PREPARED FOR
Town Of Atherton ("Customer")
91 Ashfield Road
Atherton, CA 94027
PREPARED BY
Brightly Software Inc
4242 Six Forks Road, Suite 1400
Raleigh, NC 27609
PUBLISHED ON
February 23, 2026
1 Q-447544
• Omnia Partners Contract Number: R210702
• https://www.omniapartners.com/suppliers/brightly/public-sector Subscription Term: 63 months (04/01/2026 - 06/30/2031)
Cloud Services
Item Start Date End Date Pricing Based On Investment
Asset Essentials
Enterprise
4/1/2026 6/30/2026
6,823.00
Population 2,844.57 USD
- Asset Essentials
Analytics
4/1/2026 6/30/2026 Included
- AE Safety 4/1/2026 6/30/2026 Included
- Asset Essentials
Inventory
4/1/2026 6/30/2026 Included
- Streets/Signs/
Sidewalks Module
4/1/2026 6/30/2026 Included
- Facilities/Physical
Plant Module
4/1/2026 6/30/2026 Included
- Storm Water
Module
4/1/2026 6/30/2026 Included
- Parks, Recreation
and Forestry Module
4/1/2026 6/30/2026 Included
- Fleet Module 4/1/2026 6/30/2026 Included
- GIS Asset
Management
4/1/2026 6/30/2026 Included
Asset Essentials
Integration - Tier 2
4/1/2026 6/30/2026 1.00 Each 1,073.50 USD
04/01/2026 - 06/30/2026 included at no additional cost -3,918.07 USD Subtotal: 0.00 USD
2 Professional Services
Item Pricing Based On Investment
Asset Essentials Enterprise
Implementation with Consulting 6,823.00 Population 10,095.65 USD AE Additional Department
Implementation One-Time 2,375.00 USD
Integration Implementation
Services 7,680.00 USD
Professional Services & Project
Management
10.00 Hour(s)
Connection, Configuration, &
Validation 18.00 Hour(s)
Data Gathering 99,000.00 Sq. Ft. 3,168.99 USD
PM Schedule Creation 99,000.00 Sq. Ft. 1,575.09 USD
Equipment Barcode Tagging 99,000.00 Sq. Ft. 1,575.09 USD Subtotal: 26,469.82 USD
Total Initial Investment 26,469.82 USD
*For integration services, a technical integration scoping call is required to define the specifics of the integration.
Based on the outcomes of this call, the purchase of additional services may be necessary 3 Cloud Services Subscription
Item
Investment
Year 2 Start
Date: 07/01/
2026
Investment
Year 3 Start
Date: 07/01/
2027
Investment
Year 4 Start
Date: 07/01/
2028
Investment
Year 5 Start
Date: 07/01/
2029
Investment
Year 6 Start
Date: 07/01/
2030
Asset Essentials
Enterprise
11,378.29 USD 11,719.64 USD 12,071.23 USD 12,433.36 USD 12,806.37 USD - Asset
Essentials
Analytics
Included Included Included Included Included
- AE Safety Included Included Included Included Included - Asset
Essentials
Inventory
Included Included Included Included Included
- Streets/Signs/
Sidewalks
Module
Included Included Included Included Included
- Facilities/
Physical Plant
Module
Included Included Included Included Included
- Storm Water
Module
Included Included Included Included Included
- Parks,
Recreation and
Forestry
Module
Included Included Included Included Included
- Fleet Module Included Included Included Included Included - GIS Asset
Management
Included Included Included Included Included
Asset Essentials
Integration -
Tier 2
4,294.00 USD 4,422.82 USD 4,555.50 USD 4,692.17 USD 4,832.93 USD Total: 15,672.29 USD 16,142.46 USD 16,626.73 USD 17,125.53 USD 17,639.30 USD 4 Asset Essentials Implementation with
Consulting
GIS Rider Statement of Work
Summary:
Company will provide specified professional consulting services to Customer to implement Asset Essentials, an on-line Computerized Maintenance Management System – Geographic Information System (GIS) functionality.
These professional services include meeting with key stakeholders to ensure the set-up and configuration of the system will meet the customer's operational needs; location and category hierarchies are configured appropriately; workflows meet the needs of the business; available data is cleaned, aligned and imported; and end users are trained and ready for go-live.
In Scope: The Deliverables below will be considered in scope of this SOW
1. Asset Essentials GIS Implementation
2. Asset Essentials GIS Training
Deliverables:
• Project initiation and discovery
• Available GIS data loaded
• GIS configuration
• User acceptance testing (UAT)
• End User training for Administrator and Full User roles Acceptance Process:
As each deliverable is completed, the Project Coordinator will confirm with the Customer and document acceptance in the Project Community Portal.
• Project initiation and discovery
◦ Kickoff call complete.
◦ Discovery call complete
◦ Data, configuration, and training requirements documented. • Available Data Loaded
◦ Available GIS data is loaded in AE to meet documented data requirements. • Account Configuration
◦ GIS features have been setup and configured to meet documented configuration requirements. • User Acceptance Testing
◦ Consultant-led end-to-end walkthrough and customer UAT has demonstrated functionality satisfying configuration requirements.
• End User Training
◦ Administrator and Full User roles have been received training on their role. 5 Assumptions:
Customer Assumptions:
• There will be a single point of contact/project manager for the duration of the project. • IT department is responsible for ensuring access to mobile devices, internet connections, email access, and web link access to the software such as white listing IP addresses. • The appropriate resources will be available for all scheduled activities. Canceling or rescheduling consulting activities within 2 weeks of the scheduled activity may result in a rescheduling fee being assessed.
