) in isolated database I C C A C R C
Report discrepancies between
specification and delivered I I I A R C C
contracted modified program(s)
Make corrections to contracted
AICI R I C C I
modified program(s) as required
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4.4.5 Forms & Reports Validation
Tyler provides training on Standard Forms/Reports and the City tests each Standard Form/Report.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 3 Forms&Reports Validation
TYLER CLIENT
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Test Standard Forms& Reports I C C A C R C
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4.4.6 Control Point 3: Build &Validate Stage Acceptance
Acceptance criteria for this Stage includes all criteria listed below. Advancement to the Final Testing&
Training Stage is dependent upon Tyler's receipt of the Stage Acceptance.
4.4.6.1 Build &Validate Stage Deliverables
• Initial data conversion
o Objective: Convert Legacy System data into Tyler system.
o Scope: Data conversion program complete; deliver converted data for review.
o Acceptance criteria: Initial error log available for review.
• Data conversion verification document
o Objective: Provide instructions to the City to verify converted data for accuracy.
o Scope: Provide self-guided instructions to verify specific data components in Tyler
system.
o Acceptance criteria: City accepts data conversion delivery; City completes data issues log.
■ Installation of Modifications on the City's server(s) *except for hosted Clients
o Objective: Deliver Modification(s) in Tyler software.
o Scope: Program for Modification is complete and available in Tyler software, Modification
testing.
o Acceptance criteria: Delivery of Modification(s) results in objectives described in the City-
signed specification.
• Standard Forms & Reports Delivered
o Objective: Provide Standard Forms& Reports for review.
o Scope: Installation of all Standard Forms & Reports included in the Agreement.
o Acceptance criteria: Standard Forms& Reports available in Tyler software for testing in
Stage 4.
4.4.6.2 Build &Validate Stage Acceptance Criteria
• Application configuration completed.
• Standard Forms& Reports delivered and available for testing in Stage 4.
• Data conversions (except final pass) delivered.
■ Standard 3`d party Data Exchange training provided.
• Modifications delivered and available for testing in Stage 4.
• The City and Tyler have done a review of primary configuration areas to Validate
completeness and readiness for testing and acceptance in Stage 4.
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4.5 Final Testing & Training (Stage 4)
During Final Testing and Training, Tyler and the City review the final Cutover plan. A critical Project
success factor is the City understanding the importance of Final Testing and Training and dedicating the
resources required for testing and training efforts in order to ensure a successful Production Cutover.
4.5.1 Cutover Planning
City and Tyler project manager(s) discuss final preparations and critical dates for Production Cutover.
Tyler delivers a Production Cutover Checklist to outline Cutover tasks to help prepare the City for success.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 4 Cutover Planning
TYLER CLIENT
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Cutover Planning Session A R C I C C C C C C
Develop Production Cutover
A R C I I C C I I C
Checklist
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4.5.2 User Acceptance Testing (UAT)
The City performs User Acceptance Testing to verify software readiness for day-to-day business
processing. Tyler provides a Test Plan for users to follow to ensure proper Validation of the system.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 4 User Acceptance Testing(UAT)
TYLER CLIENT
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Deliver Test Plan for User
A R C I I
Acceptance Testing
Perform User Acceptance Testing I C ARCCC I IC I
Accept modified program(s), if
I I I ARC IC C
applicable
Validate Report performance I C C A C R C
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4.5.3 End User Training
End Users attend training sessions to learn how to utilize Tyler software.Training focuses primarily on
day-to-day City processes that will be delivered via group training,webinar, eLearnings and/or live
training sessions.
Unless stated otherwise in the Agreement,Tyler provides one occurrence of each scheduled training or
implementation topic with up to the maximum number of users as defined in the Agreement, or as
otherwise mutually agreed. City users who attended the Tyler sessions may train any City users not able
to attend the Tyler sessions or additional sessions may be contracted at the applicable rates for training.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 4 End User Training
TYLER CLIENT
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Conduct additional End User training
I IACIR I I I I
sessions
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4.5.4 Control Point 4: Final Testing &Training Stage Acceptance
Acceptance criteria for this Stage includes all criteria listed below. Advancement to the Production
Cutover Stage is dependent upon Tyler's receipt of the Stage Acceptance.
