Hemet City Council
May 28, 2024

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Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts 








  







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Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts 








  







22.D.

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts Table 15: Industry Specific Questions
Line
Item Question Response *
86 If you are awarded a contract, provide a
few examples of internal metrics that will
be tracked to measure whether you are
having success with the contract.

Below are several examples of internal metrics that we will track to optimize our contract growth strategies, if awarded:

Overall Contract Member Purchases - our contract reporting system will track overall Sourcewell contract member purchases by agency to ensure contract compliance, contract adoption and overall Sourcewell member satisfaction.

Market Coverage - we can identify where we have an active Sourcewell contract presence across our US and Canada markets and pinpoint opportunities for new market growth over the course of the contract.

Sourcewell Account Registrations - new Sourcewell member contracts are identified in our reporting system so we can promote growth of the total number of participating entities utilizing the NAPA contract and partnership.

Contract Segmentation - we will break out Sourcewell member purchases into industry verticals to identify opportunities to grow in segments where we may be stagnant and develop specific marketing materials to drive new contracts in underutilized categories.
*
87 Describe any electronic service
programming subscriptions and service
information provided within your proposal
along with any associated costs.

NAPA does not provide any electronic service programming subscriptions under the scope of this proposal. *
88 Describe your ability to provide
customized reports of historical purchases
and participating entities accounts payable
management.

Through our Vistex and Qlik reporting software and our dedicated finance, accounting and reporting teams at NAPA headquarters and locally in our operations, NAPA provides customized reporting for hundreds of government and private sector customers on a quarterly basis or as needed by the Sourcewell member, generally within 30 to 45 days after a quarter has ended. Reporting is customizable for each member, so NAPA remains flexible in the format and timing of reporting to meet each customer's needs on a case-by-case basis; the reporting described above is the standard base level that NAPA provides.

On an ad-hoc basis, NAPA can provide a specific Sourcewell member with SKUlevel data over a specific timeframe and our team is also available to provide an indepth spending analysis comparing them to other government agencies of similar size and makeup.
*
89 Describe any online parts catalog and
ordering capabilities that can be provided
or are included. If applicable, identify any
additional costs associated with this
service.

Our NAPA parts catalog, consisting of more than 465,000 SKUs, is all available online to Sourcewell members. The following are a few of the most common digital methods used to order from us:
• NAPA Prolink: NAPA Prolink is another exclusive online ordering and messaging system for customer shops to order NAPA branded parts from our stores or distribution centers. It gives the customer direct digital access to our catalog of more than 500,000 SKUs, all available on this contract. • Enterprise E-Procurement/Punchout: NAPA has the capability to provide digital cataloging through punchouts and EDI interfaces placed directly within a customer's enterprise procurement system. On our e-commerce website, www.NAPAIBIZ.com, we show companies that use large eProcurement programs how to register with NAPA to access our NAPA catalog. Platforms supported include Ariba, SAP, Oracle, Epicor, Ketera, Jaggaer, Proactis/Perfect Commerce, Coupa and more. We also offer digital warehousing solutions with JD Edwards and Manhattan products.

There is no fee associated with the use of NAPA's online cataloging or NAPA Prolink. Enterprise software integrations, if required by the customer, could have nominal costs that are negotiated on a case-by-case basis before implementing any solutions.
*
90 Identify the vehicle makes for which your
offered parts are used.

NAPA provides replacement parts for all light- and heavy-duty makes and models across the US and Canada. *
91 Identify the vehicle engine types for which
your products are manufactured (e.g.,
gasoline, diesel, CNG, propane, hybrid,
electric, etc.)
NAPA provides replacement parts for all engine types across the US and Canada. *









  







22.D.

Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text.

Documents
Ensure your submission document(s) conforms to the following:

1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided.

2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell.

3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell.

4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan." Financial Strength and Stability - Question #9 - Genuine Parts Company 2019 Annual Report.pdf - Wednesday March 24, 2021 12:26:37
Marketing Plan/Samples - Question #32 - Marketing Materials.pdf - Wednesday March 24, 2021 12:27:31 WMBE/MBE/SBE or Related Certificates - Question #39 - Corporate Sustainability Plan.pdf - Wednesday March 24, 2021 12:29:32
Warranty Information (optional)
Pricing - Pricing - US 9074 & Canada.pdf - Wednesday March 24, 2021 12:29:47 Upload Additional Document - Question #36 - Autotech Training Brochures.pdf - Wednesday March 24, 2021 12:30:11 








  







22.D.

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Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts 








  







22.D.

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Bid Number: RFP 032521 Vendor Name: Genuine Parts Company dba NAPA auto Parts 








  







22.D.