• For on-site activities, Customer will provide a dedicated space with adequate technology, including but not limited to monitor/projector, computers, mobile devices, quality phone and internet connections. • Will provide relevant data to be loaded in a timely manner and in Excel or CSV format. Each record type will be provided in one file with one sheet with column headings and one record with corresponding attributes per row.
• If unable to provide data in an acceptable format for import, Consultant will guide Customer on how to manually create records.
• Customer has up to five business days to confirm deliverable acceptance. No response will be interpreted as acceptance.
Company Assumptions:
• Consultant will not access any 3rd party systems for the purpose of exporting data. • For on-site activities, Company will bill Customer for actual travel and associated expenses incurred. • Any services not explicitly included in this SOW are assumed to be out of scope.
Project Schedule:
• Kick-off Call with Project Coordinator
◦ Confirm software and services purchased
◦ Identify key stakeholders
◦ Assign resources
◦ Schedule key milestone dates, including anticipated projected completion date ◦ Access to Company's on-line Learning Management System ◦ Access to an interactive project plan
• Discovery with Consultant
◦ Interview key stakeholders to understand specific maintenance & operations objectives ◦ Overview of AE with key stakeholders, including data import requirements ◦ Determine optimal GIS configuration to meet objectives and drive KPIs ◦ Document data, configuration, and training requirements ◦ Schedule required consulting activities and confirm projected completion date • Data loaded by Consultant
◦ Review, cleanse, and load available GIS data
• Account configuration by Consultant
◦ Work Order creation from Map
◦ Citizen Portal
6 ◦ Mobile Profiles
◦ Configure GIS Map settings
◦ Configure GIS Layer configuration
◦ Asset syncing
• User Acceptance Testing
◦ Configuration demo to walk through the end-to-end workflow from request to completion ◦ Demonstrate key functionality meets configuration requirements • Consultant conducts End User Training for Administrator and Full User roles ◦ End-to-end walkthrough for their role
◦ Desktop and mobile training
• Project Close
Change Management:
Customer may request that the Company add services not in the specifications by submitting a written proposed change order to the Company. Submitted change requests will be reviewed for approval. Approved change orders will become part of the applicable SOW when executed by both Parties, and the services described therein will become part of the services.
Invoicing:
At the conclusion of Go Live Support, the main consulting milestone will be completed to trigger billing for the full consulting service.
Asset Essentials Implementation with
Consulting Statement of Work
Summary:
Company will provide specified professional consulting services to Customer to implement Asset Essentials (AE), an on-line Computerized Maintenance Management System. These professional services include meeting with key stakeholders to ensure the set-up and configuration of the system will meet the customer's operational needs; location and category hierarchies are configured appropriately; workflows meet the needs of the business; available data is cleaned, aligned and imported; and end users are trained and ready for go-live.
In Scope: The Deliverables below will be considered in scope of this SOW:
1. Asset Essentials Implementation with Consulting
2. Asset Essentials Training
3. Post Consulting Go-Live Support
Deliverables:
• Project initiation and discovery
• Available location, asset, user, PM schedule Data Loaded • Account configuration
7 • User acceptance testing (UAT)
• End User training for Administrator and Full User roles • Go-Live support
Acceptance Process:
As each deliverable is completed, the Project Coordinator will confirm with the Customer and document acceptance in the Project Community Portal.
• Project initiation and discovery
◦ Kickoff call complete
◦ Discovery call complete
◦ Data, configuration, and training requirements documented • Available data loaded
◦ Available location, asset, user, PM schedule data is loaded in AE to meet documented data requirements.
• Account Configuration
◦ Account has been setup and configured to meet documented configuration requirements. • User Acceptance Testing
◦ Consultant-led end-to-end walkthrough and customer UAT has demonstrated to Customer functionality meets configuration requirements.
• End User Training
◦ Administrator and Full User roles have received training on their role. • Go-Live Support
◦ 30-day Go-Live Support period has been concluded.
Assumptions:
Customer Assumptions:
• There will be a single point of contact/project manager for the duration of the project. • IT department is responsible for ensuring access to mobile devices, internet connections, email access, and web link access to the software such as white listing IP addresses. • The appropriate resources will be available for all scheduled activities. Canceling or rescheduling consulting activities within 2 weeks of the scheduled activity may result in a rescheduling fee being assessed.
• For onsite activities, Customer will provide a dedicated space with adequate technology, including but not limited to monitor/projector, computers, mobile devices, quality phone and internet connections. • Will provide relevant data to be loaded in a timely manner and in Excel or CSV format. Each record type will be provided in one file with one sheet with column headings and one record with corresponding attributes per row.
• If Customer is unable to provide data in an acceptable format for import, Consultant will guide Customer on how to manually create records.
• Customer has up to (5) business days to confirm deliverable acceptance. No response will be interpreted as acceptance.
8 Company Assumptions:
• Consultant will not access any 3rd party systems for the purpose of exporting data. • Once End User Training has been completed, 30-day Go-Live Support period begins, consisting of up to 4 weekly 30-minute check-ins with the Implementation Specialist. If customer does not attend a scheduled check-in, it will be assumed no assistance was needed.
• For on-site activities, Company will bill Customer for actual travel and associated expenses incurred. • Any services not explicitly included in this SOW are assumed to be out of scope.
