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HomeMy WebLinkAboutTyler Technologies - 062419 (( -. Irtr (p,90 -cl Dt<A"9 • • .0 % tyler • • " •• technoiogir LICENSE AND SERVICES AGREEMENT This License and Services Agreement is made between Tyler Technologies, Inc. and Client. WHEREAS, Client is a member of Sourcewell (formerly known as National Joint Powers Alliance) ("Sourcewell") under member number 34582. WHEREAS,Tyler participated in the competitive bid process in response to Sourcewell RFP#110515 by submitting a proposal,on which Sourcewell awarded Tyler a Sourcewell contract, numbered 110515-TTI (hereinafter,the "Sourcewell Contract"); WHEREAS, documentation of the Sourcewell competitive bid process, as well as Tyler's contract with and pricing information for Sourcewell is available at https://sourcewell-mn.gov/cooperative-purchasing/; and WHEREAS, Client desires to purchase off the Sourcewell Contract to procure the Tyler Software,as defined below,from Tyler,which Tyler agrees to deliver pursuant to the Sourcewell Contract and under the terms and conditions set forth below; NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth in this Agreement,Tyler and Client agree as follows: SECTION A—DEFINITIONS • "Agreement" means this License and Services Agreement. • "Business Travel Policy"means our business travel policy. A copy of our current Business Travel Policy is attached as Schedule 1 to Exhibit B. • "Client" means Jefferson County,Washington. • "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. • "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 on which your authorized representative signs the Agreement. • "Force Majeure" means an event beyond the reasonable control of you or us, including,without limitation,governmental action,war, riot or civil commotion,fire, natural disaster, or any other cause that could not with reasonable diligence be foreseen or prevented by you or us. • "Investment Summary" means the agreed upon cost proposal for the software, products, and services attached as Exhibit A. • "Invoicing and Payment Policy" means the invoicing and payment policy. A copy of our current lr 1 Invoicing and Payment Policy is attached as Exhibit B. • "Maintenance and Support Agreement"means the terms and conditions governing the provision of maintenance and support services to all of our customers. A copy of our current Maintenance and Support Agreement is attached as Exhibit C. • "PCI DSS requirements" means compliance with the most recent version of the PCI Data Security Standard promulgated by the PCI Security Standards Council. • "Statement of Work"means the industry standard implementation plan describing how our professional services will be provided to implement the Tyler Software, and outlining your and our roles and responsibilities in connection with that implementation. The Statement of Work is attached as Exhibit E. • "Support Call Process" means the support call process applicable to all of our customers who have licensed the Tyler Software. A copy of our current Support Call Process is attached as Schedule 1 to Exhibit C. • "Third Party 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—SOFTWARE LICENSE 1. License Grant and Restrictions. 1.1 We grant to you a license to use the Tyler Software for your internal business purposes only, in the scope of the internal business purposes disclosed to us as of the Effective Date. You may make copies of the Tyler Software for backup and testing purposes,so long as such copies are not used in production and the testing is for internal use only. Your rights to use the Tyler Software are perpetual but may be revoked if you do not comply with the terms of this Agreement. 1.2 The Documentation is licensed to you and may be used and copied by your employees for internal, non- commercial reference purposes only. 1.3 You may not: (a)transfer or assign the Tyler Software to a third party; (b) reverse engineer, decompile, or disassemble the Tyler Software; (c) rent, lease, lend, or provide commercial hosting services with the Tyler Software;or(d) publish or otherwise disclose the Tyler Software or Documentation to third parties. 1.4 The license terms in this Agreement apply to updates and enhancements we may provide to you or make available to you through your Maintenance and Support Agreement. 1.5 The right to transfer the Tyler Software to a replacement hardware system is included in your license. •�..:& tyler 2 You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 1.6 Where applicable with respect to our applications that take or process card payment data,we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing,and transmitting of the cardholder data and affirm that, as of the Effective Date,we comply with applicable requirements to be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the 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. 1.7 We reserve all rights not expressly granted to you in this Agreement. The Tyler Software and Documentation are protected by copyright and other intellectual property laws and treaties. We own the title, copyright,and other intellectual property rights in the Tyler Software and the Documentation. The Tyler Software is licensed,not sold. 2. License Fees. You agree to pay us the license fees in the amounts set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. 3. Escrow. We maintain an escrow agreement with a third party under which we place the source code for each major release of the Tyler Software. You may be added as a beneficiary to the escrow agreement by completing a standard beneficiary enrollment form and paying the annual beneficiary fee set forth in the Investment Summary. You will be responsible for maintaining your ongoing status as a beneficiary, including payment of the then-current annual beneficiary fees. Release of source code for the Tyler Software is strictly governed by the terms of the escrow agreement. 4. Limited Warranty. We warrant that the Tyler Software will be without Defect(s)as long as you have a Maintenance and Support Agreement in effect. If the Tyler Software does not perform as warranted,we will use all reasonable efforts,consistent with industry standards,to cure the Defect as set forth in the Maintenance and Support Agreement. SECTION C—PROFESSIONAL SERVICES 1. Services. We will provide you the various implementation-related services itemized in the Investment Summary and described in the Statement of Work. 2. Professional Services Fees. You agree to pay us the professional services fees in the amounts set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. You acknowledge that the fees stated in the Investment Summary are good-faith estimates of the amount of time and materials required for your implementation. We will bill you the actual fees incurred based on the in-scope services provided to you. Any discrepancies in the total values set forth in the Investment Summary will be resolved by multiplying the applicable hourly rate by the quoted hours. 3. Additional Services. The Investment Summary contains, and the Statement of Work 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 • �• tyler 3 for thirty(30) days from the date of the quote. 4. Cancellation. We make all reasonable efforts to schedule our personnel for travel, including arranging travel reservations, at least two(2) weeks in advance of commitments. Therefore, if you cancel services less than two(2)weeks in advance(other than for Force Majeure or breach by us),you will be liable for all (a) non- refundable expenses incurred by us on your behalf, and (b) daily fees associated with cancelled professional services if we are unable to reassign our personnel. We will make all reasonable efforts to reassign personnel in the event you cancel within two(2)weeks of scheduled commitments. 5. Services Warranty. We will perform the services in a professional,workmanlike manner,consistent with industry standards. In the event we provide services that do not conform to this warranty,we will re- perform such services at no additional cost to you. 6. Site Access and Requirements. At no cost to us,you agree to provide us with full and free access to your personnel,facilities, and equipment as may be reasonably necessary for us to provide implementation services,subject to any reasonable security protocols or other written policies provided to us as of the Effective Date, and thereafter as mutually agreed to by you and us. You further agree to provide a reasonably suitable environment, location, and space for the installation of the Tyler Software and any Third Party Products, including,without limitation,sufficient electrical circuits, cables, and other reasonably necessary items required for the installation and operation of the Tyler Software and any Third Party Products. 7. Client Assistance. You acknowledge that the implementation of the Tyler Software is a cooperative process requiring the time and resources of your personnel. You agree to use all reasonable efforts to cooperate with and assist us as may be reasonably required to meet the agreed upon project deadlines and other milestones for implementation. This cooperation includes at least working with us to schedule the implementation-related services outlined in this Agreement. We will not be liable for failure to meet any deadlines and milestones when such failure is due to Force Majeure or to the failure by your personnel to provide such cooperation and assistance(either through action or omission). SECTION D—MAINTENANCE AND SUPPORT This Agreement includes the period of free maintenance and support services identified in the Invoicing and Payment Policy. If you have purchased ongoing maintenance and support services, and continue to make timely payments for them according to our Invoicing and Payment Policy,we will provide you with maintenance and support services for the Tyler Software under the terms of our standard Maintenance and Support Agreement. If you have opted not to purchase ongoing maintenance and support services for the Tyler Software,the Maintenance and Support Agreement does not apply to you. Instead,you will only receive ongoing maintenance and support on the Tyler Software on a time and materials basis. In addition,you will: (i) receive the lowest priority under our Support Call Process; (ii) be required to purchase new releases of the Tyler Software, including fixes, enhancements and patches; (iii) be charged our then-current rates for support services,or such other rates that we may consider necessary to account for your lack of ongoing training on the Tyler Software; (iv) be charged for a minimum of two (2) hours of support services for every support call; and •� tyler 4 (v) not be granted access to the support website for the Tyler Software or the Tyler Community Forum. SECTION E—THIRD PARTY PRODUCTS To the extent there are any Third Party Products set forth in the Investment Summary,the following terms and conditions will apply: 1. Third Party Hardware. We will sell, deliver, and install onsite the Third Party Hardware, if you have purchased any,for the price set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. 2. Third Party Software. Upon payment in full of the Third Party Software license fees,you will receive a non- transferable license to use the Third Party Software and related documentation for your internal business purposes only. Your license rights to the Third Party Software will be governed by the Third Party Terms. 2.1 We will install onsite the Third Party Software. The installation cost is included in the installation fee in the Investment Summary. 2.2 If the Developer charges a fee for future updates, releases, or other enhancements to the Third Party Software,you will be required to pay such additional future fee. 2.3 The right to transfer the Third Party Software to a replacement hardware system is governed by the Developer. You will give us advance written notice of any such transfer and will pay us for any required or requested technical assistance from us associated with such transfer. 3. Third Party Products Warranties. 3.1 We are authorized by each Developer to grant or transfer the licenses to the Third Party Software. 3.2 The Third Party Hardware will be new and unused, and upon payment in full,you will receive free and clear title to the Third Party Hardware. 3.3 You acknowledge that we are not the manufacturer of the Third Party Products. We do not warrant or guarantee the performance of the Third Party Products. However,we grant and pass through to you any warranty that we may receive from the Developer or supplier of the Third Party Products. 4. Third Party Services. If you have purchased Third Party Services,those services will be provided independent of Tyler by such third-party at the rates set forth in the Investment Summary and in accordance with our Invoicing and Payment Policy. 