City of Hemet
City Council Meeting

STAFF REPORT
Meeting: City Council Meeting - May 28 2024
Department: City Council
Submitted by: Mark Prestwich, City Manager
Tiffany Barnett, Acting Administrative Services Director; ☐ Receive and File ☒ Consent Calendar ☐ Business Item ☐ Public Hearing TITLE:

Subordination Request Relating to Proposed Issuance of Tax Allocation Refunding Bonds by the Successor Agency to the Redevelopment Agency for the County of Riverside to Refund Outstanding Tax Allocation Refunding Bonds for Desert Communities Redevelopment Project Area to Achieve Debt Service Savings
RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

Adopt a Resolution of the City Council of the City of Hemet, California, authorizing the City Manager or their designee to sign the acknowledgment Subordination Request relating to the proposed issuance of tax allocation refunding bonds by the Successor Agency to the Redevelopment Agency for the County of Riverside to refund outstanding tax allocation refunding bonds for Desert Communities Redevelopment Project Area to achieve debt service savings.

BACKGROUND:

On April 9, 2024, the City of Hemet received a letter from the County of Riverside requesting acknowledgment for the subordination request related to a proposed issuance of tax allocation refunding bonds. The purpose of this reissuance is to refund the existing debt obligations at lower interest rates, resulting in potential savings for the issuer.

ANALYSIS:

The Successor Agency to the Redevelopment Agency for the County of Riverside anticipates issuing a series of tax allocation refunding bonds (the 2024D Bonds) payable from, and secured by, tax revenues from the Agency's Desert Communities Redevelopment Project Area 2014 Tax Allocation Refunding Bonds to take advantage of the current lower interest rates and thereby reduce its overall debt service costs. The Successor Agency expects that the reduction in overall debt service will increase the residual property tax revenues for affected taxing entities in the Desert Communities Redevelopment Project Area, including the City of Hemet.

22.E.

DISCUSSION:

The Successor Agency requests that the City of Hemet subordinate its right to receive the statutory pass-through payments from the project area to the payment of the 2024D bonds.

PREVIOUS COUNCIL ACTION:

None
STRATEGIC PLAN INTEGRATION:

N/A
FISCAL IMPACT:

There is no fiscal impact associated with this motion.

ALTERNATIVE(S):

Do not authorize the City Manager or their designee to acknowledge the subordination request.

ATTACHMENT(S):

Attachment 1: Subordination Acknowledgement Resolution
Attachment 2: Subordination Acknowledgement
Attachment 3: Desert Communities Project Area Western County

22.E.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1

CITY OF HEMET

HEMET, CALIFORNIA
RESOLUTION NO. 2024-xxx

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF HEMET, CALIFORNIA, AUTHORIZING THE CITY

MANAGER OR THEIR DESIGNEE TO SIGN THE

ACKNOWLEDGEMENT SUBORDINATION REQUEST

RELATING TO PROPOSED ISSUANCE OF TAX

ALLOCATION REFUNDING BONDS BY THE

SUCCESSOR AGENCY TO THE REDEVELOPMENT

AGENCY FOR THE COUNTY OF RIVERSIDE TO REFUND

OUTSTANDING TAX ALLOCATION REFUNDING BONDS

FOR DESERT COMMUNITIES REDEVELOPMENT

PROJECT AREA TO ACHIEVE DEBT SERVICE SAVINGS
The City Council of the City of Hemet, California (hereafter referred to as the “City Council”) does resolve as follows:

WHEREAS, On April 9, 2024, the City of Hemet received a letter from the County of Riverside requesting acknowledgment for the subordination request related to a proposed issuance of tax allocation refunding bonds; and WHEREAS, the purpose of this reissuance is to refund the existing debt obligations at lower interest rates, resulting in potential savings for the issuer; and WHEREAS, the Successor Agency to the Redevelopment Agency for the County of Riverside anticipates issuing a series of tax allocation refunding bonds (the 2024D Bonds) payable from, and secured by, tax revenues from the Agency's Desert Communities Redevelopment Project Area 2014 Tax Allocation Refunding Bonds to take advantage of the current lower interest rates and thereby reduce its overall debt service costs; and

22.E.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1
WHEREAS, the Successor Agency expects that the reduction in overall debt service will increase the residual property tax revenues for affected taxing entities in the Desert Communities Redevelopment Project Area, including the City of Hemet; and WHEREAS, the Successor Agency requests that the City of Hemet subordinate its right to receive the statutory pass-through payments from the project area to the payment of the 2024D bonds.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF HEMET FINDS, DETERMINES, ORDERS AND RESOLVES AS FOLLOWS:

SECTION 1. The City Council hereby finds the recitals set forth above are true and correct.

SECTION 2. The City Council authorizes the City Manager or their designee to sign the subordination acknowledgment.