Project schedule and approach:
• Kick-off Call with Project Coordinator
◦ Confirm software and services purchased
◦ Identify key stakeholders
◦ Assign resources
◦ Schedule key milestone dates, including anticipated project completion date ◦ Access to Company's on-line Learning Management System ◦ Access to an interactive project plan
• Discovery with Consultant
◦ Interview key stakeholders to understand specific maintenance & operations objectives ◦ Overview of AE with key stakeholders, including data import requirements ◦ Determine optimal AE configuration to meet objectives and drive KPIs ◦ Document data and configuration requirements
◦ Schedule required consulting activities and confirm projected completion date • Data loaded by Consultant
◦ Review, cleanse, and load available user, location, asset, and scheduled PM data • Account configuration by Consultant
◦ Populate key drop-down menus
◦ Review/modify request and work order templates
◦ Configure workflow for request/approval/assignment of work orders • User Acceptance Testing
◦ Configuration demo to walk through the end-to-end workflow from request to completion ◦ Demonstrate key functionality meets configuration requirements • Consultant conducts End User Training for Administrator and Full User roles ◦ End-to-end walkthrough for their role
◦ Desktop and mobile training
• Go-Live Support
◦ Company provides (4) weekly check-in calls with Implementation Specialist and Customer ◦ Company Implementation specialist addresses any issues identified. Where issues require product support, Implementation Specialist will submit to Company Support ◦ Implementation Specialist adjusts configurations as needed prior to project close • Project Close
9 Sample Project Timeline (project timelines may vary):
Change Management:
Customer may request that the Company add services not in the specifications by submitting a written proposed change order to the Company. Submitted change requests will be reviewed for approval. Approved change orders will become part of the applicable SOW when executed by both Parties, and the services described therein will become part of the services.
Invoicing:
At the conclusion of Go Live Support, the main consulting milestone will be completed to trigger billing for the full consulting service.
Special Terms for Asset Essentials
Asset Essentials pricing is based on a maximum storage limit of 200GB of data. Data storage that exceeds 200GB may subject to an additional fee.
10 Partner Delivered Service
ERP (Enterprise Resource Planning) to AE (Asset Essentials) Integration SOW (Scope of Work)
This scope of work (SOW) is dated as of August 26, 2025, and is entered into and between Brightly Software, Inc. (Company) and City of Atherton (Customer). The Company and Customer (Parties) are executing this SOW solely for the purpose of enabling and authorizing Company’s integration partner Makini, Inc. (Subcontractor) to perform work for Customer.
Summary:
Company’s Subcontractor provides pre-built integrations to a wide range of industrial software systems including Enterprise Resource Planning (ERP), Manufacturing Execution Systems (MES), Warehouse Management Systems (WMS), and other critical business applications. These integrations enable Company's Asset Essentials (AE) Computerized Maintenance Management System (CMMS) to seamlessly read, write, and synchronize data between products and Customer's various software systems.
A full list of supported ERPs is available at: https://www.makini.io/integrations In Scope:
1. ERP to AE Integration Service
• SeeClickFix
Project Plan:
• Plan
o Subcontractor will hold a session to validate Customer requirements against readily available integrations to assess potential customization requirements. o Company will enable AE API (Application Programming Interface). o Subcontractor will assess connectivity requirements of the Customer software system(s) and testing requirements. Namely: whether software systems are deployed in the cloud or onpremises, whether the Customer has separate testing and production environments. o Subcontractor will hold kick off meeting with Customer. • Connect
o Once Customer provides access to the software system(s) to be integrated, Subcontractor will establish connection.
• Test
o Subcontractor and Customer arrange for a session to test integration in test and/or production instance(s).
o If Customer has test instance(s), Subcontractor and Customer will determine cut over period to production instances.
• Run
o Subcontractor disables access to Customer’s test instance(s) and Customer is operating in their production environment.
11 Acceptance Process:
• At the conclusion of the testing protocol, Customer will provide any feedback related to the integration Subcontractor and Company within 10-business days (excluding holidays) or unless otherwise determined.
• Customer to sign off on accepted integration
• If Customer feedback and sign off is not provided within the 10-business day period (excluding holidays), Company will assume that the integration services provided by the Subcontractor is approved and services will be deemed complete.
Assumptions & Responsibilities:
The Company has made the following general assumptions in this SOW to deliver this project based on initial discussions with Customer. It is the responsibility of Customer to validate these assumptions and before signing the Acceptance. Deviations from these assumptions may impact Company’s ability to successfully complete the project.
General
• A technical integration scoping call is required to define the specifics of the integration. Based on the outcomes of this call, the purchase of additional services may be necessary. • Services described will require 18 total hours of Subcontractor effort. However, hours may vary and a requote may be required after the conclusion of the integration scoping call. • If Subcontractor support hours exceed 20 hours, the purchase of additional services will be required by following the change management process outlined below. • The Customer acknowledges that detailed integration requirements cannot be determined prior to the completion of the technical discovery call.
• For avoidance of doubt, the Professional Services detailed in this SOW are limited to the integration between Asset Essentials (AE) and Customer’s software system, as specified. Custom development or modifications are not included and must be purchased separately if required. • All Parties will be actively engaged during this project to ensure success with email responses within 2 business days.
• Any Professional Services not explicitly included in this SOW are assumed to be out of scope. • Any additional requests outside the scope of this document will require additional Professional Services and will incur a fee
• All Professional Services are governed by Company’s Terms of Use:
https://www.brightlysoftware.com/terms
• Testing will be completed in the Customer’s test and production instances of their software system(s) if applicable and identified on the scoping call.
Customer Responsibilities
• Will provide access and connectivity means to the requested software system(s), which may include either or combination of user account, API credentials, database access and VPN/firewall credentials. This includes both testing and production environments, as required. • Will provide a single point of contact for the duration of the Professional Services contained in this SOW. 12 • Will nominate member of their team for Acceptance Testing. • Will attend scheduled meetings as required.
Company Responsibilities
• All Professional Services will be delivered virtually • This is a one-time Professional Service; Company is not responsible for updating or maintaining provided integration
• Company will enable AE API (Application Programming Interface) for the duration of a valid integration subscription.