4.5.4.1 Final Testing&Training Stage Deliverables
• Production Cutover checklist
o Objective: Provide a detailed checklist outlining tasks necessary for production Cutover.
o Scope: Dates for final conversion, date(s) to cease system processing in Legacy System,
date(s) for first processing in Tyler system, contingency plan for processing.
o Acceptance criteria: Definition of all pre-production tasks, assignment of owners and
establishment of due dates.
• User Acceptance Test Plan
o Objective: Provide testing steps to guide users through testing business processes in Tyler
software.
o Scope:Testing steps for Standard business processes.
o Acceptance criteria:Testing steps have been provided for Standard business processes.
4.5.4.2 Final Testing&Training Stage Acceptance Criteria
• Production Cutover Checklist delivered and reviewed.
• Modification(s) tested and accepted, if applicable.
• Standard 3rd party Data Exchange programs tested and accepted.
• Standard Forms & Reports tested and accepted.
• User acceptance testing completed.
• End User training completed.
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4.6 Production Cutover (Stage 5)
City and Tyler resources complete tasks as outlined in the Production Cutover Plan and the City begins
processing day-to-day business transactions in the Tyler software. Following Production Cutover, the City
transitions to the Tyler support team for ongoing support of the Application.
4.6.1 Final Data Conversion, if applicable
The City provides final data extract and Reports from the Legacy System for data conversion and Tyler
executes final data conversion. The City may need to manually enter into the Tyler system any data added
to the Legacy System after final data extract.
RACI MATRIX KEY: R = Responsible A=Accountable C=Consulted I = Informed
STAGE 5 Final Data Conversion,if applicable
TYLER CLIENT
i,
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cli TASKS > ai T a > > a > > v .� •v .v .v a .� .v m a� a�
H Hi-- H H HHH H U U U U U U U U U U U
Provide final data extract C I IACI I I IR
Provide final extract balancing
I I A C R I
Reports
Convert and deliver final pass of
A I I R I I I C
data
Validate final pass of data I C C I A C R C
Load final conversion pass to
I I I ACIC R
Production environment
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4.6.2 Production Processing &Assistance
Tyler staff collaborates with the City during Production Cutover activities. The City transitions to Tyler
software for day-to day business processing.
RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I = Informed
STAGE 5 Production Processing&Assistance
TYLER CLIENT
0 i
+� 'O O
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TASKS > > > > > a� v v .w v m v v v a, a�
H H H H H H H H H U U U U U U U U U U U .
Production processing C C I I A R R R R R R I I
Provide production assistance A R C I C C C C C C
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4.6.3 Transition to Tyler Support
Tyler project manager(s) introduce the City to the Tyler Support team, who provides the City with day-to-
day assistance following Production Cutover.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 5 Transition to Tyler Support
TYLER CLIENT
M
+, , -a o
C LrB
ate-. N N - C_
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TASKS - TI— F- FFT I- FF� H F- 0 0 0 U u U U U U U U
Develop internal support plan I ARCCCC C C C
Conduct transfer to Support A I C R CCCCI ICI I
meeting
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4.6.4 Schedule Post-Production Services, if applicable
Tyler provides post-production services if included in the Agreement. Prior to scheduling services, the
Tyler project manager(s) collaborate with City project manager(s) to identify needs.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 5 Schedule Post-Production Services,if applicable
TYLER CLIENT
N L
C O O
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a 03 i i E C
C C Q Q E O C O
rO O x w 2 E O CO
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a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a)
TASKS H H H 1— H I— I— I- I— u u u u u u u u u u U
Identify topics for post-production
C C A R I C I
services
Schedule services for post-
A R I C C I C I
production topics
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4.6.5 Control Point 5: Production Cutover Stage Acceptance
Acceptance criteria for this Stage includes all criteria listed below. Advancement to the Phase/Project
Closure Stage is dependent upon Tyler's receipt of this Stage Acceptance.
4.6.5.1 Production Cutover Stage Deliverables
• Final data conversion, if applicable
o Objective: Ensure (in Scope) Legacy System data is available in Tyler software in
preparation for production processing.
o Scope: Final passes of all conversions completed in this Phase.
o Acceptance criteria: Data is available in production environment.