5. Maintenance. If you have a Maintenance and Support Agreement in effect,you may report defects and other issues related to the Third Party Software directly to us, and we will (a)directly address the defect or issue,to the extent it relates to our interface with the Third Party Software; and/or(b)facilitate resolution with the Developer, unless that Developer requires that you have a separate,direct maintenance agreement in effect with that Developer. In all events, if you do not have a Maintenance and Support Agreement in effect with us,you will be responsible for resolving defects and other issues related to the Third Party Software directly with the Developer. ••_;:o� tyler 5 SECTION F—INVOICING AND PAYMENT; INVOICE DISPUTES 1. Invoicing and Payment. We will invoice you for all fees set forth in the Investment Summary per our Invoicing and Payment Policy, subject to Section F(2). 2. Invoice Disputes. If you believe any delivered software or service does not conform to the warranties in this Agreement,you will provide us with 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 services, including maintenance and support services, if you fail to pay an invoice not disputed as described above within fifteen (15)days of notice of our intent to do so. SECTION G—TERMINATION 1. 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 F(2). 1.1 For Cause. If you believe we have materially breached this Agreement,you will invoke the Dispute Resolution clause set forth in Section 1(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 1(3). 1.2 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. 1.3 Lack of Appropriations. If you should not appropriate or otherwise make available funds sufficient to utilize the SaaS Services,you may unilaterally terminate this Agreement upon thirty(30) days written notice to us. You will not be entitled to a refund or offset of previously paid, but unused SaaS Fees. You agree not to use termination for lack of appropriations as a substitute for termination for convenience. SECTION H—INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE 1. Intellectual Property Infringement Indemnification. 1.1 We will defend you against any third party claim(s)that the Tyler Software 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 tyler 6 expense. 1.2 Our obligations under this Section H(1)will not apply to the extent the claim or adverse final judgment is based on your: (a) use of a previous version of the Tyler Software and the claim would have been avoided had you installed and used the current version of the Tyler Software,and we provided notice of that requirement to you; (b)combining the Tyler Software with any product or device not provided, contemplated,or approved by us; (c) altering or modifying the Tyler Software, including any modification by third parties at your direction or otherwise permitted by you; (d) use of the Tyler Software in contradiction of this Agreement, including with non-licensed third parties;or(e)willful infringement, including use of the Tyler Software after we notify you to discontinue use due to such a claim. 1.3 If we receive information concerning an infringement or misappropriation claim related to the Tyler Software,we may, at our expense and without obligation to do so, either: (a) procure for you the right to continue its use; (b) modify it to make it non-infringing; or(c) replace it with a functional equivalent, in which case you will stop running the allegedly infringing Tyler Software immediately. 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; (c) replace it with a functional equivalent;or(d)terminate your license and refund the license fees paid for the infringing Tyler Software, as depreciated on a straight- line basis measured over seven (7)years from the Effective Date. We will pursue those options in the order listed herein. This section provides your exclusive remedy for third party copyright, patent, or trademark 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 tyler Oe 7 • IMPLIED WARRANTIES, DUTIES,OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 4. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT,OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT,WHETHER BASED ON A THEORY OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO YOUR ACTUAL DIRECT DAMAGES, NOT TO EXCEED(A) PRIOR TO FORMAL TRANSITION TO MAINTENANCE AND SUPPORT, THE TOTAL ONE-TIME FEES SET FORTH IN THE INVESTMENT SUMMARY;OR(B)AFTER FORMAL TRANSITION TO MAINTENANCE AND SUPPORT,THE THEN-CURRENT ANNUAL MAINTENANCE AND SUPPORT FEE. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN RELIANCE UPON THIS LIMITATION OF LIABILITY AND TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW,THE EXCLUSION OF CERTAIN DAMAGES,AND EACH SHALL APPLY REGARDLESS OF THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY REMEDY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE SUBJECT TO SECTIONS H(1)AND H(2). 5. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT,OR CONSEQUENTIAL DAMAGES WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 6. Insurance. 6.1 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. 6.2 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. 6.3 Certificates of insurance as required by this Agreement shall be delivered to you within fifteen (15) days of execution of this Agreement. The certificates of insurance shall, at a minimum, include: 6.3.1 The limits of coverage; 6.3.2 The project name and agreement number to which it applies; and, 6.3.3 The certificate holder as Jefferson County, Washington and its elected officials, officers, and employees with the address of Jefferson County Risk Management, P.O. Box 1220, Port Townsend, WA 98368. 6.4 Tyler agrees to provide 30 days-notice of any policy cancellation or non-renewal. 6.5 Our failure to take out or maintain any required insurance shall not relieve us from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations concerning indemnification of your elected and appointed officers, officials, employees, and agents. 6.6 Tyler agrees to waive subrogation on the Commercial General Liability and Auto policies for claims tyler 8 arising out or related to this contract and are between Tyler and Client, except to the extent damage is caused by the Client. 6.7 Insurance companies issuing our insurance policy or policies shall have no recourse against you (including your elected and appointed officers, officials, employees, and agents)for payment of any premiums or for assessments under any form of insurance policy. 6.8 All deductibles in our insurance policies shall be assumed by and be at our sole risk. 6.9 Written notice of cancellation or change in our insurance required by this Agreement shall reference the project name and agreement number and shall be mailed to you at the following address: Jefferson County Risk Management, P.O. Box 1220, Port Townsend,WA 98368. 6.10 Our liability insurance provisions for the CGL and Auto policies shall be primary and noncontributory with respect to any claims arising out of this Agreement and only as between Tyler and Client. 6.11 We shall maintain all required insurance policies in force from the time services commence until services are completed. Certificates, insurance policies, and endorsements expiring before completion of services shall be promptly replaced. SECTION I—GENERAL TERMS AND CONDITIONS 1. Additional Products and Services. You may purchase additional products and services at the rates set forth in the Investment Summary for twelve (12) months from the Effective Date, and thereafter at our then- current list price, by executing a mutually agreed addendum. If no rate is provided in the Investment Summary,or those twelve(12) months have expired,you may purchase additional products and services at our then-current list price,also by executing a mutually agreed addendum. The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the addendum. 2. Optional Items. Pricing for any listed optional products and services in the Investment Summary will be valid for twelve (12) months from the Effective Date. 3. Dispute Resolution. You agree to provide us with written notice within thirty(30)days of becoming aware of a dispute. You agree to cooperate with us in trying to reasonably resolve all disputes, including, if requested by either party,appointing a senior representative to meet and engage in good faith negotiations with our appointed senior representative. Senior representatives will convene within thirty(30)days of the written dispute notice, unless otherwise agreed. All meetings and discussions between senior representatives will be deemed 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 ••;� tyler 9 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. tyler 10 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 ••;;:. tyler 11 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. Public Records Act Compliance.Notwithstanding any provisions of this Agreement to the contrary,to the extent any record,including any electronic,audio,paper or other media,is required to be kept or indexed as a public record in accordance with the Washington Public Records Act,Chapter 42.56 RCW(as may be amended),we agree to maintain all records constituting public records and to produce or assist you in producing such records,within the time frames and parameters set forth in state law. We also agree that upon receipt of any written public record request,we shall,within two business days,notify you by providing a copy of the request per the notice provisions of this Agreement. 23. Contract Documents. This Agreement includes the following exhibits: Exhibit A Investment Summary Exhibit B Invoicing and Payment Policy Schedule 1:Business Travel Policy Exhibit C Maintenance and Support Agreement Schedule 1:Support Call Process Exhibit D Third Party Terms Exhibit E Statement of Work Exhibit F Tyler Systems Management IN WITNESS WHEREOF,a duly authorized representative of each party has executed this Agreement as of the dates)set forth below. Tyler Technologies,Inc. Jefferson County r' f_. By: Gt t�ida�.�Lt.+►�t.+� By: �--- Name: ee,O, t Name: Jut. 411 Title: ei, -e fG✓'"'AI_tl jst! Title: `VT, &2( Date: '(.01 5' r,o O I Date: , Vhci h Address for Notices: Address for Notices: Tyler Technologies,Inc. Jefferson County One Tyler Drive 1820 Jefferson Street Yarmouth,ME 04096 Port Townsend,WA 98368 Attention:Chief Legal Officer Attention: fi °ved�js o fo Date: 6/2l/` Philip G.Hunsucker,Chief Civil Deputy Prosecuting homey Jefferson County Prosecuting Attorney's Office 12 • tyler technologies Exhibit A Investment Summary The following Investment Summary details the software, products, and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. 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'O., U in N r -, y '� O O -0 a) y -d ra. cat cat o O •.. �� 0 o ?; = Q" t, G Oai w • i c a 0 = 0 ''N g ~ at) ad 01 N N C o b bn 3 N >, a) a) w W N .O. a) O 03 a) OO O ¢ .j y s; Z 0 (A ch cr, C ya) 0 E 2 [y>' y 0 "O a) ami O -, 0 O O y w �� •0.,-, d U •c�C at EL. 0 v N ou a) 0a) 0 C y � o Z ;U . aa -2 •b3 CO .� wo -0 ti �.,, a) ti C •y oA 0 0 a3 - t' 0 ° . c C �o . o ., E r . c ) cC O 0 crl • 0 ❑ o a -0 aOL 0 C)�. a >, sc till ,J0a _a. 3 .� Y a.) o r 0 o 0 o a ' c i 3 0 U ¢ CO o 0 0 4 ..as -0 3 c. a, ) o CS) w - I _ W s. 0 V ~ O z N o O a a) cO y b z O Dy , O• O U 2 o Cq,--• }' 0 C O O H -0 0 41• H 00v O0 � N Oa E on , or) 3 ,�r v . O iii V a) a O za U ^~▪ y ;0 vg �' ' _ a) O Op cd C) a) 'aA 2 '0 ▪ -da '0 O UO C oaal � a) a) n O aO 0 V .2 s � , p .) .5 ) a) mC 3 -abcq c ^0 : ° 0 w s. [ OA •:•-: 0% 0 tyler Exhibit B Invoicing and Payment Policy We will provide you with the software and services set forth in the Investment Summary. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. Invoicing: We will invoice you for the applicable license and services fees in the Investment Summary as set forth below. Your rights to dispute any invoice are set forth in the Agreement. 1. Tyler Software. 1.1 License Fees: License fees are invoiced as follows: (a) 25%on the Effective Date; (b) 60%on the date when we make the applicable Tyler Software available to you for downloading(the "Available Download Date"); and (c) 15%on the earlier of use of the Tyler Software in live production or 180 days after the Available Download Date. 1.2 Maintenance and Support Fees:Year 1 maintenance and support fees are waived through the earlier of(a) availability of the Tyler Software for use in a live production environment;or(b)one(1)year from the Effective Date. Year 2 maintenance and support fees, at our then-current rates, are payable on that earlier-of date, and subsequent maintenance and support fees are invoiced annually in advance of each anniversary thereof. Your fees for each subsequent year will be set at our then- current rates. 2. Professional Services. 2.1 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. 2.2 Consulting Services: If you have purchased any Business Process Consulting services, if they have been quoted as fixed-fee services,they will be invoiced 50% upon delivery of the Best Practice Recommendations, by module, and 50% upon delivery of custom desktop procedures, by module. If you have purchased any Business Process Consulting services and they are quoted as an estimate, then we will bill you the actual services delivered on a time and materials basis. 2.3 Conversions: Fixed-fee conversions are invoiced 50% upon initial delivery of the converted data, by conversion option, and 50% upon Client acceptance to load the converted data into Live/Production environment, by conversion option. Where conversions are quoted as estimated,we will bill you the actual services delivered on a time and materials basis. 