• If any customization requests are discovered, then the change management process will be invoked.
Project Schedule:
Transpired time for these Professional Services may vary, but it is estimated that the activities outlined in this SOW will be completed within 60 days from the kick-off call between Company, Subcontractor, and Customer.
Change Management:
Customer may request that Company or Subcontractor add services not in the specifications of this SOW by submitting a written proposed change order to the Company. All Professional Service change orders will follow the Company’s Terms of Use: https://www.brightlysoftware.com/terms Invoicing:
At the conclusion of Professional Services outlined in this SOW, the integration service will be completed to trigger billing for the full service.
13 14
15 Equipment Inventory Data Gathering Scope of
Work
Purpose
Equipment Inventory Data Gathering is performed through the conduction of staff interviews and physical onsite data gathering. The following is meant to establish details of the deliverable that Brightly (Company) will provide on "Equipment Inventory" (Data Gathering) assignments. These onsite activities are done in conjunction with a Certified Brightly Provider (Company Service Provider).
Value
By leveraging Company's Equipment Inventory Data Gathering service, Company customers are able to track work related to individual assets and make better data driven decisions related to those items.
Deliverables
All Equipment Inventory Data Gathering services include the following deliverables:
• Collection of major equipment items for populating your Brightly Work & Asset Management solution. • Import major Equipment Items into customer's Brightly Work & Asset Management solution. • No report will be provided.
Methodology and Approach
The collection and documentation of equipment inventory data is conducted onsite by a Brightly Service Provider (Company Service Provider). Inventory of all major building equipment will be performed capturing quantity & size along with the following attributes:
• Equipment Item Number (will be created if not existing) • Site/Location/Building Name
• Description
• Classification/Type
• Manufacturer (where available)
• Model (where available)
• Serial Number (where available)
• Barcode (where available)
Asset Inventory and Systems Table
The following table defines the standard SOW that will be followed to capture the equipment data used to build the Equipment Inventory, which will be imported into the Work & Asset Management Solution.
Table Column Header Descriptions
• Individual or System Level Capture
• Individual = Item will be collected individually
16 System = Item will be grouped by system or sub-system, location will correspond to the associated building structure
• Included in Equipment Inventory? Y/N
• No = Item will not be setup in the work & asset management solution • *Items captured as a system will be setup as a single equipment inventory item so that work can be tracked against it.
Sub-System
Individual or
System Level
Capture
Included in
Equipment
Inventory (Y/
N)
Comments
Electrical
Automatic Transfer
Switch Individual Yes
Make/Model/Serial number will be captured when
available
Electric Door
Systems
Individual Yes Exterior Doors Only
Emergency
Generators
Individual Yes
Must be Permanently Installed, does not include mobile
units
Main Distribution
Panels Individual Yes Primary panel bringing utility into building only Motor Control
Centers
Individual Yes
Switchgear Individual Yes
Transformers Individual Yes Primary Service to Building (Must be Customer Owned) Breakers, switches or
starters
Not Included in Service
Individual light
fixtures (emergency,
exterior, etc.)
Not Included in Service
Motors Not Included in Service
Portable Generators Not Included in Service
Secondary Electrical
Panels Not Included in Service
17 Sub-System
Individual or
System Level
Capture
Included in
Equipment
Inventory (Y/
N)
Comments
VFDs Not Included in Service
Emergency Back
Up Lights System Level Yes
Lighted Exit Signs System Level Yes
Equipment
Commercial Laundry
(washers, dryers) Individual Yes
Commercial Trash
Compactors
Individual Yes
Customer-Owned, Permanently-installed facility
infrastructure units only
Residential Type
Appliances, Shop
Tools and
Equipment
Not Included in Service Residential Washer/Dryers, Refrigerators, Microwaves and Ranges Not Included
Exterior Enclosure
Garage Door &
Garage Door Opener
Individual Yes
Commercial Type Garage Openers Only (Excludes
Residential single care garage doors)
Fire Protection
Eyewash / Safety
Showers Individual Yes Permanently Installed Items
Fire Pump Individual Yes Main Fire Pump and Jockey Pumps greater than 1 HP Main Fire Panel Individual Yes
Fire valves, hydrants Not Included in Service
Smoke detectors,
horn strobes Not Included in Service
AEDs System Level Yes
Exhaust Hood
Suppression System
System Level Yes
18 Sub-System
Individual or
System Level
Capture
Included in
Equipment
Inventory (Y/
N)
Comments
Fire Alarm System System Level Yes Barcode applied to Main Fire Panel Fire Extinguishers System Level Yes
Specialty Fire
Suppression System
System Level Yes Kitchen-Style Suppression System
Sprinkler System System Level Yes
HVAC
Air Handling Units Individual Yes Includes Rooftop and Ground Boilers Individual Yes
Building Automation
System
Individual Yes
Chilled Water pumps Individual Yes
Chillers Individual Yes
Cooling Tower
pumps
Individual Yes
Cooling Towers Individual Yes
Deaerators Individual Yes
Energy Recovery
Units
Individual Yes
Exhaust Fans Individual Yes Rooftop Only
Furnaces Individual Yes Non-Residential
Heat Pumps Individual Yes
Make/Model/Serial number will be captured for both
interior and exterior when accessible; otherwise it will be captured as one single cost and item
Hot Water pumps Individual Yes
19 Sub-System
Individual or
System Level
Capture
Included in
Equipment
Inventory (Y/
N)
Comments
Make Up Air Units Individual Yes
Package AC Units Individual Yes Includes Rooftop and Ground Split Systems Individual Yes
Ductless Split Systems will be captured as one single
item. The barcode will be located on the exterior unit
Unit Heaters Individual Yes
Fan Coil Units* Individual Yes
Included in the service and quantified based on
customer supplied data and/or drawings only. *No
visual capture.