• Support transition documents
o Objective: Define strategy for on-going Tyler support.
o Scope: Define support strategy for day-to-day processing, conference call with City
Project Manager(s) and Tyler support team, define roles and responsibilities, define
methods for contacting support.
o Acceptance criteria: The City receives tools to contact support and understands proper
support procedures.
4.6.5.2 Production Cutover Stage Acceptance Criteria
• Final data conversion(s) delivered.
• Processing is being done in Tyler production.
• Transition to Tyler support is completed.
• Post-live services have been scheduled, if applicable.
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4.7 Phase/Project Closure (Stage 6)
Project or Phase closure signifies full implementation of all products purchased and encompassed in the
Phase or Project. The City moves into the next cycle of their relationship with Tyler (next Phase of
implementation or long-term relationship with Tyler Support).
4.7.1 Close Phase/Project
The City and Tyler project manager(s) review the list of outstanding Project activities and develop a plan
to address them.The Tyler project manager(s) review the Project budget and status of each contract
Deliverable with the City project manager(s) prior to closing the Phase or Project.
RACI MATRIX KEY: R= Responsible A=Accountable C= Consulted I = Informed
STAGE 6 Close Phase/Project
TYLER CLIENT
N
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da --4 1=
C '^ a1 Q C C4- ti O
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F- F- F- F- F- F- F- F- F , U v u u u U u U ,U U U
Review outstanding Project activities
and develop action plan A R C C C I C I C
Review Project budget and status of
A R I I C
contract Deliverables
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4.7.2 Control Point 6: Phase/Project Closure Stage Acceptance
Acceptance criteria for this Stage includes all criteria listed below. This is the final acceptance for the
Phase/Project.
4.7.2.1 Phase/Project Closure Stage Deliverables
• Phase/Project reconciliation report
o Objective: Provide comparison of contract Scope and Project budget.
o Scope: Contract Scope versus actual, analysis of services provided and remaining budget,
identify any necessary Change Requests or Project activity.
o Acceptance criteria: Acceptance of services and budget analysis and plan for changes, if
needed.
4.7.2.2 Phase/Project Closure Stage Acceptance Criteria
■ Outstanding Phase or Project activities have been documented and assigned.
• Phase/final Project budget has been reconciled.
• Tyler Deliverables for the Phase/Project are complete.
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5 Roles and Responsibilities
5.1 Tyler Roles and Responsibilities
Tyler assigns project managers prior to the start of each Phase of the Project. The project managers
assign additional Tyler resources as the schedule develops and as needs arise. One person may fill
multiple project roles.
5.1.1 Tyler Executive Management
■ Provides clear direction for Tyler staff on executing on the Project Deliverables to align with
satisfying the City's overall organizational strategy.
• Authorizes required project resources.
• Resolves all decisions and/or issues not resolved at the implementation management level as
part of the escalation process.
• Offers additional support to the project team and is able to work with other Tyler department
managers in order to escalate and facilitate implementation project tasks and decisions.
• Acts as the counterpart to the City's executive sponsor.
5.1.2 Tyler Implementation Management
• Acts as the counterpart to the City steering committee.
■ Assigns initial Tyler project personnel.
■ Works to resolve all decisions and/or issues not resolved at the Project Management level as
part of the escalation process.
• Attends City steering committee meetings as necessary.
• Provides support for the project team.
• Provides management support for the Project to ensure it is staffed appropriately and staff
have necessary resources.
• Monitors project progress including progress towards agreed upon goals and objectives.
5.1.3 Tyler Project Manager
The Tyler project manager(s) provides oversight of the Project, coordination of resources between
departments, management of the project budget and schedule, effective risk and issue management, and
is the primary point of contact for all Project related items.
■ Contract Management
o Validates contract compliance throughout the Project.
o Ensures Deliverables meet contract requirements.
o Acts as primary point of contact for all contract and invoicing questions.
o Prepares and presents contract milestone sign-offs for acceptance by City project
manager(s).
o Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance.
• Planning
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o Update and deliver Implementation Management Plan.
o Defines project tasks and resource requirements.
o Develops initial project schedule and full scale Project Plan.
o Collaborates with City project manager(s) to plan and schedule project timelines to achieve
on-time implementation.