2.4 Requested Modifications to the Tyler Software: Requested modifications to the Tyler Software are invoiced 50%upon delivery of specifications and 50% upon delivery of the applicable modification. You must report any failure of the modification to conform to the specifications within thirty(30) days of delivery;otherwise,the modification will be deemed to be in compliance with the tyier 14 specifications after the 30-day window has passed. You may still report Defects to us as set forth in the Maintenance and Support Agreement. 2.5 Other Fixed Price Services: Except as otherwise provided, other fixed price services are invoiced upon complete delivery of the service. For the avoidance of doubt,where "Project Planning Services"are provided, payment will be due upon delivery of the Implementation Planning document. Dedicated Project Management services, if any,will be billed monthly in arrears, beginning on the first day of the month immediately following initiation of project planning. 2.6 Change Management 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. Other Services and Fees. 3.1 Systems Management: Systems Management Services are invoiced on the Available Download Date. Systems Management Services will renew automatically for additional one (1)year terms at our then-current Systems Management Services fee, unless terminated in writing by either party at least thirty(30) days prior to the end of the then-current term. 4. Third Party Products. 4.1 Third Party Software License Fees: License fees for Third Party Software, if any, are invoiced when we make it available to you for downloading. 4.2 Third Party Software Maintenance:The first year maintenance fees for the Third Party Software, if any, is invoiced when we make that Third Party Software available to you for downloading. 4.3 Third Party Hardware:Third Party Hardware costs, if any,are invoiced upon delivery. 4.4 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. 5. Expenses. The service rates in the Investment Summary do not include travel expenses. Expenses for Tyler delivered services will be billed as incurred and only in accordance with our then-current Business Travel Policy, plus a 10%travel agency processing fee. Our current Business Travel Policy is attached to this Exhibit B 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. ..; tyler 15 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 % tyler 16 4. tyler . • • technologies Exhibit B Schedule 1 Business Travel Policy 1. Air Travel A. Reservations&Tickets The Travel Management Company (TMC) used by Tyler will provide an employee with a direct flight within two hours before or after the requested departure time, assuming that flight does not add more than three hours to the employee's total trip duration and the fare is within$100(each way) of the lowest logical fare. If a net savings of$200 or more (each way) is possible through a connecting flight that is within two hours before or after the requested departure time and that does not add more than three hours to the employee's total trip duration,the connecting flight should be accepted. Employees are encouraged to make advanced reservations to take full advantage of discount opportunities. Employees should use all reasonable efforts to make travel arrangements at least two (2)weeks in advance of commitments. A seven (7) day advance booking requirement is mandatory. When booking less than seven (7) days in advance, management approval will be required. Except in the case of international travel where a segment of continuous air travel is six(6)or more consecutive hours in length, only economy or coach class seating is reimbursable. Employees shall not be reimbursed for"Basic Economy Fares" because these fares are non-refundable and have many restrictions that outweigh the cost-savings. B. Baggage Fees Reimbursement of personal baggage charges are based on trip duration as follows: • Up to five(5) days =one (1) checked bag • Six(6)or more days=two(2) checked bags Baggage fees for sports equipment are not reimbursable. ••,.v. tyler 17 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. tvier 18 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. ° ;:•u tyler 19 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. ••.,m<. tyler 20 tyler • technologies Exhibit C Maintenance and Support Agreement We will provide you with the following maintenance and support services for the Tyler Software. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. 1. Term. We provide maintenance and support services on an annual basis. The initial term commences on the Effective Date, and remains in effect for one(1)year. The term will renew automatically for additional one (1)year terms unless terminated in writing by either party at least thirty(30) days prior to the end of the then-current term. We will adjust the term to match your first use of the Tyler Software in live production if that event precedes the one(1)year anniversary of the Effective Date. 2. Maintenance and Support Fees. Your year 1 maintenance and support fees for the Tyler Software are listed in the Investment Summary, and your payment obligations are set forth in the Invoicing and Payment Policy. We reserve the right to suspend maintenance and support services if you fail to pay undisputed maintenance and support fees within thirty(30) days of our written notice. We will reinstate maintenance and support services only if you pay all past due maintenance and support fees, including all fees for the periods during which services were suspended. 3. Maintenance and Support Services. As long as you are not using the Help Desk as a substitute for our training services on the Tyler Software,and you timely pay your maintenance and support fees,we will, consistent with our then-current Support Call Process: 3.1 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); provided, however,that if you modify the Tyler Software without our consent,our obligation to provide maintenance and support services on and warrant the Tyler Software will be void; 3.2 provide telephone support during our established support hours; 3.3 maintain personnel that are sufficiently trained to be familiar with the Tyler Software and Third Party Software, if any, in order to provide maintenance and support services; 3.4 provide you with a copy of all major and minor releases to the Tyler Software (including updates and enhancements)that we make generally available without additional charge to customers who have a maintenance and support agreement in effect;and 3.5 provide non-Defect resolution support of prior releases of the Tyler Software in accordance with our then-current release life cycle policy. 4. Client Responsibilities. We will use all reasonable efforts to perform any maintenance and support services tyler 21 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 a VPN for backup connectivity purposes. 5. Hardware and Other Systems. If you are a self-hosted customer and, in the process of diagnosing a software support issue, it is discovered that one of your peripheral systems or other software is the cause of the issue, we will notify you so that you may contact the support agency for that peripheral system. We cannot support or maintain Third Party Products except as expressly set forth in the Agreement. In order for us to provide the highest level of software support,you bear the following responsibility related to hardware and software: (a) All infrastructure executing Tyler Software shall be managed by you; (b) You will maintain support contracts for all non-Tyler software associated with Tyler Software (including operating systems and database management systems, but excluding Third-Party Software, if any); and (c) You will perform daily database backups and verify that those backups are successful. 6. Other Excluded Services. Maintenance and support fees do not include fees for the following services: (a) initial installation or implementation of the Tyler Software; (b) onsite maintenance and support(unless Tyler cannot remotely correct a Defect in the Tyler Software,as set forth above); (c)application design; (d)other consulting services; (e) maintenance and support of an operating system or hardware, unless you are a hosted customer; (f)support outside our normal business hours as listed in our then-current Support Call Process; or(g) installation,training services, or third party product costs related to a new release. Requested maintenance and support services such as those outlined in this section will be billed to you on a time and materials basis at our then current rates. You must request those services with at least one (1) weeks' advance notice. 7. Current Support Call Process. Our current Support Call Process for the Tyler Software is attached to this Exhibit C at Schedule 1. �•s•., tyler 22 tyler 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 ••;�ff tyler 23 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 1 complete application failure or incidents within one(1) business hour of receipt of the application unavailability; (b) 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 multiple business day. For non-hosted customers,Tyler's essential system functions. responsibility for lost or corrupted data is limited to assisting the client in restoring its last available database. Support incident that causes (a) Tyler shall provide an initial response to Priority Level 2 repeated, consistent failure of essential incidents within four(4) business hours of receipt of functionality affecting more than one the support incident. Tyler shall use commercially 2 user or(b) loss or corruption of data. reasonable efforts to resolve such support incidents or High 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 existing Tyler shall provide an initial response to Priority Level 3 circumvention procedure,or a Priority incidents within one(1) business day of receipt of the Level 2 incident that affects only one support incident. Tyler shall use commercially 3 user or for which there is an existing reasonable efforts to resolve such support incidents Medium 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. ••° tyler ..b 24 Priority Level Characteristics of Support Incident Resolution Targets Support incident that causes failure of Tyler shall provide an initial response to Priority Level 4 4 non-essential functionality or a incidents within two (2) business days. Tyler shall use Non- cosmetic or other issue that does not 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. 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. 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. 25 Exhibit D DocOrigin End User License Agreement REMAINDER OF PAGE INTENTIONALLY LEFT BLANK 26 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. DocOrigin SOFTWARE LICENSE IMPORTANT-READ CAREFULLY: This End-User License Agreement (Agreement' or 'EULA') is a legal agreement between you (either an individual person or a single legal entity, who will be referred to in this EULA as 'You")and 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,printed materials and electronic documentation (the"Software"). The Software also encompasses any software updates, add-on components, web services and/or supplements that may be provided to you or made available to you after the date you obtain the initial copy of the Software to the extent that such items are not accompanied by a separate license agreement or terms of use. If you receive the Software under separate terms from your distributor, those terms will take precedence over any conflicting terms of this EULA By installing, copying, downloading, accessing or otherwise using the Software, you agree to be bound by the terms of this EULA. If you do not agree to the te---s othis EULA, do not install, access or use the Software: instead, you should remove the Software from all systems anc 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. 1.2 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 ackncwedge and agree that E:li:•se C 3,-doration will be under no obligation to renew or extend the Evaluation Fe If you wish to con: -_ - •-e Software You may, on payment of the applicable fees, upgrade tr:: - :as - 1.3 below) on the terms of this Agreement and will be issued . _ ,= Key f 1.. :lo riot wish to continue to license the Software after expiry of the Eva : = 3d,then '7'ou agree to comply with the termination obligations set out in section[7.3]of this Agree" t. F-cr greater certainty,any document generated by you under an evaluation license will have a er' or watermark on the output document. Documents generated by DocOrigin software that has a vaid 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 :e.e :: ve'7 and testing licenses are available for purchase through authorized distributors and reseie's E: : D'abon only. Subject to all of the terms and conditions of this Agreement, Eclipse Corpo . you, a perpetual (subject to termination by Eclipse Corporation due to your breach of the :em-s s A.greementi, non-exclusive, non-transferable, worldwide e<i*. tyler 27 non-sub license able license to download and install a copy of the Software from www.docorigin.00m 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 for 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 in 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. elowA- Per-CPU.The total number of CPUs on a c :.