Unit Ventilators* Individual Yes
Included in the service and quantified based on
customer supplied data and/or drawings only. *No
visual capture.
VAV Boxes* Individual Yes
Included in the service and quantified based on
customer supplied data and/or drawings only. *No
visual capture.
Window Units Not Included in Service
Radiators Not Included in Service
Thermostatic
Controls Not Included in Service
Kitchen
Dishwashers Individual Yes Commercial-Style, non-residential Exhaust Hoods Individual Yes Commercial-Style, non-residential Freezer (Walk In,
Reach In) Individual Yes
Grease Traps Individual Yes
Will not receive a barcode if barcoding services is
included
20 Sub-System
Individual or
System Level
Capture
Included in
Equipment
Inventory (Y/
N)
Comments
Large Kitchen
Equipment
Individual Yes Valued above $2,000
Oven, Stoves Individual Yes
Refrigerator (Walk In,
Reach In) Individual Yes Commercial-Style, non-residential Broilers, Grills,
Fryers
Individual Yes Valued above $2,000
Counter Top
Appliances Not Included in Service
Cutlery Not Included in Service
Tables, Racks Not Included in Service
Plumbing
Domestic Hot Water
Heaters
Individual Yes
80 Gallons and Above. Does not include Instant Hot
Water Heaters
Domestic Water
Booster Pumps
Individual Yes 1 HP and above
Hot Water Storage
Tank Individual Yes
Main Backflow
Preventer
Individual Yes Includes Domestic and Fire Suppression
Sump Pumps Individual Yes
Filters Not Included in Service
Fixtures Not Included in Service
Strainers Not Included in Service
Valves Not Included in Service
Vertical
Transportation
21 Sub-System
Individual or
System Level
Capture
Included in
Equipment
Inventory (Y/
N)
Comments
Dumb Waiter Individual Yes
Elevators Individual Yes
Escalators Individual Yes
Assumptions
• Average building square footage is greater than 10,000 sq. feet. If average square footage of all buildings to be included to receive the service is less than 10,000 sq. feet, custom pricing is needed. • All buildings are located within one primary geographic zone/region (Example – School District, Higher Education, Main Campus, and Town). If multiple or scattered locations across the state are to receive the service a custom quote must be obtained. (Example – Multiple Higher Education Satellite Campuses locations, State Department Agencies)
• Residence Halls –Individual in-room collection of assets would not be provided, if desired a custom quote would be needed.
• Reconciliation of existing equipment in Company work & asset management solutions and updating of historical records will not be performed. If reconciliation is required this is subject to additional costs depending upon the amount of changes requested.
• Capture of Data plate information is subject to readily accessible, legible information plate. • Company team members make final determination of whether areas housing assets are safely accessible for data collection.
• Company team members will not move assets or interfere with asset functionality to collect nameplate information.
• All Data on SOW is captured at the asset level – subcomponents of assets listed on the SOW will not be captured.
• Equipment not in service or identified as "Run-to-Fail" are excluded from data gathering service unless inventory is required for compliance purposes.
Customer Responsibility
1. Customer will provide the needed input, resources, and documentation to support the tasks of the service and associated timelines for delivery of the service.
2. Any data to be migrated from customer drawings or spreadsheets has to be provided to the Company Service Provider within 15 business days of completion of onsite activity.
3. Customer will review and provide any feedback related to data sent to them for review by Company Service Provider or Company within 15 business days or unless otherwise determined.
4. If Data is not reviewed within the 15 business day time period Company will assume that the Data 22 provided by the Company Service Provider is approved and will load into the customer's software.
5. Customer will be responsible for scheduling and coordinating all meetings and interviews involving other teams, departments, management teams or other necessary resources required for the success of this project.
6. Customer will provide adequate access to working facilities (i.e., access badge, parking pass), if specific authorization or clearance is required customer will notify Company and/or Company Service Provider in advance of onsite.
7. Customer will ensure that the Company Service Provider is granted accessibility to the facilities and/or systems required to conduct the necessary work defined in this SOW. If Company Service Provider is not granted access to all areas, this could result in missed information gathering and/or delays in implementation timelines.
8. Customer will ensure that the Company Service Provider is granted accessibility to Company Software, for Customers with Connect Authenticate/Single Sign On this may require your Technology Team to setup the Company Service Provider in your organizations Identity Provider service.
9. Customer will provide a knowledgeable escort for work defined in this SOW and access to personnel as necessary.
10. Reconciliation of existing equipment in Company work & asset management solutions and updating of historical records is subject to additional costs depending upon the amount of changes requested.
11. Addition of Equipment Barcode Tagging services must be purchased prior to onsite activity by the Company Service Provider and is not included in the Standard Equipment Inventory Data Gathering SOW.
Milestone Billing - Invoice Schedule
Invoicing for the Equipment Inventory Data Gathering service will be provided as delivery milestones are completed for projects equal to or greater than 500,000 square feet. Below is the schedule for the billing milestones and the related percentage.
Equipment
Inventory Data
Gathering
Milestones
Description Percentage
Mobilization Project acquisition template set up, Vendor kickoff call with customer, Travel arrangement costs; other miscellaneous pre-visit preparation 20%
On-Site Field Data
Capture
Project launch meeting with customer first day of onsite, acquisition of data to Scope of Work at all locations included in project, and closing meeting at end of onsite activity to confirm completion and review next step actions. 60%
23 Equipment
Inventory Data
Gathering
Milestones
Description Percentage
Data Management
Data activity, including quality assurance and control that occurs after field work is completed to produce the data file. 20%
*If project is greater than 1.5M Square feet additional milestones will be leveraged. 24 Equipment Inventory Barcoding Service
Purpose
The Equipment Inventory Barcoding Service works with your Brightly Work & Asset Management solution in conjunction with an "Equipment Inventory" (Data Gathering) or a Facility Condition Assessment (FCA) service offering.