■ Implementation Management
o Tightly manages Scope and budget of Project; establishes process and approval matrix with
the City to ensure Scope changes and budget planned versus actual are transparent and
handled effectively and efficiently.
o Establishes and manages a schedule and resource plan that properly supports the Project
Plan that is also in balance with Scope/budget.
o Establishes risk/issue tracking/reporting process between the City and Tyler and takes all
necessary steps to proactively mitigate these items or communicates with transparency to
the City any items that may impact the outcomes of the Project.
o 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.
o Sets a routine communication plan that will aide all project team members, of both the City
and Tyler, in understanding the goals, objectives, current status and health of the project.
• Team Management
o Acts as liaison between project team and Tyler manager(s).
o Identifies and coordinates all Tyler resources across all applications, Phases, and activities
including development,forms, installation, reports, implementation, and billing.
o Provides direction and support to project team.
o Builds partnerships among the various stakeholders, negotiating authority to move the
Project forward.
o Manages the appropriate assignment and timely completion of tasks as defined in the Project
Plan, task list, and Production Cutover Checklist.
o Assesses team performance and adjusts as necessary.
o Interfaces closely with Tyler developers to coordinate program Modification activities.
o Coordinates with in Scope 3`d 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).
• Performs problem solving and troubleshooting.
• Follows up on issues identified during sessions.
■ Documents activities for on site services performed by Tyler.
• Provides conversion Validation and error resolution assistance.
• Recommends guidance for testing Forms and Reports.
• Tests software functionality with the City following configuration.
• Assists during Production Cutover process and provides production support until the City
transitions to Tyler Support.
• Provides product related education.
• Effectively facilitates training sessions and discussions with City and Tyler staff to ensure
adequate discussion of the appropriate agenda topics during the allotted time.
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• Conducts training (configuration, process, conversion Validation) for Power Users and the
City's designated trainers for End Users.
• Clearly documents homework tasks with specific due dates and owners, supporting and
reconciling with the final Project Plan.
• Keeps Tyler project manager(s) proactively apprised of any and all issues which may result in
the need for additional training, change in schedule, change in process decisions, or which
have the potential to adversely impact the success of the Project prior to taking action.
5.1.5 Tyler Sales
• Provide sales background information to Implementation during Project initiation.
• Support Sales transition to Implementation.
• Provide historical information, as needed, throughout implementation.
5.1.6 Tyler Software Support
• Manages incoming client issues via phone, email, and online customer incident portal.
• Documents and prioritizes issues in Tyler's Customer Relationship Management (CRM)
system.
• Provides issue analysis and general product guidance.
• Tracks issues and tickets to timely and effective resolution.
• Identifies options for resolving reported issues.
• Reports and escalates defects to Tyler Development.
• Communicates with the City on the status and resolution of reported issues.
5.1.7 Tyler Data Conversion Experts
• Validates client data files are in proper format.
• Develops customized conversion programs to convert Legacy System data into the Tyler
database for production use according to defined mapping.
• Provides error Reports on unsupported data conditions and the merging or normalization of
data fields.
• Assists the City with understanding and interpreting error Reports.
• Performs changes and corrections to customized conversion programs as the City discovers
data anomalies and exception conditions.
5.2 City Roles and 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
• Provides clear direction for the Project and how the Project applies to the organization's
overall strategy.
• Champions the Project at the executive level to secure buy-in.
• Authorizes required Project resources.
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• Resolves all decisions and/or issues not resolved at the City steering committee level as part
of the escalation process.
■ Actively participates in organizational change communications.
5.2.2 City Steering Committee
• Works to resolve all decisions and/or issues not resolved at the project manager level as part
of the escalation process.
• Attends all scheduled steering committee meetings.
• Provides support for the project team.
• Assists with communicating key project messages throughout the organization.
■ Prioritizes the project within the organization.
■ Provides management support for the project to ensure it is staffed appropriately and staff
have necessary resources.
• Monitors project progress including progress towards agreed upon goals and objectives.
• Has the authority to approve or deny changes impacting the following areas:
o Cost
o Scope
o Schedule
o Project Goals
o City Policies
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, and communicates
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
correct resources from City to participate in discussions and make decisions in a timely fashion to avoid
Project delays.