•= -EiT ,r. operate the Software may not exceed the licensed quantity of CPUs- For purpose: _ - ae metric: (a) CPUs may contain more than one process,ng core, each group of to_ _ . --- cores is consider one (1) CPU., and any remaining unpaired si :y core, w_I •= __ -e: a CPU. (b) all CPUs on a computer on which the Software is it a __ be deemed to a-ate the Software unless You configure that computer(using a reliable and _+ a means of hardware or software partitioning)such that the total number of CPUs that act-a1 y :.:.erate the Software is less than the total number on that computer Virtual Machines CVM-s') are considered as a server. Installing and configuring the software on multiple VM's requires one license per VM server. 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 failover 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 copes 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 matenai 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. • tyler ti.. 28 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 and/or proprietary notices marked on any part of the Software or related documentation and must reproduce all such notices on all authorized copies of the Software and related documentation. 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This Agreement may be amended or otherwise modified by Eclipse Corporation from time to time and the most recent version of the Agreement will be available on the Eclipse Corporation websrte www.docongin.com Last Updated:July 22,2017 ty 31 tyler tecnnologies Exhibit E Statement of Work REMAINDER OF PAGE INTENTIONALLY LEFT BLANK ••- tyler 32 Statement of Work Tyler Technologies Prepared for: Jefferson County,WA 1820 Jefferson St, Port Townsend, WA 98368-6951 Prepared by: Kyle Johnson One Tyler Drive, Yarmouth, ME 04096 Tyler Technologies, Inc. www.tylertech.com • Revised:4/16/2019 •••• tyler • Table of Contents 1 Executive Summary 6 1.1 Project Overview 6 1.2 Project Timeline 6 1.3 Project Methodology Overview 7 2 Project Governance 8 2.1 Client Governance 8 2.1.1 Client Project Manager 8 2.1.2 Steering Committee 8 2.1.3 Executive Sponsor(s) 9 2.2 Tyler Governance 9 2.2.1 Tyler Project Manager 9 2.2.2 Tyler Implementation Management 9 2.2.3 Tyler Executive Management 9 2.3 Acceptance and Acknowledgment Process 9 3 Overall Project Assumptions 11 3.1 Project, Resources and Scheduling 11 3.2 Data Conversion 12 3.3 Data Exchanges, Modifications, Forms and Reports 12 3.4 Hardware and Software 12 3.5 Education 13 4 Implementation Stages 14 4.1 Work Breakdown Structure(WBS) 14 4.2 Initiate& Plan (Stage 1) 16 4.2.1 Tyler Internal Coordination & Planning 16 4.2.2 System Infrastructure Planning 17 4.2.3 Project/Phase Planning 18 4.2.4 Project Schedule 19 4.2.5 Stakeholder Presentation 20 4.2.6 Control Point 1: Initiate & Plan Stage Acceptance 21 2/62 =_._, tyler 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 5.1 Tyler Roles and Responsibilities 48 3/62 tyler 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 Systems Management Services 50 5.2 Jefferson County Roles and Responsibilities 51 5.2.1 Jefferson County Executive Sponsor 51 5.2.2 Jefferson County Steering Committee 51 5.2.3 Jefferson County Project Manager 51 5.2.4 Jefferson County Functional Leads 53 5.2.5 Jefferson County Power Users 53 5.2.6 Jefferson County End Users 54 5.2.7 Jefferson County Technical Support 54 5.2.8 Jefferson County Upgrade Coordinator 54 5.2.9 Jefferson County Project Toolset Coordinator 54 5.2.10 Jefferson County Change Management Lead 55 6 Munis Conversion Summary 56 6.1 Accounting COA 56 6.2 Accounting-Actuals 56 6.3 Accounting-Budgets 56 6.4 Accounts Payable Master 56 6.5 Accounts Payable-Checks 56 6.6 Accounts Payable-Invoices 56 6.7 Capital Assets Master 56 6.8 Contracts 57 6.9 General Billing CID 57 6.10 Payroll 57 6.11 Payroll—Accrual Balances 57 6.12 Payroll—Accumulators 57 6.13 Payroll—Check History 57 4/62 ••i�• t y l e 6.14 Payroll—Certifications 57 6.15 Payroll-Deductions 57 6.16 Payroll—Earning/Deduction Hist. 58 6.17 Payroll—Education 58 6.18 Payroll—PM Action History 58 6.19 Payroll—Position Control 58 6.20 Payroll—Recruiting 58 6.21 Payroll—State Retirement Tables 58 6.22 Project Grant Accounting 58 6.23 Project Grant Accounting-Actuals 58 6.24 Project Grant Accounting—Budget 58 6.25 Purchase Orders 59 7 Glossary 60 5/62 • tyler • 1 Executive Summary Li 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 Jefferson County the opportunity to make Jefferson County 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 L2 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 Jul 2019 Apr 2020 Revenue • Cash Management • Project&Grant Accounting • Budgeting • Purchasing • eProcurement • Contract Management • Accounts Payable • Capital Assets • Accounts Receivable • General Billing System Wide • Munis Analytics & Reporting o Tyler Reporting Services o Munis Office o Role Tailored Dashboard/ HUB • Tyler ReadyForms Processing • Tyler Content Manager SE 6/62 •wito tyler • Phase Functional Areas Modules Start Date Go-Live Date 2 Human Capital • Payroll w/Employee Self Service Apr 2020 Jan 2021 Management • Human Resources &Talent Management • Recruiting • Employee Expense Reimbursement • ExecuTime Time&Attendance • ExecuTime Time&Attendance Mobile Access 1.3 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 Jefferson County's complexity, and organizational needs. 7/62 • tyler e 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 Jefferson County 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 Jefferson County steering committee become the escalation points to triage responses prior to escalation to Jefferson County 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.Jefferson County and Tyler executive sponsors serve as the final escalation point. 2.1 Client Governance Depending on Jefferson County's organizational structure and size,the following governance roles may be filled by one or more people: 2.1.1 Client Project Manager Jefferson County'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.Jefferson County project manager(s) will be responsible for reporting to the Jefferson County steering committee and determining appropriate escalation points. 2.1.2 Steering Committee The Jefferson County 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 Jefferson County project manager(s) and the Project and through participation in regular internal meetings,the Jefferson County steering committee remains updated on all project progress, project decisions, and achievement of project milestones.The Jefferson County steering committee also provides support to Jefferson County project manager(s) by communicating the importance of the Project to all impacted departments.The Jefferson County steering committee is responsible for ensuring the Project has appropriate resources, provides strategic direction to the project team,for making timely decisions on 8/62 '�. ��` tyler critical project issues or policy decisions.The Jefferson County steering committee also serves as primary level of issue resolution for the Project. 2.1.3 Executive Sponsor(s) Jefferson County'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 Jefferson County steering committee, project manager(s), and functional leads to make critical business decisions for Jefferson County. 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 Jefferson County.As requested by Jefferson County,the Tyler project manager(s) provide regular updates to Jefferson County'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 Jefferson County management, as appropriate.Tyler executive management is the escalation point for any issues not resolved at this level.The name(s) and contact information for this resource will be provided and available to the project team. 2.2.3 Tyler Executive Management Tyler executive management has indirect involvement with the Project and is part of the Tyler escalation process.This team member offers additional support to the project team and collaborates with other Tyler department managers, as needed, in order to escalate and facilitate implementation project tasks and decisions.The name(s) and contact information for this resource will be provided and available to the project team. 2.3 Acceptance and Acknowledgment Process All Deliverables and Control Points must be accepted or acknowledged following the process below. Acceptance requires a formal sign-off while acknowledgement may be provided without formal sign-off at 9/62 • tyler • • the time of delivery. The following process will be used for accepting or acknowledging Deliverables and Control Points: • Jefferson County shall have five(5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing,to accept or acknowledge each Deliverable or Control Point. If Jefferson County does not provide acceptance or acknowledgement within five (5) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, Tyler deems the Deliverable or Control Point as accepted. • If Jefferson County does not agree the particular Deliverable or Control Point meets requirements,Jefferson County shall notify Tyler project manager(s), in writing, with reasoning within five (5) business days,or the otherwise agreed-upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable. • Tyler shall address any deficiencies and redeliver the Deliverable or Control Point.Jefferson County shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone. If Jefferson County does not provide acceptance or acknowledgement within two (2) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld,Tyler deems the Deliverable or Control Point as accepted. 10/62 •. «0 tyler •• 3 Overall Project Assumptions 3.1 Project, Resources and Scheduling • Project activities will begin after the Agreement has been fully executed. • Jefferson County has the ability to allocate additional internal resources if needed.Jefferson County also ensures the alignment of their budget and Scope expectations. • Jefferson County 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 Jefferson County 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 Jefferson County project manager(s)ten (10) business days prior to any scheduled on site or remote sessions. • Tyler provides notice of any prerequisites to Jefferson County project manager(s) a minimum of ten (10) business days prior to any key deliverable due dates. • Jefferson County users complete prerequisites prior to applicable scheduled activities. • Tyler provides guidance for configuration and processing options available within the Tyler software.Jefferson County is responsible for making decisions based on the options available. • In the event Jefferson County may elect to add and/or modify current business policies during the course of this Project, such policy changes are solely Jefferson County's responsibility to define, document, and implement. • Jefferson County makes timely Project related decisions in order to achieve scheduled due dates on tasks and prepare for subsequent training sessions. Decisions left unmade may affect the schedule, as each analysis and implementation session builds on the decisions made in prior sessions. • Tyler considers additional services out of Scope and requires additional time and costs be requested via Change Request approved through the Change Control process. 11/62 ••., tyler • • Jefferson County will respond to information requests in a comprehensive and timely manner, in accordance with the Project Plan. 3.2 Data Conversion • Jefferson County is readily able to produce the data files needed for conversion from the Legacy System in order to provide them to Tyler on the specified due date(s). • Each Legacy System data file submitted for conversion includes all associated records in a single approved file layout. • Jefferson County 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,Jefferson County 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 Jefferson County 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 • Jefferson County 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 3'party software or Tyler standard Data Exchange tools may not be available. • Jefferson County 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. 12/62 tyler • • Jefferson County will provide network access for Tyler modules, printers, and Internet access to all applicable Jefferson County and Tyler project staff. • Jefferson County has in place all hardware, software, and technical infrastructure necessary to support the Project. • Jefferson County'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 Jefferson County does not meet minimum standards of Tyler's published specifications. 