SECTION 3. The City Clerk shall attest to and certify the vote adopting this resolution.

22.E.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1
PASSED, APPROVED AND ADOPTED this 28th day of May, 2024. ____________________________
Joe Males, Mayor
ATTEST:
_____________________________
John Paul Maier, City Clerk

22.E.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1
State of California )
County of Riverside )
City of Hemet )
I, John Paul Maier, City Clerk of the City of Hemet, do hereby certify that the foregoing resolution was adopted by the Hemet City Council on the 28th day of May, 2024, and was passed by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSTAIN: Council Members:

ABSENT: Council Members:
_____________________________
John Paul Maier, City Clerk

22.E.

by the undersigned on behalfof the Successor Agency to the Redevelopment Agency for the County of Riverside (the “Agency”) pursuant to Sections 33607.5(e) and 34177.5(c) of the California Health and Safety Code (the Agency may, with an affectedtaxing entity’s approval,subordinateamounts requiredto be paid to such taxing entity from property tax revenue of a redevelopmentproject area pursuant to Sections33607.5 and 34183(a)(1) of the Code (the “Statutory Pass—throughPayments”) to the payment of bonds axing Entity.

Taxing Ent
II'E

EXECUTIVEOFFICE
JEFFREYA. VAN WAGENEN, JR. COUNTY EXECUTIVEOFFICER
JUAN C. PEREZ

CHIEFOPERATINGOFFICER DAVEROGERS

CHIEF ADMINISTRATIVEOFFICER

KIMBERLYBRITT,ASSISTANTCEO

HUMANSERVICES

SARAHFRANCO, ASSISTANTCEO

INTERNALSERVICES

CHARISSALEACH,ASSISTANTCEO
PUBLICWORKS8: COMMUNITY

SERVICES MICHELLEPARADISE,ASSISTANT
CEO

PUBLICSAFETY

ZAREHSARRAFIAN,ASSISTANT
CEO

HEALTHSYSTEMS

CDHMUNITY NOW SERVICES NOW
April 9, 2024
City of Hemet
445 E. Florida Ave
Hemet, CA 92543
Re: Subordination Request Relating to Proposed Issuance of Tax Allocation Refunding Bonds by the Successor Agency to the Redevelopment Agency for the County of Riverside to Refund Outstanding Tax Allocation Refunding Bonds for Desert Communities Redevelopment Project Area to Achieve Debt Service Savings
Ladies and Gentlemen:

This letter is being sent to the City of Hemet (the “Taxing Entity”) “Code”). Under Sections 33607.5(e) Section 34177.5(c) of the Code, the or other indebtedness issued or incurred by the Agency pursuant to Section 34177.5(a) of the Code for such project area.

At this time, the Agency anticipates issuing a series of tax allocation refunding bonds (the “2024D Bonds”) payable from, and secured by, tax revenues from the Agency’s Desert Communities Redevelopment Project Area (the “Project Area”). The net proceedsof the 2024D Bonds will be used to refund the outstanding Successor Agency to the Redevelopment Agency For the County of Riverside Desert Communities Redevelopment Project Area 2014 Tax Allocation Refunding Bonds, Series D (the “2014D Bonds”) to take advantage of the current lower interest rates and thereby reduce its overall debt service costs. The Agency expects that the reduction in overall debt service will increase the residual property tax revenues for affected taxing entities in the Project Area, including the T In connectio with n the issuance of the 2014D Bonds, the ity previously subordinated its right to receive Statutory Pass-through Payments from the Project Area to the payment of the 2014D Bonds.

By this letter, the Agency requests that the Taxing Entity subordinat e itsright to receive the Statutory Pass-through Payments from the Project Area to the payment of the 2024D Bonds.

COUNTYADMINISTRATIVECENTER
4080 LEMONSTREET,4"HFLOOR
RIVERSDE, CA 92501
(951) 955-1110 I RivCo.org

22.E.

City of Hemet
April 9, 2024

Enclosed for your review, pursuant to Section 34177.5(c)(2) of the Code, is a summary of tax revenues projected to be generated from the Project Area, which includes projected debt service coverage, prepared by Urban Analytics LLC (the “Fiscal Consultant”). The Fiscal Consultant’s summary shows that the Agency can reasonably expect to have suf?cient funds available to pay both debt service on the 2024D Bonds and all the Statutory Pass-through Payments owed to the various affected taxing entities in the Project Area, including the Taxing Entity. The 2024D Bonds will not be issued unless the debt service on such bonds is lower than the debt service on the 2014D Bonds.