• Contract Management
o Validates contract compliance throughout the Project.
o Ensures invoicing and Deliverables meet contract requirements.
o Acts as primary point of contact for all contract and invoicing questions.
o Signs off on contract milestone acknowledgment documents.
o Collaborates on and approves Change Requests, if needed, to ensure proper Scope and
budgetary compliance.
• Planning
o Review and acknowledge Implementation Management Plan.
o Defines project tasks and resource requirements for City project team.
o Collaborates in the development and approval of the initial Project Plan and Project Plan.
o Collaborates with Tyler project manager(s) to plan and schedule Project timelines to achieve
on-time implementation.
• Implementation Management
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o Tightly manages Project budget and Scope and collaborates with Tyler project manager(s) to
establish a process and approval matrix to ensure Scope changes and budget planned versus
actual are transparent and handled effectively and efficiently.
o Collaborates with Tyler project manager to establish and manage a schedule and resource
plan that properly supports the Project Plan, as a whole, that is also in balance with
Scope/budget.
o Collaborates with Tyler Project manager(s) to establishes risk/issue tracking/reporting
process between the City and Tyler and takes all necessary steps to proactively mitigate these
items or communicates with transparency to Tyler any items that may impact the outcomes
of the Project.
o Collaborates with Tyler Project manager(s) to establish key business drivers and success
indicators that will help to govern Project activities and key decisions to ensure a quality
outcome of the Project.
o Routinely communicates with both City staff and Tyler, aiding in the understanding of goals,
objectives, current status, and health of the Project by all team members.
■ Team Management
o Acts as liaison between project team and stakeholders.
o Identifies and coordinates all City resources across all modules, Phases, and activities
including data conversions, forms design, hardware and software installation, reports
building, and satisfying invoices.
• o Provides direction and support to project team.
o Builds partnerships among the various stakeholders, negotiating authority to move the
Project forward.
o Manages the appropriate assignment and timely completion of tasks as defined in the Project
Plan, task list, and Production Cutover Checklist.
o Assesses team performance and takes corrective action, if needed.
o Provides guidance to City technical teams to ensure appropriate response and collaboration
with Tyler Technical Support Teams to ensure timely response and appropriate resolution.
o Coordinates in Scope 3rd party providers to align activities with ongoing Project tasks.
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.
■ Attends and contributes business process expertise for current/future state analysis sessions.
• Identifies and includes additional subject matter experts to participate in Current/Future
State Analysis sessions.
■ Provides business process change support during Power User and End User training.
• Completes performance tracking review with client project team on End User competency on
trained topics.
• Provides Power and End Users with dedicated time to complete required homework tasks.
■ Act as an ambassador/champion of change for the new process.
• Identifies and communicates any additional training needs or scheduling conflicts to City
project manager.
• Prepares and Validates Forms.
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■ Actively participates in all aspects of the implementation, including, but not limited to, the
following key activities:
o Task completion
o Stakeholder Presentation
o Implementation Management Plan development
o Schedule development
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 Conversion Analysis and Verification Assistance
o Decentralized End User Training
o Process Testing
o User Acceptance Testing
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 City business processes and requirements.
■ Act as subject matter experts and attend current/future state and validation sessions as
needed.
• Attend all scheduled training sessions.
■ Participate in all required post-training processes as needed throughout Project.
■ Participate in Conversion Validation.
• Test all Application configuration to ensure it satisfies business process requirements.
■ Become Application experts.
■ Participate in User Acceptance Testing.
• Adopt and support changed procedures.
■ Complete all Deliverables by the due dates defined in the Project Plan.
• Demonstrate competency with Tyler products processing prior to Production Cutover.
• Provide knowledge transfer to City staff during and after implementation.
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 Plan.
• Utilize software to perform job functions at and beyond Production Cutover.
5.2.7 City Technical Support
• Coordinates updates and releases with Tyler as needed.
• Coordinates the copying of source databases to training/testing databases as needed for
training days.
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• Extracts and transmits conversion data and control reports from City's Legacy System per the
conversion schedule set forth in the Project Plan.
■ Coordinates and adds new users and printers and other Peripherals as needed.
• Validates all users understand log-on process and have necessary permission for all training
sessions.
■ Coordinates Interface development for City third party Data Exchanges.