3.5 Education • Throughout the Project lifecycle,Jefferson County provides a training room for Tyler staff to transfer knowledge to Jefferson County's resources,for both onsite and remote sessions. Jefferson County will provide staff with a location to practice what they have learned without distraction. If Phases overlap,Jefferson County will provide multiple training facilities to allow for independent sessions scheduling without conflict. • The training room is set up in a classroom setting.Jefferson County 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. • Jefferson County provides a workstation which connects to the Tyler system for the Tyler trainer conducting the session.The computer connects to a Jefferson County provided projector, allowing all attendees the ability to actively engage in the training session. • Jefferson County testing database contains the Tyler software version required for delivery of the Modification prior to the scheduled delivery date for testing. • Jefferson County 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. 13/62 *fp. . tyler • 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. 14/62 .,. tyler i 1.1.0 , 1.L0 1 13.0 k .. 1.4.0 1.5.0 1.6.0 cut ate& Assess& f.• Budd& .1.„ Final.Testing& Production Pitase/PrOtecT IPlan I Define .!. Validate .,.. Training . Cutover Closure 14 1 , 1.4 1 3".1 1 1'I I.T I .1: CIOSC Phase/ Tyler Intemof : Fundamentals Configuration& Final Data Cutover Planning I Project Conation& Review Power Lisor : Conversion Training Ptanning 15 2 14 3 1 1' 1.22. E 1 I 2 -.12 CONTROL POINT 3 User Acceptance PrOduction 4:Phase/Project Currevit/Fteure ystem State AnalyData Coiseetsion Testing Processing& &Validation Oinme Stage Sso 433etarne A3segdance ledvaPtructioe Planning J 1, I s, 1LS Data Conversion End User Trainin 54.4.41e,t1 3" g 3 Transition to Project/Phase 1 Planning& Mapping Party Elate I 4 4 Tylvi Support Exchange Planning t Y,11.4./61,43,1 CONTROL PON r l24 "" 4:Final Training . fieD LI a ./ . I Testing Stage 1 rhviec,sowouk. , Standard l' LLI URI .. Party D.33 Modification Acceptance 1 LISC:ropvedSCI.414:1:::,[5:214 0114.11 Exchange Dyj,yr,& Planning Validation '.4 . 3 all 111 IL: -.4 I ..., '.4k t 4:3C Stakeholder , ...„ E.° lam° CONTROL PO4.11 5'Pt oduCtiert .., Presentation , MudiRtatioi Cutover Step 4,,r) may,.& FC01,14&Hc0:1,I, Acceptance Yalidar ori Specifg4Unn. ,t CONTROL POINT t t 1 ,11 1:imitate& 121 elan 1 Stage Acceptance i FoiniriO&Rey/tort, ' PlCONTROL POINT anning 3 Build& 3 Validate Stage 17 7 Acceptance System Deployment 123 CONT 31.01 POtri I 7 43ce33& Define Stage Acceptance ,30 •-If inclined id protect scope 15/62 • * * . % . tyler • • 4.2 Initiate & Plan (Stage 1) The Initiate& Plan Stage creates a foundation for the Project through identification of Jefferson County and Tyler Project Management teams, development of implementation management plans, and the provision and discussion of system infrastructure requirements.Jefferson County participation in gathering information is critical.Tyler Project Management teams present initial plans to stakeholder teams at Stage end. 4.2.1 Tyler Internal Coordination & Planning Prior to Project commencement,Tyler management staff assigns project manager(s).Tyler provides Jefferson County with initial Project documents used in gathering basic information, which aids in preliminary planning and scheduling.Jefferson County 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 Jefferson County's team. During this step,Tyler will work with Jefferson County 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 C Oco CO O vi a) (13 iC E C Cp_ O_ a) O 0 C C X X v U w w 0410 O ' E CO C coo C v C +' O E ovn m a) �' C o on O o o a_ a o Cu v o = ns °� o c : B +—� C fl o E w O ' a) f0 (13 Z) . C a) a) O cni 0 (9 CO C O a7i aa) Uoo 2 CC 2 `N C H E E U 4- O a) ` 'ua 'o O a -a ua) oa) 0- E C E w2 12 cn cn a w oo) a 0 w �-' L+ 4-+ +- N N Y V 4-) +., Y CC C C C C C C C C C TASKS T T T T > > > °� v °1 a) a) a) a) v a) a, a) I- F- F- F- F- H 1- F- H 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 16/62 %to* tyler 4.2.2 System Infrastructure Planning Jefferson County provides, purchases or acquires hardware according to hardware specifications provided by Tyler and ensures it is available at Jefferson County's site.Jefferson County 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 0 c -a `o ro v Y N i E a) co ao Y E L c ,, E. 0 c O O 0 p_ O_ E a) O) ,„ O L O x w a+ -0 O CU 0 U W CO ` O a, L vi c0 U C C CCe 000 O O '5 41 d Q O E 000 _ 'o Q '6 (D C (6 a Q 0 O N 0 (0 co C . O 0 C C > 0 N 0 U i0 2 L' U1 �n O U 0 E 0J C U i0 > OD C OJ ~ 0 C vy, O 02S U U ',., C U 0 0 i N . u 'O U N U v1 w C U 'L 0 U 000 41 c'0 D C 0 t`0 u n '0 a + E s Ti v v •o C 2 3 a -o u .o 22 LL, E a E LO 2 F� :DI di vi a Li U o_ 0 w I- a D N N N N +-+ .F, ,., a, a, 4 C C C C C C C C C C C TASKS > > CD CD > a a > � a) a) a) v � a) a) v a) v H H H H H H H H H U U U U U U U U U U U Provide system hardware specifications I R A I C Make hardware available for I C A R Installation Install system hardware,if I C A R applicable Complete system infrastructure I C A R audit 17/62 ••••• tyler 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 Jefferson County and Tyler. RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I =Informed STAGE 1 Project/Phase Planning TYLER CLIENT 0 +., -0 `O C ,_ (.0 Y 45 co + i J caC E c Q E a) c o N `o 4) g u0 U-1 w to ` O ,n two U C Cu C a) C C OL C C E Ou0 N dD a) '�O a' 15 C O OO O O 8 d a O Cu a) Cu I Cu UOi 0 Cu Y Cu +-+ Q C Q Q C J C L a.+ Q) O 2 Cu C Cu LE) O Cu Cu a) C J O �, 'Cr) a) O t/7 U io ', a) ;^ O U C ro H E0 oz Cu Cu 0 m u 0 E N .° u Cu v---, Et,'N N U vi -- _C U a) ...) C Cl) Cu t a) u v a Z1 E =o a cv C Cu CO0a)- -a u ao w E a E L 2 ,i) :7—As w v, a ui a a w H d D C C C C C C C C C C C TASKS >- a) >- a) >- >- >- >- >, .v v v a) v v .v .� v a) v i- H H H H I— H F- I— (...) 0000 (....) L.) (....) (..) (...) 0 Perform Project/Phase Planning A R I C C I Deliver implementation A R C C I management plan 18/62 tyler 4.2.4 Project Schedule Client and Tyler will mutually develop an initial Project Schedule.The initial schedule includes, at minimum, enough detail to begin Project activities while the detailed Project Plan/schedule is being developed and refined. RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I = Informed STAGE 1 Project Schedule TYLER CLIENT U, = v, o (o a) - VI C� J C_ CO 00 bA Y E = N a) a--' (0 = > Q n3 v a) v, ° a") 2 u w w eA o Y E o 0 (a Fe _ ° _ c 4 ° ° _ n c Eoon03 m v U C = 0 as 0 0 a Q n 0 oE co a) co I nora 1,-7, (a Q = 0 = J = v a, vF ,° aa) o cn `" ve co a, v 0 U, 0 ,14 2 D v Q .( Q "2 F,=, o C a, a, v .o = 2 8 0 -2 u .o DO LI; E 2 E L 2 1 cn w N a ui U n_ 'c-it w i- a D Y Y Y Y Y Y Y Y Y '1.-) a) a ° a) a) a) a) v = C ci C = = C v C v = TASKS HHHH r—' I— I I— H 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 Project Phase A R I I ICCII I Client reviews Project Plan&initial C IARCC C schedule Client approves Project Plan &initial I I ARCC I I I I I schedule 19/62 • tyler •• 4.2.5 Stakeholder Presentation Jefferson County stakeholders join Tyler project manager(s)to communicate successful Project criteria, Project goals, Deliverables,a high-level milestone schedule, and roles and responsibilities of Project participants. RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I = Informed STAGE 1 Stakeholder Presentation TYLER CLIENT 0 W Y i a) a) C ca C0 y E V a) ` tco C 0- 0- N cu a cn O a 0 W w pp O it, 0 E 0 (0 C C C C O N _p N a) 0is c O GSD O O 0 Q. 0- 0 E COC N m o a) O 2 .3 m a) a) 0 cn N C0 co _p CCas c 0 J 00 , ;+ L C a) i 7"a., a) O OS U u 'a+ C +C"' 0 Q) Y •U +-'' -O i.+ E 0 E U of G= -C O N Y te a) ((6 D C N 2 'co' Q .�• Q ate+ U v N N '0 C CO g 0- 'O U .O d4 O O X �+ O C O N C Cl) 0- w E d E 0 w0 21270, w 61 w U a cn w H a D 4-, J-, N N Y Y Y 4., N 4-+ 4-+ T T a a a > T C .0 .0 v C C C Cl) C v C TASKS H H H N F— I— I— I— 1— 0 0 0 0 0 0 0 0 V 0 0 Present overview of Project Deliverables, Project Schedule and A R I IIICIIII I I I roles and responsibilities Communicate successful Project I RCACI ICI I criteria and goals 20/62 • tyler 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 Jefferson County'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:Jefferson County 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:Jefferson County acceptance of schedule based on Jefferson County 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 21/62 9 0:4 • tyler 4.3 Assess & Define (Stage 2) The primary objective of Assess&Define is to gather information about current Jefferson County 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 Jefferson County collaboration. Jefferson County 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 co c o 0 to 5t' E v N C O' 0. a) N vi 0 0 U w " on t 0 Y N E c 0 CO ao c c O O v ai a vCll u C CO 00 0 2 0 a` 0- o f (Di CO _ C ° 0 co .0 CO 'O •L O c 0. E C C i aJ a, o •u avE O io c 3 2'o > v 2 v c CO > Uon 2 L U E E U Y C v . - E Ov v COL ufl- on , oUv . 0 a -a vH o a w E E 2 w N a U- w a a� a� Zr) v v v v v (7) v v a) v v v v v v TASKS - H H HHHHHHUU v UUUUU v v Schedule fundamentals review& provide fundamentals materials& A R I C I I I prerequisites,if applicable Complete fundamentals materials 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 22/62 tyler • 4.3.2 Current/Future State Analysis Jefferson County 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 } o coc 12 Y on �' N i E J C vCi 4J ... (Ca CO fl- Q a) a) in O 2 a`) 2 u w w o4 0 E O o co _ v to U C C O un O O O aL O- fl O N a) C C u (o , O co — 2 2, C ZS N a) O ) 0 CD J C 4) C O O C CCD C CC .— L) a) U 2 2 , a) vi O U a) c �y '_' _ > no c D CC ra 1— a) E G a) O W U)) � y c i-J O a) Y V1 U Y D v N N U vi C u (t v u C a) a C v (a ) C CD Q 2 U d0 a) O. 'O O- }' ' cO N >a Y 7 L O v C N fl_ W E CL E C ° G Com° Lu CJ at LL U CL 0 W 1— d D J-+ Y Y Y Y J-+ C C C C C C C C C C C aJ a1 a) a1 0 a) a) Cl) Cl) Q1 aJ a) a) a) a) C)) a) a) a) a) TASKS F- F- H H H HH H H U U U U 0 U U 0 U U 0 Provide Current/Future State analysis materials to Jefferson A R I C I I County,as 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 23/62 • tyler 4.3.3 Data Conversion Planning & Mapping This entails the activities performed to prepare to convert data from Jefferson County's Legacy System Applications to the Tyler system. Tyler staff and Jefferson County 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 Un ' N -aro O o - y L E Ja) c 0o _ (o N N aJ +--+ -p o 0 Q (3 cu u, O y0 a`J U w w ti4 +. `0 4-' E o O (o O 4J O C y O OO N -o °Jeto CO `^ U C 0 0 0o o _o `O a s o EE on v _ U' o (B '+-0 CO 'a-+ 7 O_ Q 0 O J C v, ._ 2 ° 2 J9.+ a`J cu o N '^ U f (6 (6 N 0 ,n OO U aJ , E c += > ao 2 c 2 o ff aJ +>-, E ti E U 00 ,} - v .o v L- D 'c a (moo U U Cto aJQ O O- O t) O X y 2 _ L O cu 2 v 2 Q X O o w a Ha- (n w v3 a u. U a O w f- a J--+ Y J-+ }.+ Y Y J-+ L+ Y Y J--C C C C C C C C C C C C a 'Cr) aJ a 'a7) 'Cr' 'a7) 'Cr) > a aJ a aJ aJ Q aJ a a aJ a) TASKS H H H H H H H H H U v 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 I I C I A C C R Tyler system Pull conversion data extract I I A C C R Run balancing Reports for data I I A C R I pulled and provide to Tyler Review and approve initial data A ICR I I extract Correct issues with data extract,if I C C A C C R needed 24/62 • tyler • 4.3.4 Standard 3rd Party Data Exchange Planning Standard Data Exchange tools are available to allow clients to get data in and out of the Tyler system with external systems. Data exchange tools can take the form of Imports and Exports, and Interfaces. A Standard Interface is a real-time or automated exchange of data between two systems.This could be done programmatically or through an API. It is Tyler's responsibility to ensure the Tyler programs operate correctly. It is Jefferson County's responsibility to ensure the third party program operates or accesses the data correctly. Jefferson County 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'a Party Data Exchange Planning TYLER CLIENT 4 V2 co o �, yv v c u) N N ra c CO Q Q N vi NE YO N U w w oA i' O +Y' , E a 0 c C 4J C C 41 0 O C E: 00 N cil'O '.. C 0 nO O O O a 0- O m v CO = CO , O 0 O E 3) O OY 4 N 0 N N Uo 4J O C N 7K .0 — O ao 2 Cm N no FO Uv E 111 E O U '0C t0 0 N -, -0 U N O C 0U c6 E - L Q. Ui u O wEdE ( QCOu c! d 2 U din A' d D Y Y Y Y 4-, Y Y Y Y Y a a a > Cl) .0 .0 C C C C C .2 C 2 C TASKS I— F- I— F- F- F- F- F- I— V U U U U U U U U U U Review Standard or contracted Data A R C I I C Exchanges Define or confirm needed Data I C A C C R Exchanges 25/62 • tyler 4.3.5 Modification Analysis & Specification, if contracted Tyler staff conducts additional analysis and develops specifications based on information discovered during this Stage.Jefferson County reviews the specifications and confirms they meet Jefferson County'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 Jefferson County business process change. It is the responsibility of Jefferson County to detail all of their needs during the Assess and Define Stage.Tyler will write up specifications(for Jefferson County 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, Jefferson County 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 c - `o co t rcs 4"' t' E J C msN ' c N N aQ . E 1v E 0 a`) 0 (13U w LU 'a 4-. O ,., O Ni C aC C } O a)C E co to raa1 � U cotla O 'a C 0 110 O O ` d Q = Q) r0 .47, 4 'a., . OQ O_ E N J C N , r0 N0a) 02 09 'Cr) O rn Lil UrO _ O1CJo ° j -,T3 N U 0 U EVEU �N 4v- u .4=, mO v vu -a = i75 _5 U '. a1 U tea1 ( D C 6 -a .6 13 ra) _C o a wx E L- E -' O OHN N w ra . udOw — d = 1-, 4-, 4 Y 4-, 4-, + 4-4Y + � + + 4-' + C C C C C C C C C C C TASKS a > > a) .� a) a) .v .