Value
Barcoding identifies equipment by assigning a unique number to that equipment item which will then serve as an identifier in your Brightly Work & Asset Management system database allowing for easier identification and tracking of the item. The barcoding of equipment inventory occurs during the onsite equipment data gathering/ collection process.
Deliverables by Brightly to the Customer include the following:
• Commercially produced weather resistant barcodes will be applied to the major pieces of equipment covered in the scope of work provided in the Data Gathering or Facility Condition Assessment services. • Barcode numbers will be available for use at the time equipment inventory data is imported into your Brightly Work & Asset Management solution.
The Brightly Service Provider will make an effort to apply barcodes in a convenient location so the facility's maintenance staff can easily identify them. Based upon our professional expertise, we recommend the following –
• Application of the barcode shall be placed next to the Data Plate of an Asset. Placing barcodes in this location ensures that the barcode can be easily identified and associated to the asset in a CMMS software.
• If data plate is not present, or is inaccessible, the barcode will be placed in an accessible area that is easily seen by maintenance technicians, does not detract from the appearance of the equipment, isn't in danger of being tampered with, or will be otherwise destroyed through normal use and cleaning of the asset.
Assumptions
• Purchase of service is made prior to onsite activity. If onsite activity has been completed, custom pricing would be required as a revisit would be needed for the placement of the barcodes. • For Asset Essentials Customers, determination of 1D (Standard) vs 2D (QR Codes) is required prior to onsite activity. URL creation along with QR code purchase and encoding is needed prior to onsite activity. If determination is not provided prior to onsite activity, 1D (Standard) barcodes will be used.
Invoice Schedule
Invoicing for the Barcoding Service will be provided upon completion of onsite activity at 100%. 25 Preventive Maintenance Schedule Creation
Purpose
Preventive Maintenance (PM) Schedule creation is a service offering provided in conjunction with an "Equipment Inventory" (Data Gathering) service or Facility Condition Assessment (FCA). PM Schedules will be generated off the equipment inventory collected by the Company Service Provider during either the Data Gathering or FCA service. The intent of this service is to identify needed procedures and inspections required to maintain facilities systems in safe, reliable and efficient condition.
Value
By leveraging Company's PM Schedule Creation service, Company customers are able to leverage and incorporate regular preventive maintenance best practices of their equipment. By performing regular or routine maintenance best practices, you ensure that your equipment is operating under safe and optimal conditions thus preventing the potential for downtime and shorter life expectancy.
Deliverables
All Preventive Maintenance Schedule Creation services include the following deliverables:
• Creation of PM Schedules for populating your Brightly Work & Asset Management solution • Data population within Company Software. No report will be provided.
Methodology and Approach
Company Service Providers leverage multiple libraries of PM standards to create PM schedules. These standards are based upon prevailing national codes and standards such as ASTM, ASHRAE, NFPA and BOMA. Procedures related to performing the tasks within the schedule will include:
• Safety Points
• Tools Required
• Estimated Time to Complete Maintenance
• Step-by-step procedure to complete maintenance work order Prior to the import or population within the Company Software, the Company Service Provider will:
• Review of PM Task Check-off Lists with Customer
• Setup baseline PM schedules for the equipment inventory collected • Work with the Customer to determine PM Schedule assignment. Assignment includes setting up the appropriate Technician or contractor who will be performing the related PM tasks into the master import template to ensure that the routing of work flows accordingly in the Work & Asset Management Solution. Assignment will be made at the location or craft level. Anything above and beyond this level of assignment will be managed and maintained by the customer within the software or require a custom scope of work for the Company Service Provider to deliver. For assignment to occur, the customer must have the Technician or contractor created in the software prior to onsite activity. • Work with the Customer to determine the start date, frequency and load balancing based upon customer staffing. If start dates cannot be determined or agreed upon within a timely manner, the PM 26 Schedules will be loaded into the Customer's Work & Asset Management solution as "Inactive".
Assumptions
• Customer will provide feedback/review of PM Schedules within 15 business days of delivery from the Company Service Provider. If feedback/review of PM Schedules exceeds 30 business days, Company will provide a Deliveriable Acceptance Form to the customer to complete review within 30 days. If feedback is not provided during this time period, Company will assume delivery of the service and import the PM schedules as "inactive" in the system. Company will provide training on how updates can be made within the software or perform mass updates if needed for a fee. • Once PM Schedules are imported into the Company Work and Asset Management applications, any updates and/or alterations of those schedules need to be communicated to Company within 30 days. Company will only make updates related to the below items:
• Discontinuation of PM Schedules created with the service • Alteration of frequency on existing schedules created with the service • Alteration of start dates for the schedules created with the service Otherwise, any revisions beyond this 30 day period will be the responsibility of the customer to perform within the software or Company to perform at an additional fee. • Reconciliation of existing PM Schedules in the customer's account is subject to additional costs depending upon the number of active PM's and is not a part of the standard SOW.
Invoice Schedule
Invoicing for the PM Schedule Creation Service will be provided upon receipt of PM Schedule drafts at 100% Order terms
BY SIGNING THIS ORDER FORM, WHETHER BY ELECTRONIC OR WRITTEN SIGNATURE, YOU ARE PLACING A BINDING ORDER FOR THE OFFERINGS SHOWN. IF THE INDIVIDUAL ENTERING INTO THIS AGREEMENT IS ACCEPTING ON BEHALF OF
A COMPANY OR OTHER LEGAL ENTITY, THE INDIVIDUAL REPRESENTS THAT THEY HAVE THE AUTHORITY TO BIND SUCH
ENTITY AND ITS AFFILIATES TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, IN WHICH CASE THE TERM "CUSTOMER" SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF THE INDIVIDUAL ACCEPTING THIS AGREEMENT DOES
NOT HAVE SUCH AUTHORITY OR DOES NOT AGREE WITH THE TERMS AND CONDITIONS SET FORTH HEREIN, THE INDIVIDUAL MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE OFFERINGS.