• Develops or assists in creating Reports as needed.
• Ensures onsite system hardware meets specifications provided by Tyler.
• Assists with software Installation as needed.
5.2.8 City Upgrade Coordinator
• Becomes familiar with the Software Upgrade process and required steps.
• Becomes familiar with Tyler's releases and updates.
■ Utilizes Tyler Community to stay abreast of the latest Tyler releases and updates, as well as
the latest helpful tools to manage the City'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 sign-offs to upgrade production environment.
5.2.9 City Project Toolset Coordinator
• Ensures users have appropriate access to Tyler project toolsets such as Tyler University,Tyler
Community, Tyler Product Knowledgebase, SharePoint, etc.
• Conducts training on proper use of toolsets.
■ Validates completion of required assignments using toolsets.
5.2.10 City Change Management Lead
• Validates users receive timely and thorough communication regarding process changes.
• Provides coaching to supervisors to prepare them to support users through the project
changes.
• Identifies the impact areas resulting from project activities and develops a plan to address
them proactively.
■ Identifies areas of resistance and develops a plan to reinforce the change.
• Monitors post-production performance and new process adherence.
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6 Glossary
Word or Term Definition
Application A computer program designed to perform a group of coordinated
functions, tasks or activities for the benefit of the user.
Change Control A systematic approach for managing change governing how Change
Requests will be received, assessed and acted on.
Change Management An approach for ensuring that changes are thoroughly and smoothly
implemented and that the lasting benefits of change are achieved. The
focus is on the global impact of change with an intense focus on people
and how individuals and teams move from the current situation to the
new one.
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 revised and
agreed upon by participating parties.
Consumables Items that are used on a recurring basis, usually by Peripherals.
Examples: paper stock or scanner cleaning kits.
Control Point Occurring at the end of each Stage, the Control Point serves as a formal
client review point. Project progress cannot continue until the client
acknowledges the agreed upon Deliverables of the Stage have been
met or agree on an action plan to make the Deliverable acceptable and
move to next Stage while executing final steps of current Stage.
Cutover The point when a client begins using Tyler software in production.
Data Exchange A term used to reference Imports and Exports, and Interfaces which
allow data to be exchanged between an external system and Tyler
software.
Data Mapping The process of mapping fields from the Legacy System to the
appropriate location in the new system from one or more sources.
Deliverable A tangible or intangible object/document produced as a result of the
Project that is intended to be delivered to a client (either internal or
external) or vendor at a specific time.
End User The person for whom the software is designed to use on a day-to-day
basis.
Forms A document which is typically printed on a template background and
only captures data for one record per page. Forms are provided to
entity customers whether internal (employees) or external (citizens).
Imports and Exports A process within the system that a user is expected to run to consume
(Import) or produce (Export) a specifically defined file format/layout.
Interface A real-time or automated exchange of data between two systems.
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Install References the initial installation of software files on client services and
preparing the software for use during configuration. The version
currently available for general release will always be used during the
initial install.
Legacy System The system from which a client is converting.
Modification Modification of software program package to provide individual client
requirements documented within the Scope of the Agreement.
Peripherals An auxiliary device that connects to and works with the computer in
some way. Examples: mouse, keyboard, scanner, external drive,
microphone, speaker, webcam, and digital camera.
Phase A portion of the Project in which specific set of related products are
typically implemented. Phases each have an independent start,
Production Cutover and closure dates but use the same
Implementation Plans as other Phases within the Project. Phases may
overlap or be sequential and may have the same Tyler project manager
and Tyler project team or different individuals assigned.
Power User An experienced client person or group who is (are) an expert(s) in the
client business processes, as well as knowledgeable in the requirements
and acceptance criteria.
Project The Project includes all implementation activity from Plan & Initiate to
Closure for all products,Applications and functionality included in a
single Agreement. The Project may be broken down into multiple
Phases.
Project Plan The Project Plan serves as the master blueprint for the Project. As
developed, the Project schedule will become a part of the Project Plan
and outline specific details regarding tasks included in the Project Plan.
Project Planning Meeting Occurs during the Plan & Initiate Stage to coordinate with the Client
project manager to discuss Scope, information needed for project
scheduling and resources.