� .v .v a) a) a) r 1— I— t— F- F- r 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 A R I C C applicable Sign-off on specification I I A R C I I C document(s)and authorize work 26/62 % tyler 4.3.6 Forms & Reports Planning Jefferson County 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 Jefferson County-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 N 1 a -0 O C as to _ t ti' a)E J C v a C � rQ N O LO MI 0 a 2 u W WM O E 0 0 ° ° ° QE °' C ', -aa c o no o ° OaL 0- n3 ..7, m I.= ^ _ C a E 3 C vn ^ °°2 2 C y a a 0 _ cn 0 co ! a vC 0 aC C > cc z a U00 O2NavOu j O o6 U u v U n v_ •C '+— 0 .0 .-+ C Z v i a N D C N 2 _ o — ° x iaw WxEaEDO a <o v) a U 0 H a D H Cr) +- 4-. 4 Y 4-, • 4-, +, 4-' 4-' L L L L L C C C C C C C C C C C TASKS a) > T T > w >, >- >- v .v .a •a) •a) .v .a a v v v I— H . H H H HI— H H U u U U U u U U L.) (3 (...) 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 27/62 ••••• tyler 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 N 4 - `o C t2 co N 19 0 0 (1) J m = 03 N N a 4- p co00 c6 a) a) cn O @N 2 U W W d4 o tv 0 U co C 0 C i O O 4J -O vi }, i, = 0 0n O O o Q 0 E CD a, co 2 -0 a) CD 0 ca +� in O Q Q E �6 C co `^ O as C0 C (6 = > cc 'O N a) U 2 C N a) J O U vc ((ID) — > ao o .41,-> a) a) O u v '0 C a-' O a) u 4--' -O - E o u a) 'o c (-0 a) o a) o a) L o a v a) i 0w Q X Ea EO2 (7.) w va U O I- c D i-+ Y J--. Y .1--, J-, J-J J--, J-, 'a7) v> v "Cr) "Cr) a>) '''1—) aC C v v C C C C v C C TASKS > H I- f- I— I— I— I- I— I— U U U U U U U L) U U U Install contracted software on server A I R I C Ensure platform operates as A I R I C expected 28/62 • tyler 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 Jefferson County 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:Jefferson County acceptance of completed Questionnaire based on thoroughness of capturing all Jefferson County 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 Jefferson County, 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 Jefferson County's needs. o Scope: Design solution for Modification. o Acceptance criteria:Jefferson County 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 Jefferson County 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 Jefferson County is hosted. o Acceptance criteria:Tyler software is successfully installed and available to authorized users,Jefferson County team members are trained on applicable system administration tasks. 4.3.8.2 Assess &Define Stage Acceptance Criteria • Tyler software is installed. 29/62 • • �� tyler • • Fundamentals review is complete. • Required Form information complete and provided to Tyler. • Current/Future state analysis completed; Questionnaires delivered and reviewed. • Data conversion mapping and extractions completed and provided to Tyler. 30/62 ••:,: tyler • 4.4 Build &Validate (Stage 3) The objective of the Build &Validate Stage is to prepare the software for use in accordance with Jefferson County's needs identified during the Assess and Define Stage, preparing Jefferson County for Final Testing and Training. 4.4.1 Configuration & Power User Training Tyler staff collaborates with Jefferson County to complete software configuration based on the outputs of the future state analysis performed during the Assess and Define Stage.Tyler staff will train Jefferson County Power Users to prepare them for the Validation of the software.Jefferson County 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 o 0 c , -o 0 m v 03 +..' 0 i a) coC CU ` C c L- , Y ' ccn CO �- O" CU N v u co o 2 N U w w tl0 ` Q �'',, 0 C CO ao 0 O O a O. O ,p v co m m N 0 m 'ate (6 -... 7) d C Q Q E C J C vi y., N O 0 c `° 42 > o v' v U f6 C 4 c ^ _, oo U Y E t, O O U U C L., O N ✓ .0 Y -a = N U E U vi 'C U .71 N U C N T C v co c� a :° u v v 92, 'p C CU 3 0. -a u p on 41 O O X y� O C 0 N C N a- w E a_ E 0 L2 2 I- cn w N a w U a 0 w 1— a D Y 4-, J-, Y 4-+ Y Y Y J-, 4-' y C N N N d N C C N C C N C C C C C TASKS ›, F- > U --- H H I- I- H >. >. UU U U U U U U U U Perform configuration A R I R I Power User process and Validation A R I C I C I training Validate configuration I C A C R C 31/62 • , tyler •. , . • 4.4.2 Data Conversion &Validation Tyler completes an initial review of the converted data for errors. With assistance from Jefferson County, the Tyler Data Conversion Team addresses items within the conversion program to provide the most efficient data conversion possible. With guidance from Tyler,Jefferson County reviews specific data elements within the system and identifies and Reports discrepancies in writing. Iteratively,Tyler collaborates with Jefferson County 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 Y -a 0 co a) Y n J COC f6 C t N Y -0 , N O. �- CO` L N a) in 0 YO i3 0 2 v W N m o - L V v CO 0 0 tp C a1 C C �' O C E 0a f0 00 a) 4 .-' :a OD O co CO to 0 7) a C Q a E c J c .� N 00 2 W, Y a) a) 0 cn 0 CO a C J 00 O . 2 c' j a) E 00 06 U V •.—� 000 --' CO a) E N V ,« -0 ..p E E o E 4_ -C , 0 .� a) U °C° a) �p D _C to a) C co 3 -a v w _ a o u_ 2 1- cM w "n a ii U 0 D w F� Y Y Y Y 4-) 44 .-, 4-) 4-) Y Y LC C C C C C C C C C C a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) a) TASKS HHHHHHHH > C.) 0 0 0 0 0 U 0 0 0 U Write and run data conversion A I C R C 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 AICR I I C C correct error(s) 32/62 • tyler 4.4.3 Standard 3rd Party Data Exchange Validation Tyler provides training on Data Exchange(s) and Jefferson County 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 N C (a ++ a N c i3 C CO d Q (CO a) a) N O 0 U w w GA 4-' O �. o U C C c64 GOA o O 0 d a 0 E GA (a tO S "6 4) ca '0 ca 'a-' _N 0 C a a c C C vi 4-, all " O 2 (4.9 (Ca }C N a) o (n ) U nz is as N ca) vi J 00 U w c c c cc �' > GA c (a F- v °� v o o2S v v �- c o a) E N u 4- -0 c a' v v E a r " C 'LD vNi 0 cc-Li ` v12 c C 0 a -o u GA w E a` E (E 2 H cn w N a L.L. U a in w H d g- Lt C C C C C C C C C C a) a) a) O a) a) a) a) a) a1 a) a) a a) a) a1 a) a) a) a) TASKS I- I- H H I- E- H- I- F- U u u V, 0 U U 0 v uU Train Data Exchange(s)processing in A R C I I I C I Tyler software 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) 33/62 Is 5 4.4.4 Modification Delivery &Validation, if contracted Tyler delivers in Scope Modification(s) to Jefferson County 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 = v.2 co e = 4- E a) c c N v vE c Q Q N v `0 2 a, 2 0 w w n4 0 Y E -0 o (13_ in o U C c a,C C C a.., O o C a) -o to a, N y 2.6 C 0 co o O Q 0 E 0o co (a _ -O 2 _ a, a 0 N o ro J v C J 0 0 aJ C `° c > K �, cn a, U 2 2 , a) 12 U a, 2 a, n3 o > no D E a` v o — U u Y = +.. O v .� -0 v Q Q o 2 _o t - ma, 'p C 0- -o u 'p to Ll‹, E a`. E LD 2 2 H cn w v a ui u 0 o C a) a D J--1 Y J-+ Y Y J--. Y J-+ Y C' a v v v a, > v v _ _ _ v C C = 0 C C C TASKS F H H H H H F— t— I— 0 0 0 U V U U U U U U Develop and deliver contracted A ICI R ICIC I C modified program(s) Test contracted modified I C C A C R C program(s) in isolated database 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 34/62 tyler 4.4.5 Forms & Reports Validation Tyler provides training on Standard Forms/Reports and Jefferson County tests each Standard Form/Report. RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I = Informed STAGE 3 Forms&Reports Validation TYLER CLIENT N c -0 `o co 00 .'' Y i E J 0 co N a) 4- =o = o a Q a) a) N o 0 N U w w 'ED LO Y E -p 0 co _ co U C = 0 Cup O O O d 0- O c co co = Cl., O co i-+ co 1 -+ L d C Q Q E C J C i Y a) 2S° ( a) a) o vi (' u co @ `o v C J 00 0U N G cu Y a) a1 =O ro 3 Y = 0 0 , N .0 u -p v U �1 t.= 'C v a) .� N L a) v a .o Q ° E o 0 a v 9 'p = co 3 O -a u •'p Q w E a E 2 ' cn w Lr) a ii U a 0 w 1- L- D Y J--, J--. A—, J--, J-+ a--, SCr) a T T T .0 C C C v C C = C C C TASKS 1— I— I— 1— 1— 1— 1— 1— 1— U U U U U U U U U U U Standard Forms& Report training A R I C C I Test Standard Forms&Reports I C C A C R C 35/62 .-.•. tyler 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 Jefferson County to verify converted data for accuracy. o Scope: Provide self-guided instructions to verify specific data components in Tyler system. o Acceptance criteria:Jefferson County accepts data conversion delivery;Jefferson County completes data issues log. • Installation of Modifications on Jefferson County'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 Jefferson County-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'party Data Exchange training provided. • Modifications delivered and available for testing in Stage 4. • Jefferson County and Tyler have done a review of primary configuration areas to Validate completeness and readiness for testing and acceptance in Stage 4. 36/620%1% A • 4.5 Final Testing & Training (Stage 4) During Final Testing and Training,Tyler and Jefferson County review the final Cutover plan.A critical Project success factor is Jefferson County 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 Jefferson County 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 Jefferson County for success. RACI MATRIX KEY: R= Responsible A=Accountable C=Consulted I = Informed STAGE 4 Cutover Planning TYLER CLIENT N L -a 0 CU CO 00.0 co 4.) H . E a)C E co. Q a) E LO v0 Uw0 wqq O Y N 0 C C O �C EM mco po 03 U1 U C '". -p CU C0 .° o 0_ n CU N CU C No0 o_ c c _1 2 N m Y N a) 0 to v-8 r cco 4N a) v, J ll 0UoD 2 p UN U .4;' Nu EU v, ( u N .0tg N ,ra D Ea @ u .v co E -6 t v v m •o c m 3 a -o U • o0 X LO vwai iUawH w E Ecw H v., v, a 0 d D L L LCCCCCCCCCCCCCCCC TASKS > >, >, >, >- >, >, >� >.• •v .-' v .v .v _v .v v .v v .v H H H H H H H H H U U U U U U U U U U U 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 37/62 • tyler 4.5.2 User Acceptance Testing (UAT) Jefferson County 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 c -0 0 on co N O Q. fl- co0 ol 0 O a` U w w M + O CO v, -0 0 CO U C ,.0, C N C C Y O O c v -0 tio N `i' +' C O 00 O O 8 3 Q O E bp v ro = Q) $.- CO Y c6 r-+ i Q C Q C J C ',-.) Y CU 2 ro C co O v1 o ca co C . O O �, co N N O v) Lt-,),0 co N Q1 v, _ O U v o 06@ — > on 2 0 2 E v t— v ��— o u u y c - o v ._ -o Et CJ E U N i� E U N U °C° 4) c = N co _ _ L N Q .O Q co O u N x N O` O s o a) N O2 Q w E a E p o 2 F92 in w cn d w U d c) w 1— d D a--i Y Y Y ++ 4--i Y 4--, J--, 4--, J-= T T T T v C C C v C a C C C 5 TASKS H H H H H H H H H U U U U U U U U U U U 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 38/62 till 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 Jefferson County 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.Jefferson County users who attended the Tyler sessions may train any Jefferson County 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 N L -0 0 CO 000 .2 0 0 4J J C E co N c0 fl. fl- (o N N O 4O i cc o X W ` Y1 "O. 0 G ` U W N GO L O Y L N (o U C C C C Y O C C E: t�0 (moo UO N __ +., "O C O 00 O 2 0 d 0- — m N co = a) O Co +--0 CO :o L Q. Q C C J C 'n Y CD 2 Co C Co C cil O Co co N C J O O . N a) O N U io N O U j N N O °� U u C � 0 41 = v +-' ZS .4 C N ti C U , c N '0 C N a .c ca t u O. 'C Q ,rt,--+ % a s v v 'p C Co 0 -o `0-', 'p b4 O1 O O u Xfl w E a E g uo 2 H cn w cn a u_ U a 0 w o_ M L (u (u w C C C 4C C C C C C C 4C TASKS T T T T T >. >. ›. >. N N '� '� '� '� '� '� '- '- 1— t— 1— I- t— I— F- r I - . U U U U U U U U U U U Conduct user training sessions A R C I I I I I Conduct additional End User training I I A C I R I I I I sessions 39/62 ♦ `ylep • 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. 40/62 ••�, • t y i e r • 4.6 Production Cutover (Stage 5) Jefferson County and Tyler resources complete tasks as outlined in the Production Cutover Plan and Jefferson County begins processing day-to-day business transactions in the Tyler software. Following Production Cutover,Jefferson County transitions to the Tyler support team for ongoing support of the Application. 4.6.1 Final Data Conversion, if applicable Jefferson County provides final data extract and Reports from the Legacy System for data conversion and Tyler executes final data conversion.Jefferson County 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 Oru J = oAE Q O Q Q (Da) V1 O O v 2 U w w pp `O 44`.`t) 0 o ro o U _= a 0 Cao O O a Q O- eLE oA (6 - -6 N 2 rq C (Oco ro vi O N O CD _ (6 = J O O CO +� Q1 N O (n U 2 N N rncu _ O U > O ozi v O '�, = O N .v +-, -O 4 N N v w = N U � .0 4J (p = N ra s L.- 'CD) Q '� Q ' O O UJ X . O` 7 CO a a 2 v Oi Q w E a E 6 L.- 2 g Lu (n a LL U a 0 w H a Y J-, > a > > > > a ._ _ _ = = _ _ _ _ _ TASKS H ,H H H H H H H U U U U U U U U U U U Provide final data extract C I I ACI I I IR Provide final extract balancing I I A C R I Reports Convert and deliver final pass of All 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 AC IC R Production environment 41/62 ••• • tyler ! 4.6.2 Production Processing &Assistance Tyler staff collaborates with Jefferson County during Production Cutover activities.Jefferson County 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 Y -0 o C co C �'' ,n i O J C o 0. Qcu w ( v aa) o 0 `a U w w bD 4-. O ,� u E coo 0 r6 U C RID C C C O O Y -OC E ,,,bo 0 tiU o OaQ- = ,, CU o co O ro c ° c > n 0 a) U @ 2 v a) "' _ O U > U_ Q1 u E U - w 'E a) U m a) c Ln O cu ,- Y) Q ', Q 13 ;_ -5 a) x . Oi 7 t O aa) C v OL Q w E a E CC w0 2 Ia cn w cn a w U a o w F- a D Y Y Y Y J--, Y Y Y Y . Y C C C C C EEE C C C C TASKS a s > > > a .v v � a v v v v v v F- F- F- F- I- F- F- F- F- U .V . V V U U U U U U U Production processing C C I I ARRRRRR I I Provide production assistance A R C I CCCCCC 42/62 .