A. The "Effective Date" of the Agreement between Customer and Brightly Software, a Siemens Company ("Siemens") is the date Customer accepts this Order
B. Proposal expires in sixty (60) days.
C. The Siemens entity entering into this Agreement is Brightly Software, Inc., a Delaware corporation, and the notice address shall be Corporate Trust Center, 1209 Orange Street, Wilmington, DE 19801 USA, Attn: Brightly Software.
D. By accepting this Order, and notwithstanding anything to the contrary in any other purchasing agreement, Customer agrees to pay all relevant Subscription Fees for the full Subscription Term defined above.
E. Payment terms: Net 30
27 F. This Order and its Offerings will be subject to the terms and conditions of the Terms of Service (the Base Terms together with any applicable Supplemental Terms) found at http://brightlysoftware.com/terms (http://brightlysoftware.com/terms) ("Agreement"), unless Customer has a separate written agreement executed by Brightly Software, Inc. for the Offerings, in which case the separate written agreement will govern its defined Term. Acceptance is expressly limited to the terms of the Agreement. No other terms and conditions will apply.
The terms of any purchase order or other document from Customer are excluded and such terms will not apply to the Order and will not supplement or modify the Agreement irrespective of any language to the contrary in such document.
G. Where the Customer is a state, local, or public education entity created by the laws of the applicable state, Siemens and Customer agree that the provisions of the State, Local Government, and Higher Education Addendum ("SLED Addendum") found at http://brightlysoftware.com/terms (http://brightlysoftware.com/terms) take precedence over any conflicting terms in the Agreement to the extent the deviations set forth therein are required by applicable law.
H. Siemens shall invoice Customer and Customer agrees to pay Siemens the amount specified on this Order.
Quantities purchased may not be decreased during the relevant Subscription Term. Customer is responsible for providing complete and accurate billing and contact information to Siemens and notifying Siemens promptly of any changes to such information.
I. If Customer is paying by credit card or Automated Clearing House ("ACH"), Customer shall establish and maintain valid and updated credit card information or a valid ACH auto debit account (in each case, the "Automatic Payment Method"). Upon establishment of such Automatic Payment Method, Siemens is hereby authorized to charge any applicable fees, including any processing fees, using such Automatic Payment Method.
J. Customer is responsible for paying all taxes associated with its purchases hereunder. Siemens shall invoice Customer and Customer shall pay that amount unless Customer provides Siemens with a valid tax exemption certificate, direct pay permit, or other government-approved documentation. Notwithstanding the foregoing, Customer is responsible for, and, to the extent permitted by law, will indemnify Siemens for: 1) any encumbrance, fine, penalty or other expense which Siemens may incur as a result of Customer's failure to pay any taxes required hereunder, and 2) any taxes, including withholding taxes, resulting from making an Offering available to Users in geographic locations outside the country in which Customer is located as per the Order. For clarity, Siemens is solely responsible for taxes assessable against Siemens based on its income, property and employees.
K. Siemens maintains the right to increase fees within the Subscription Term for Recurring Fee Offerings by an amount not to exceed the greater of prices shown in the investment table or the applicable CPI and other applicable fees and charges every 12 months. Any additional or renewal Subscription Terms will be charged at the then-current rate.
L. In the event Customer purchases the Cloud Services (including any renewals thereof) through an authorized reseller of Siemens, the terms and conditions of this Agreement shall apply and supersede any other agreement except for any terms and conditions related to fees, payment or taxes. Such terms and conditions shall be negotiated solely by and between Customer and such authorized reseller. In the event Customer ceases to pay the reseller, or terminates its agreement with the reseller, Siemens shall have the right to terminate Customer's access to the Cloud Services at any time upon thirty (30) days' notice to Customer unless Customer and Siemens have agreed otherwise in writing.
Cloud Services
A. Billing frequency: Annual
B. Cloud Services Offerings will be subject to the terms and conditions of the General Software and Cloud 28 Supplemental Terms found at http://brightlysoftware.com/terms (http://brightlysoftware.com/terms) .
C. Any Offerings identified as Cloud Services on this Order shall automatically renew for additional periods equal to the expiring Subscription Term or one year, whichever is longer, unless either party has provided written notice of its intent to terminate the Cloud Service subscription not less than forty-five (45) days prior to the expiration of the then-current Subscription Term.
D. During the Term, Siemens shall, as part of Customer's Subscription Fees provide telephone and email support ("Support Services") 24 hours/day, 7 days/week.
E. Siemens shall use commercially reasonable efforts to make its Software or Cloud Service available 99.9% of the time for each full calendar month during the Subscription Term, determined on twenty-four (24) hours a day, seven (7) days a week basis (the "Service Standard"). The Service Standard availability for access and use by Customer(s) excludes unavailability when due to: (a) any access to or use of the Cloud Service by Customer or any Account User that does not strictly comply with the terms of the Agreement or the Documentation; (b) any failure of performance caused in whole or in part by Customer's delay in performing, or failure to perform, any of its obligations under the Agreement; (c) Customer's or its Account User's Internet connectivity; (d) any Force Majeure Event; (e) any failure, interruption, outage, or other problem with internet service or non-Cloud Service; (f) Scheduled Downtime; or (g) any disabling, suspension, or termination of the Cloud Service by Siemens pursuant to the terms of the Agreement. "Scheduled Downtime" means, with respect to any applicable Cloud Service, the total amount of time (measured in minutes) during an applicable calendar month when such Cloud Service is unavailable for the majority of Customer's Account Users due to planned Cloud Service maintenance. To the extent reasonably practicable, Siemens shall use reasonable efforts to provide eight (8) hours prior notice of Cloud Service maintenance events and schedule such Cloud Service maintenance events outside the applicable business hours.