Questionnaire A document containing a list of questions to be answered by the client
for the purpose of gathering information needed by Tyler to complete
the implementation.
RACI A chart describing level of participation by various roles in completing
tasks or Deliverables for a Project or process. Also known as a
responsibility assignment matrix (RAM) or linear responsibility chart
(LRC).
Reports Formatted to return information related to multiple records in a
structured format. Information is typically presented in both detail and
summary form for a user to consume.
Scope Products and services that are included in the Agreement.
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Software Upgrade References the act of updating software files to a newer software
release.
Stage The top-level components of the WBS. Each Stage is repeated for
individual Phases of the Project and requires acknowledgement before
continuing to the next Stage. Some tasks in the next Stage may begin
before the prior Stage is complete.
Stakeholder Presentation Representatives of the Tyler implementation team will meet with key
client representatives to present high level Project expectations and
outline how Tyler and the Client can successfully partner to create an
environment for a successful implementation.
Standard Included in the base software (out of the box) package.
Statement of Work(SOW) Document which will provide supporting detail to the Agreement
defining Project-specific activities and Deliverables Tyler will provide to
the client.
Test Plan Describes the testing process. Includes "Test Cases" to guide the users
through the testing process. Test cases are meant to be a baseline for
core processes; the client is expected to supplement with client specific
scenarios and processes.
Validation (or to validate) The process of testing and approving that a specific Deliverable,
process, program or product is working as expected.
Work Breakdown Structure A hierarchical representation of a Project or Phase broken down into
(WBS) smaller, more manageable components.
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7 Incode Conversion Summary
7.1 Court Case Management - Standard
• Name Information (Defendant, Address, Physical Attributes, Identification Numbers, Phone
Numbers)
• Vehicle Information (Tag Number, Make, Model, Style, Color,VIN)
• Officer Information (Officer Name, Badge Number, Rank, Email)
• Offense Code Information (Offense Code, Offense Description, Statute/Ordinance)
• Case Information (Citation Number, Case Officer, Violation Date,Violation Location, PD Case
Number, Docket Number, Comments)
• Witness Information (Witness Type, Subpoena Date)
• Disposition Information (Case Status, Plea,Judge, Court Location, Conviction Date, Plea Date,
Attorney)
• Conversion History Information (Read only format)
• Payment Information (Fines/Fees assessed, Fines/Fees Paid, Non-Cash payments, Receipt
Number, Payment Date, Payment Amount)
• Warrant Information (Warrant Type, Issue Date,Served Date, Canceled/Recalled Date, Region
Number, Status, Comments, Officer Assigned)—available only when associated with a citation
• Bond Information (Bond Type, Posted Date,Applied/Refunded/Forfeited Date, Bond Number,
Posted By, Bond Amount, Status)
• Payment Plan Information (Initial Payment Amount, Payment Date, Next Payment Date, Next
Payment Amount) -Tyler will need a copy of the Payment Plan data to determine if the data is
clean enough to convert.
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8 Munis Conversion Summary
8.1 Accounting Chart of Accounts
• Chart of Accounts segments, objects, character codes, project codes (if applicable),
organization codes (if applicable), control accounts budget rollups, fund attributes, due
to/due from accounts
■ Requires the use of a Tyler provided spreadsheet for design and entry of the data to be
converted
8.2 Accounting - Actuals
■ Summary account balances
• Up to 9 years
8.3 Accounting - Budgets
• Original budget, budget adjustments, revised budget summaries for accounts
■ Up to 9 years
8.4 Accounts Payable Master
• Vendor Master file including names, addresses, SSN/FID, contacts, phone numbers
■ Multiple remittance addresses
■ Year-to-date 1099 amounts
8.5 Accounts Payable - Checks
• Check header data including vendor, warrant, check number, check date, overall check
amount, GL cash account and clearing information
• Check detail data including related document and invoice numbers for each check
■ Up to 10 years
8.6 Accounts Payable - Invoices
• Invoice header data containing general information for the invoice
• Invoice detail data containing line-specific information for the invoice
• Up to 10 years
8.7 Asset Maintenance — Work Order Assets
• Header and Detail data pertaining to assets such as Address, equipment and technology,
facility type, area information, infrastructure and maintenance.