• . tyler 4.6.3 Transition to Tyler Support Tyler project manager(s) introduce Jefferson County to the Tyler Support team, who provides Jefferson County 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 U) -a o CD o +'I y ) E J C on O _ (6fl' Q cu c 2a) to O YO 0 W LU OA 4--+ LOY E -O 0 co E N U C 0 C Y OO 0 g).0 -2 N O QJ0 0 M O O Oa Q 0 c6 a) _ CO U) O(a N O Y n Ofl- Q E O n 2 Y O a) (n NU coQ _, o aC 0 c .. a) pO 2N `4'-' B ~ U ..6, C +-' 0 .v 4-+ -t% ..C> u U v 3 � b.0 ` E vcon 3 'vo a) a a . a Q .o na E o 5 a) o r oo -o o Q WE - c 212toLL V1 d LL U a) w - d 10 a--, Y J-, 4-+ Y Y h-, L a--, '15 a) aa) a) a) a) aU) (7) (7, 5 C () E 5 C < ( 3 TASKS H - H H R H - H H u u 0 u v 0 L) U v u 0 Develop internal support plan I ARCCCC C C C Conduct transfer to Support A I C R CCCC I IC I I meeting 43/62 e% tyler • 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 Jefferson County 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 0 4 -° o :"L; E y i J = E co =O x Q ns w CU aJ vi ° mi a` U w w by 4--' O - ° U = = 41 _ ''' ° = E 0�0 rho °' - y 'p vi 0 ( 0 CL Q = 0v) +-, ` fl' ) 0J o U(Q = Oa) N O v, n ° N co(B = > U _° N a) vi O a0 mc up D E a) u H v Y acu cZ u u Y c ., o v L - ._ t, -o Q 'O Q 2O v = ,-+ 7 t O 0 = a-) O- w E a E j 2 ' 53 w n aL u_ u aL 0 w F- a J-+ J-, Y Y Y y Y T a a > > ‘a-) a 'a-) a .0 .= ._ _ ._ = C v ._ v _ TASKS H H H H H H H H H U U U U U U U U U U U Identify topics for post-production C C AR IC I services Schedule services for post- A R I C C I C I production topics 44,62 .% . tyler 4.6.5 Control Point 5: Production Cutover Stage Acceptance Acceptance criteria for this Stage includes all criteria listed below.Advancement to the Phase/Project Closure Stage is dependent upon Tyler's receipt of this Stage Acceptance. 4.6.5.1 Production Cutover Stage Deliverables • Final data conversion, if applicable o Objective: Ensure(in Scope) Legacy System data is available in Tyler software in preparation for production processing. o Scope: Final passes of all conversions completed in this Phase. o Acceptance criteria: Data is available in production environment. • Support transition documents o Objective: Define strategy for on-going Tyler support. o Scope: Define support strategy for day-to-day processing, conference call with Jefferson County Project Manager(s) and Tyler support team, define roles and responsibilities, define methods for contacting support. o Acceptance criteria:Jefferson County 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. 45/62 tyler i�} 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.Jefferson County 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 Jefferson County 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 Jefferson County 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 NL C N -o O 4'5 C c0 4-' a1 ra 4.a in O a) J coC bp - '' ` to N N (U �"' "O i ` C d fl- N a) C VI O C 0 00 0 O - d 0. O � 2 0 U1 (0 7. co y ` Q c fl- 0. E C J C VI y 0 2 +"' .2 a1 a1 0 N - U r6 (0 a1 C N J 0'12' 0 C C C 'T be C � co H > E t, E O o2S v coU O C +' O a) vOi v +' 76 v d o a ;6 p V O X aa' `O S 30 N -O U O t,-.0 w E - E 2 o (n w N a 0 n. 0 w H a m 4' i' 4' 4' 4-0 Y i' Y 4' 1' Y C C C C C C C C C C C (1) a) (1) (1) (3) (1) (1) (1) a) a) a) a) a) a) a) a) a) a) a) a) TASKS r'- I— ~ ~ I— I— I— I— I— 0 0 0 0 0 U 0 U 0 0 0 Review outstanding Project activities A R C C C I C I C and develop action plan Review Project budget and status of A R I I C contract Deliverables 46/62 • tyler 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. 47/62 . tyler i••• i 5 Roles and Responsibilities 5.1 Tyler Roles and Responsibilities Tyler assigns project manager(s) prior to the start of each Phase of the Project.The project manager(s) assign additional Tyler resources as the schedule develops and as needs arise. One person may fill multiple project roles. 5.1.1 Tyler Executive Management • Provides clear direction for Tyler staff on executing on the Project Deliverables to align with satisfying Jefferson County'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 Jefferson County's executive sponsor. 5.1.2 Tyler Implementation Management • Acts as the counterpart to the Jefferson County 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 Jefferson County 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 Jefferson County project manager(s). o Coordinates Change Requests, if needed,to ensure proper Scope and budgetary compliance. • Planning 48/62 ••• V••• tpr ■ l e■ • ���III 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 Jefferson County 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 Jefferson County 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 Jefferson County and Tyler and takes all necessary steps to proactively mitigate these items or communicates with transparency to Jefferson County any items that may impact the outcomes of the Project. o Collaborates with Jefferson County'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 Jefferson County 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 3rd party providers to align activities with ongoing project tasks. 5.1.4 Tyler Implementation Consultant • Completes tasks as assigned by the Tyler project manager(s). • 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 Jefferson County following configuration. • Assists during Production Cutover process and provides production support until Jefferson County transitions to Tyler Support. • Provides product related education. 49/62 ••• • tyler • • Effectively facilitates training sessions and discussions with Jefferson County and Tyler staff to ensure adequate discussion of the appropriate agenda topics during the allotted time. • Conducts training(configuration, process,conversion Validation)for Power Users and Jefferson County'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 Jefferson County on the status and resolution of reported issues. 5.1.7 Tyler Systems Management Services • Manages incoming Jefferson County issues via phone, email, online customer incident portal, and from Software Support. • Provides system support including remote support of Jefferson County systems, operating systems, network and local printing, and SQL assistance for the systems and platform directly attributable to the Tyler Applications. • Tracks issues and tickets to timely and effective resolution. • Determine root cause and provide solutions or provide direction/escalation to Tyler Development. • Consult on pre-sales in regards to system requirements. • Troubleshoot server and workstation issues. • Migrate Tyler Applications and databases to new hardware. • Maintain systems and provide Database and Server Administration. • Provide proactive monitoring of Tyler Application/DB server(s). • Perform server transfers, database analysis,file system cleanup, and backup verification. • Assists with database refreshes, LDAP synchronization, and loading releases. 50/62 • tyler • 5.2 Jefferson County Roles and Responsibilities Jefferson County 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 Jefferson County Executive Sponsor • Provides clear direction for the Project and how the Project applies to the organization's overall strategy. • Champions the Project at the executive level to secure buy-in. • Authorizes required Project resources. • Resolves all decisions and/or issues not resolved at the Jefferson County steering committee level as part of the escalation process. • Actively participates in organizational change communications. 5.2.2 Jefferson County 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 Jefferson County Policies 5.2.3 Jefferson County Project Manager Jefferson County 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 Jefferson County project manager(s) do not have the knowledge or authority to make decisions, he or she engages the correct resources from Jefferson County 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. 51/62 •• tyler •••r • 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 Jefferson County 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 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 Jefferson County 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 Jefferson County 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 Jefferson County 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 Jefferson County 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. 52/62 tyler 5.2.4 Jefferson County 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 Jefferson County project manager. • Prepares and Validates Forms. • Actively participates in all aspects of the implementation, including, but not limited to,the following key activities: o Task completion o Stakeholder Presentation o Implementation Management Plan development o Schedule development o Maintenance and monitoring of risk register o Escalation of issues o Communication with Tyler project team o Coordination of Jefferson County 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 Jefferson County Power Users • Participate in Project activities as required by the project team and project manager(s). • Provide subject matter expertise on Jefferson County 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. 53/62 •moi •`,: ty[er el" • 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 Jefferson County staff during and after implementation. 5.2.6 Jefferson County 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 Jefferson County 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. • Extracts and transmits conversion data and control reports from Jefferson County'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 Jefferson County 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 Jefferson County 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 Jefferson County'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 Jefferson County and Tyler resources. • Communicates changes affecting users and department stakeholders. • Obtains department stakeholder sign-offs to upgrade production environment. 5.2.9 Jefferson County 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. 54/62 • • * tyle1 •• 5.2.10 Jefferson County Change Management Lead • Validates users receive timely and thorough communication regarding process changes. • Provides coaching to supervisors to prepare them to support users through the project changes. • Identifies the impact areas resulting from project activities and develops a plan to address them proactively. • Identifies areas of resistance and develops a plan to reinforce the change. • Monitors post-production performance and new process adherence. 55/62 . tyler 6 Munis Conversion Summary 6.1 Accounting COA • Chart of Accounts segments, objects, character codes, project codes (if applicable), organization codes(if applicable), control accounts budget rollups,fund attributes, due to/due from accounts • Requires the use of a Tyler provided spreadsheet for design and entry of the data to be converted 6.2 Accounting - Actuals • Summary account balances • Up to 3 years 6.3 Accounting - Budgets • Original budget, budget adjustments, revised budget summaries for accounts • Up to 3 years 6.4 Accounts Payable Master • Vendor Master file including names,addresses, SSN/FID, contacts, phone numbers • Multiple remittance addresses • Year-to-date 1099 amounts 6.5 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 6.6 Accounts Payable - Invoices • Invoice header data containing general information for the invoice • Invoice detail data containing line-specific information for the invoice 61 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) 56/62 •• �� tyler • 6.8 Contracts • Contract header detail with many fields available to convert including fiscal year and period, vendor number, department code, description, enforcement method code, dates for award, approval, entry and expiration, retention information, user-defined type and review codes, status code, user id for entry and approver.Additional fields are also available. • Contract detail including line item account and amount detail 6.9 General Billing CID • Customer information 6.10 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 6.11 Payroll —Accrual Balances • Employee Accrual Balances including Vacation, Holiday, and other Leave balances • Start of year balance, earned to date, used to date 6.12 Payroll —Accumulators • YTD, QTD, MTD amounts for employee pay and deductions • Needed for mid-calendar-year go-live • May not be needed if converting earnings/deductions history 6.13 Payroll —Check History • Up to 5 years, additional years must be quoted. We convert amounts for earnings and deductions in employee check history, check number and date. 6.14 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 6.15 Payroll - Deductions • Employee Deductions-including employee ID, deduction codes, tax information, and direct deposit information 57/62 ••.,. tyler i 6.16 Payroll — Earning/Deduction Hist. • Up to 5 years, additional years must be quoted. Earning and deduction history broken down my individual codes (earnings and deduction) and amounts per pay period, the detail of these lines, sums the check history in opt 4. 6.17 Payroll — Education • Codes,for institution,type of degree, and area(s) of study 6.18 Payroll — PM Action History • A variety of Personnel actions, such as job or salary changes and dates these events occurred. 