F. USE OF APIS. Customer is authorized to use any Application Programming Interface that is either: i) identified as a Cloud Services Offering, or ii) identified as published in the Documentation (collectively the "APIs") as part of any Offering for Customer's internal business purposes only. Customer may not use the APIs to enable unauthorized use of the Cloud Services. Customer may purchase a separate license to use certain published APIs to develop software for use solely in conjunction with the Cloud Services. Customer is prohibited from reselling any software developed through the use of the APIs unless (a) Customer is separately authorized to do so as a member of a Siemens partner program, or (b) Customer has purchased an Offering which include APIs that explicitly allows Customer to develop software for Customer's internal use or for resale under terms and conditions at least as protective as this Agreement. Customer may not otherwise modify, adapt, or merge the Offerings. Siemens has no obligations or liability for software developed by Customer using the APIs. Customer is prohibited from using unpublished APIs under any circumstances.
G. Siemens reserves the right to block IP addresses originating from a Denial of Service (DoS) attack. Siemens shall notify Customer should this condition exist and inform Customer of its action. Once blocked, an IP address shall not be able to access the Cloud Service and the block may be removed once Customer is satisfied corrective action has taken place to resolve the issue. Siemens also reserves the right to suspend or terminate service if Customer: 1) performs load tests, network scans, penetration tests, ethical hacks or any other security auditing procedure on the Cloud Service, 2) interferes with or disrupts the integrity or performance of the Cloud Service or data contained therein, or 3) otherwise violates the use restrictions under this Agreement.
H. Customer is entitled to access and use the Offerings only as explicitly described in the Documentation. These Offerings are intended for Customer's internal business operations only. There are no additional Entitlements or rights to use the Offerings or their related APIs beyond what is specified. Any other access or use is strictly prohibited under the Terms.
29 I. At the time of this Order, the implementation of the requirements of the Cyber Resilience Act EU 2024/2847 ("CRA") is not yet mandatory in the European Union (EU) due to its transitional periods. Not all clarifications on measures that the Customer and contractor will take to implement the new requirements within the project implementation can currently be completed. Therefore, the parties agree that the project scope and contract price agreed upon at the time of Agreement conclusion do not yet include any necessary measures to implement the CRA requirements. Siemens will present the implementation of these measures together with an adjustment of the contract price and schedules considering any additional expenses of the contractor in the appropriate project phases through the Change Request procedure.
Professional Services:
A. Professional Services Offerings will be subject to the terms and conditions of the Services Supplemental Terms found at http://brightlysoftware.com/terms (http://brightlysoftware.com/terms).
B. Unless otherwise specified in an applicable Order: (i) Siemens will perform the Professional Services during workdays, Monday through Friday, up to 8 hours a day; (ii) any estimate of hours or costs are reasonable, good faith estimates only; and (iii) each task is performed as firm fixed price work or time and materials as described in this Order. Siemens is only obliged to supply Professional Services and/or Deliverables as expressly stated in this Order. Siemens shall not be obliged to supply any Professional Services and/or Deliverables without a valid Order.
C. Scheduling. Siemens requires at least 6 weeks advanced notice from the acceptance of an Order to schedule Professional Services delivery dates when travel is required. Onsite Professional Services shall be delivered consecutively in a single onsite visit unless the applicable Order includes the additional fees and incidental expenses associated with multiple visits.
D. Unused Professional Services. Unless otherwise specified in the Order, Siemens reserves the right to expire any unused Professional Services 6 months from the Effective Date set forth on the Order, and Customer will not be entitled to receive a refund for any fees prepaid for such expired Professional Services.
E. Customer Cooperation. Customer will cooperate reasonably and in good faith with Siemens in its performance of Professional Services by: (i) providing access to any necessary Customer Data, (ii) allocating sufficient resources and timely performing any tasks reasonably necessary to enable Siemens to perform its obligations under the Order, and (iii) actively participate in scheduled project meetings. Any delays in the performance of Professional Services or delivery of Deliverables caused by Customer may result in additional applicable charges for resource time.
F. Incidental Expenses. Customer will reimburse Siemens for travel and related business expenses incurred in connection with Professional Services. If an estimate of incidental expenses is included in the Order, Siemens will not exceed a 5% inflation of such estimate without the written consent of Customer.
Additional information
A. Prices shown above do not include any taxes that may apply. Any such taxes are the responsibility of Customer.
This is not an invoice. For customers based in the United States, any applicable taxes will be determined based on the laws and regulations of the taxing authority(ies) governing the "Ship To" location provided by Customer. Tax exemption certifications can be sent to [email protected] (mailto:[email protected]).
B. Billing frequency other than annual is subject to additional processing fees.
C. Provide Siemens with the purchase order number, if applicable. Acceptance of this Order without a purchase order number indicates that a purchase order is not necessary. Please reference Q-447544 on any applicable purchase order and email to [email protected] 30 (mailto:[email protected])
D. Brightly Software, Inc. can provide evidence of insurance upon request. 31 Signature
Presented to:
Town Of Atherton - Q-447544
August 12, 2025, 12:05:45 PM
Accepted by:
Printed Name
Signed Name
Title
Date
32