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8.8 Asset Maintenance — Work Order History (With Cost Data)
■ Detailed Work Order History information employees (labor), inventory, customer numbers,
vendors, GL accounts, rates, and amounts
8.9 Asset Maintenance — Close Work Order History (No Cost Data)
• Basic Work Order History information such as Tasks, Comments, Contacts, and Description
8.10 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, P0,
Invoice)
8.11 Contracts
• Contract summary and detail information such as description, line item account details, line
item amount detail, user-defined data, and journal entry information
8.12 General Billing CID
• Customer information
8.13 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
8.14 General Billing — Bills
■ Up to 5 years of open and closed invoices
• General Ledger information so open invoices can be processed in Munis
8.15 Inventory— Standard Master
■ Inventory Items data such as Descriptions, quantity-on-hand, commodity code, GL
information, warehouse location, and other accounting information.
8.16 Inventory— Commodity Codes
• Commodity Master information including codes, descriptions, type, unit of measure, buyer,
approver and other default information
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8.17 Purchase Orders
• Open purchase orders header data including vendor, buyer, date, accounting information,
etc.
• Open purchase orders detail data including line item descriptions, quantities, amounts, etc.
8.18 Payroll
• Payroll Employee Master data including data such as name, address, SSN, legacy employee
ID, date of birth, hire date, activity status (such as active/inactive), leave/termination code
and date, phone(s), e-address, marital status, gender, race, personnel status (such as full-
time, part-time, etc.), highest degree, advice-delivery (print/email/both) and check location,
plus primary group,job, location, and account information
8.19 Payroll - Deductions
• Employee Deductions- including employee ID, deduction codes,tax information, and direct
deposit information
8.20 Payroll — Accrual Balances
• Employee Accrual Balances including Vacation, Holiday, and other Leave balances
• Start of year balance, earned to date, used to date
8.21 Payroll —Accumulators
• Up to 20 years of 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
8.22 Payroll — Check History
• Up to 20 years, additional years must be quoted. We convert amounts for earnings and
deductions in employee check history, check number and date.
8.23 Payroll — Earning/Deduction Hist.
• Up to 20 years, additional years must be quoted. Earning and deduction history broken down
by individual codes (earnings and deduction) and amounts per pay period, the detail of these
lines, sums the check history in the Payroll Check History conversion option.
8.24 Payroll — Recruiting
• Application requisition applicant master data, plus applicant references, certifications,
education, skills, tests, work history, and interviews
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8.25 Payroll — PM Action History
• A variety of Personnel actions, such as job or salary changes and dates these events occurred.
• Up to 20 years of Personnel Action History
8.26 Payroll — Position Control
• Position, description, status,job code, bargaining group, location, number of employees
allowed for each, FTE percentage, GL account, and max/min grade and step
8.27 Payroll — Certifications
• Certification area and certification type codes, certification number and effective date,
expiration date, and required-by date, codes for certification level and subjects
8.28 Payroll — State Retirement Tables
• Not required for TMRS
8.29 Payroll — Education
• Codes, for institution, type of degree, and area(s) of study
8.30 Utility Billing
• Account Master data including previous and current customer owner information- address
info, phone,fax, SSN number, FID number, account status, parcel number, location street,
apartment, city, state, zip, book number, read sequence, account start and end date, EFT
bank information
8.31 Utility Billing —Assessments
• Assessments are improvement costs that are spread across to property owner
• Utility Billing conversion option Balance Forward AR must also be purchased in order to
convert assessments
8.32 Utility Billing —Backflow
• Account information, backflow device information, backflow type, and backflow violations
8.33 Utility Billing —Service Orders
• Service Orders data associated with accounts, including meter repairs, checks for leaky
meter, reread a meter due to high reading
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8.34 Utility Billing —Balance Forward AR
• Total balance due on the account, or by charge code
• If late penalties will be applied in Munis after the conversion, balance forward amounts must
be converted by charge code
8.35 Utility Billing —Consumption History
• History of meter readings, usage, read dates, usage days, bill amounts, bill dates, read codes
• Up to 20 years
8.36 Utility Billing—Services
• Service data for each account including service codes, status,type, factor, condo units, bill
cycle codes, budget information, winter usage, meter readings (current and previous), meter
usage (current and previous), sales tax information
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