6.19 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 6.20 Payroll — Recruiting • Application requisition applicant master data, plus applicant references, certifications, education, skills,tests, work history, and interviews 6.21 Payroll —State Retirement Tables • Specific state-required data, plus related service years information, when appropriate • Needed for some states 6.22 Project Grant Accounting • Segments, account strings and fund string allocation table • Requires the use of a Tyler provided (Chart of Accounts) spreadsheet for design and entry of the data to be converted 6.23 Project Grant Accounting - Actuals • Summary project ledger string balances • Up to 3 years 6.24 Project Grant Accounting— Budget • Original project ledger budget amounts • Up to 3 years 58/62 ••.,• tyler 6.25 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. 59/62 tylerfool. • 7 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. 60/62 ••:;: tyler 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. 61/62 .% • tyler 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. 62/62 .44 tyler • tyler Exhibit F Agreement For Tyler Systems Management ("TSM") Invoice to: Jefferson County,WA("CUSTOMER") Contact: Address: 1820 Jefferson Street, Port Townsend,WA 98368 Telephone: 360-385-8171 CUSTOMER agrees to purchase,and Tyler Technologies, Inc. ("TYLER")agrees to provide,the services listed below in accordance with the following terms and conditions. I. Term of Agreement: This Tyler Systems Management Agreement(herein"TSM Agreement")is effective as of the Available Download Date of the License and Services Agreement("Agreement") between TYLER and the CUSTOMER and shall remain in force for an initial one(1)year term.Upon expiration of that initial term,the TSM Agreement will automatically renew for additional one year terms,at Tyler's then-current rates,unless terminated by either party at least thirty (30)days'in advance of the upcoming renewal date. The headings used in the TSM Agreement are for reference purposes only and shall not be deemed a part of this TSM Agreement. II. Scope of the Agreement: Both parties acknowledge that this TSM Agreement covers only the services described below, for the internal business operations of: Jefferson County,Washington. III. Payment: 1. As set forth in the Invoicing and Payment Policy(Exhibit B to the Agreement),CUSTOMER agrees to pay TYLER the year one fee for the services described below.This payment is due and payable as indicated in Exhibit B. Thereafter, payments for any renewal period will be due annually in advance. Payment terms are net forty- five(45)days from invoice date. 2. Additional Charges. Any systems management services and/or related materials performed or supplied by TYLER for CUSTOMER that are not in-scope,as defined herein, will be invoiced to CUSTOMER on a time and materials basis at TYLER'S then-current rates tyier 33 IV. Covered System: Window Servers that are required to run the Tyler ERP application. V. Scope of Services:TYLER will provide the following services for the benefit of CUSTOMER: a. TYLER SYSTEMS MANAGEMENT Service is available during TYLER's then-current business hours. TYLER'S current business hours are set forth at http://www.tylertech.com/client-support. CUSTOMER may contact a TSM technician using the contact information set forth at http://www.tylertech.com/client-support. Calls will be recorded and answered on a first in first out basis,except on reports that declare CUSTOMER's system down, in which case CUSTOMER's call will be moved to the head of the queue b. TSM services are restricted to the primary production server(s)that the Tyler Software subject to this TSM Agreement is installed on. c. Environments: Database administration services are restricted to three TYLER environments: one live environment, one training environment, and one test environment. (1) In cases where additional databases exist, each additional database will be subject to additional fees,which TYLER will quote to CUSTOMER at TYLER's then-current rates. d. Application Software: In-scope TSM services include two complete sets of the Tyler Software subject to this TSM Agreement:one live set and one test/train set. e. Required Foundation Software: TSM services include the support and installation of all foundation software TYLER requires CUSTOMER to procure to utilize one live, one train and one test database. Required foundation software is set forth at https://check.tylertech.com/. TYLER does not support, and this TSM Agreement does not include support services for, any third party product that is not required foundation software. TYLER will reasonably cooperate with CUSTOMER in investigating issues within the Tyler Software that may be created by a third party product, but it is CUSTOMER's responsibility to pursue support on third party products directly from that vendor or its authorized partners. f. TYLER will also perform system administrative tasks on the installed operating system and database administrative tasks on the installed database engine software. g. TYLER will also provide a remote installation and configuration of a new or upgraded server, at CUSTOMER'S request,once every two (2)years. VI. CUSTOMER Responsibilities: a. CUSTOMER shall provide,at no charge to TYLER,full and free access to the programs covered hereunder, including working space; adequate facilities within a reasonable distance from the equipment; and use of machines,attachments,features,or other equipment necessary to provide the specified support and maintenance service. b. CUSTOMER shall install and maintain for the duration of this TSM Agreement a stable high speed network tyler 34 connection available for remote connections. CUSTOMER shall pay for installation,maintenance and use of such equipment and associated communication line use charges. TYLER, at its option, shall use this remote interface in connection with error correction. VI. General a. Non-Assignability: CUSTOMER shall not have the right to assign or transfer its rights hereunder to any party. b. Excused Non-Performance: TYLER shall not be responsible for delays in servicing the products covered by this TSM Agreement caused by strikes, lockouts, riots, epidemic, war, government regulations, fire, power failure,acts of God,or other causes beyond its control. c. Limitation of Liability: TYLER'S liability hereunder shall not exceed CUSTOMER'S actual,direct damages, not to exceed the TSM services fees paid for the year in which CUSTOMER'S claim accrues. CUSTOMER SHALL NOT, IN ANY EVENT, BE ENTITLED TO, AND TYLER SHALL NOT BE LIABLE FOR, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY NATURE, EVEN IF TYLER TECHNOLOGIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, IRRESPECTIVE OF THE NATURE OF CUSTOMER'S CLAIM. d. Governing Law: This TSM Agreement shall be governed by, and construed in accordance with,the laws of CUSTOM ER's state of domicile. The invalidity or unenforceability of any provisions of this agreement shall not affect the validity or enforceability of any other provision. e. Modification of this Contract: No modifications or amendment of this TSM Agreement shall be effective unless set forth in writing and signed by both CUSTOMER and TYLER. f. Suspension: Support and services will be suspended whenever CUSTOMER'S account is thirty (30) days overdue. Support and services will be reinstated when CUSTOMER's account is made current by paying all past due fees. g. Reservation of Rights:TYLER reserves all right, title and interest, including but not limited to intellectual property rights, in and to the Tyler Software,the TSM services, and any services or deliverables related thereto, except as expressly set forth in this TSM Agreement. ••:;•d tyler 35 JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS REGULAR AGENDA REQUEST TO: Board of County Commissioners Philip Morley, County Administrator FROM: Mark McCauley, Central Services Director Rose Ann Carroll,Jefferson County Auditor Stacie Prada,Jefferson County Treasurer DATE: June 24,2019 SUBJECT: Request for Board of County Commissioners approval to enter into a licensing and services agreement with Tyler Technologies with a related Statement of Work for implementation and use of Tyler's Munis financial management software suite. STATEMENT OF ISSUE: Jefferson County uses a legacy financial management software suite from Harris ERP, known as GEMS. It has become increasingly obvious to county departments and elected offices that GEMS, although meeting our very basic needs, is antiquated and lacks much of the functionality the county needs. Further, the Treasurer's Office uses an even more antiquated and unsupported system called AS400 and has used it for more than 35 years. The Auditor's Office and Treasurer's Office desire a system that will meet both of their needs, will be reliable and supported, and will provide for coordinated financial management that allows greater access to data and reduced staff effort currently required to interpret information from dual systems for financial reporting to the Washington State Auditor's Office each year. ANALYSIS: County staff, principally the County Auditor and Treasurer and Central Services Director have been evaluating alternative financial management software suites to replace GEMS. Over the past two years the county winnowed the alternatives down to Innoprise, Harris' follow on to GEMS and Munis, offered by Tyler Technologies. The county invited both companies to the county for in depth product demonstrations. An evaluation team representing key county departments and elected offices attended the demonstrations. The team included Cathy Taylor from Public Works, Veronica Shaw and others from the Health Department, Rose Ann Carroll, Judy Shepherd, and Kari Binns from the Auditor's Office, and Stacie Prada and Janet Holbrook from the Treasurer's Office. The consensus of the group is that the county should procure and implement the Munis software suite. Jefferson County is a member of Sourcewell, formerly known as the National Joint Powers Alliance. As a member of Sourcewell we may use their competitively awarded contracts to acquire goods and services without having to conduct our own competitive process. 11Page This implementation will take about 18 months. It will place a great deal of stress on county staff as they work to implement the software in addition to their regular jobs. There is a fair amount of risk associated with software implementation projects such as this. Because of this thero'ect p J team will be recommending that the county secure the services of a professional consultant with extensive financial software suite implementation experience to serve as the county's project manager for this implementation. FISCAL IMPACT: Total cost for licenses and implementation is$486,629,which will be paid for using a combination of funds from the Capital Improvement Fund and the Information Services Fund.The Information Services Fund has accumulated depreciation of$447,000 which will be applied to the cost of the project.The balance will come out of the Capital Improvement Fund. There is$300,000 in the 2019 Information Services budget for the project which will likely be sufficient to cover 2019 expenditures. Addition budget appropriations will be needed for 2020 and potentially, 2021. We will also need approximately$12,000 for related IT infrastructure and a yet to be determined amount for the professional implementation consultant. RECOMMENDATION: The County Auditor and Treasurer,Central Services,Public Health,Public Works recommend that the Board of County Commissioners approve our request to enter into a licensing and services agreement with a related statement of work with Tyler Technologies for implementation and use of Tyler's Munis software suite. REVIEWED BY: 4491" Philip Moral,County ator Date 21Page CONTRACT REVIEW FORM CONTRACT WITH: Tyler Technologies CONTRACT FOR: Munis Software Suite TERM: -Indefinite- °' COUNTY DEPARTMENT: Central Services For More Information Contact: Mark McCauley JUN 21 2019 Contact Phone #: 360-385-9130 (Ext lA39FERSON a t. TY RETURN TO: Mark McCauley RETURN BY: As s O. i a R S (Person in Department) (Date) AMOUNT: $486,629 PROCESS: - Exempt from Bid Process Consultant Selection Process Revenue: N/A x Cooperative Purchase Expenditure: $486,629 _ Competitive Sealed Bid Matching Funds Required: N/A Small Works Roster Sources(s) of Matching Funds N/A Vendor List Bid RFP or RFQ Other Step 1: REVIEW BY RISII=$AN1 GEM,ENT Review by: 0/2-i((7 L Date Reviewed: APPROVED FORM Ei Returned for revision(See Comments) Comments Step 2: REVIEW BY PROSECUTING ATTORNEY Review by: V-'C• /7itAa' Date Reviewed: 6,1fI APPROVED AS TO FORM Returned for revision(See Comments) Comments Step 3: (If required) DEPARTMENT MAKES REVISIONS & RESUBMITS TO RISK MANAGEMENT AND PROSECUTING ATTORNEY Step 4: CONTRACTOR/CONSULTANT SIGNS APPROPRIATE NUMBER OF ORIGINALS Step 5: SUBMIT TO BOCC FOR APPROVAL Submit originals and 6 copies of Contract,Review Form, and Agenda Bill to BOCC Office. Place"Sign Here"markers on all places the BOCC needs to sign. MUST be in BOCC Office by 4:40 p.m. TUESDAY for the following Monday's agenda. (This form to stay with contract throughout the contract review process.)