For the bene?t of the Agency’s records, we kindly request that the Taxing Entity complete the attached acknowledgment and return it to the Successor Agency to the Redevelopment Agency for the County of Riverside, 4080 Lemon Street, 4th Floor, Riverside, California 92501, Attention: Don Kent, by no later than Friday, May 24, 2023. In accordance with Section 34177.5(c)(3) of the Code, if the Taxing Entity does not respond to the requested subordination within forty-?ve (45) days of the date it receives this letter, the requestedsubordinationwill be automatically deemed approved by the Taxing Entity and such approvalshall be ?nal and conclusive. Furthermore, to disapprove this subordinatio n of the Statutory Pass—throughPayments as requested in this letter, the Taxing Entity must ?nd, based upon substantial evidence, that the Agency will not be able to make the payments due on both the 2024D Bonds and the Statutory Pass-through Payments required to be paid to the Taxing Entity in connection with the Project Area.

Thank you in advance for your cooperationin this matter. If you have any questions regarding this matter, please do not hesitate to call the undersigned at (951) 955-1110.

Sincerely,
Don Kent
Successor Agency to the Redevelopment
Agency for the County of Riverside
Enclosure
cc: Imelda Delos Santos, County of Riverside Executive Of?ce Michael Williams, Columbia Capital Management LLC
David Mealy, Urban Analytics
Juan Galvan, Anzel Galvan LLP

22.E.

ACKNOWLEDGMENT
(Relating to Desert Communities Redevelopment Project Area) In response to the request by Successor Agency to the Redevelopment Agency for the County of Riverside (the “Agency”) set forth in a letter dated April 9, 2024 (the “SubordinationRequest”), to approve the Taxing Entity's subordination of Statutory Pass-through Payments relating to the Desert Communities Redevelopment Project Area, the City of Hemet (the “Taxing Entity”) hereby confirms its approval of the subordination of the Agency's obligation to pay Statutory Pass-through Payments to the Taxing Entity in connection with the Desert Communities Redevelopment Project Area to the Agency's payment obligations for the 2024D Bonds.

All capitalized terms used but not de?ned in this Acknowledgment have the meanings ascribed to them in the SubordinationRequest.

IN WITNESS WHEREOF, the undersigned has caused this Acknowledgment to be signed by its authorized representative on this _ day of 2024.

City of Hemet
By:

Name:

22.E.

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Desert Communities Project Area
Projected Tax Revenues With Subordinated Passthrough Coverage Senior Pass- Subordinated Subordinated
Gross Tax Through Other Senior Net Tax Passthrough Passthrough Fiscal Year Pavments Obligations Debt Service Increment Coverage 2023-24 $42,185,431 $ (10,670,878) $ (387,344) $ (11,589,487) $ 19,537,723 $ (1,249,460) 15.64 2024-25 43,042,760 (10,885,574) (395,216) (11,582,688) 20,179,282 (1,293,373) 15.60 2025-26 43,917,235 (11,104,564) (403,245) (11,571,974) 20,837,451 (1,338,164) 15.57 2026-27 44,809,200 (11,327,934) (411,435) (11,574,192) 21,495,638 (1,383,851) 15.53 2027-28 45,719,004 (11,555,771) (419,789) (11,543,728) 22,199,715 (1,430,452) 15.52 2028-29 46,647,004 (11,788,165) (428,310) (11,536,483) 22,894,046 (1,477,985) 15.49 2029-30 47,593,564 (12,025,207) (437,001) (11,538,555) 23,592,800 (1,533,539) 15.38 2030-31 48,559,056 (12,266,990) (445,866) (11,529,046) 24,317,153 (1,590,204) 15.29 2031—32 49,543,857 (12,513,609) (454,909) (11,524,778) 25,050,561 (1,648,002) 15.20 2032—33 50,548,354 (12,765,159) (464,132) (11,515,575) 25,803,488 (1,706,956) 15.12 2033-34 51,572,941 (13,021,741) (473,540) (11,542,917) 26,534,743 (1,767,089) 15.02 2034-35 52,618,020 (13,283,455) (483, 136) (11,534,448) 27,316,982 (1,828,425) 14.94 2035-36 53,684,000 (13,550,402) (492,923) (11,532,933) 28,107,742 (1,890,988) 14.86 2036-37 54,771,300 (13,822,689) (502,907) (11,525,328) 28,920,376 (1,954,802) 14.79 2037-38 55,880,346 (14,100,422) (513,090) (1,795,916) 39,470,918 (2,028,394) 19.46 2038—39 57,011,573 (14,383,709) (523,477) (1,366,982) 40,737,406 (2,103,458) 19.37 2039-40 58, 165,425 (14,672,661) (534,072) (1,285,445) 41,673,247 (2,180,150) 19.11 2040-41 59,342,353 (14,967,393) ' (544,878) (922,939) 42,907,143 (2,258,421) 19.00 2041-42 60,542,820 (15,268,020) (555,901) (921,445) 43,797,455 (2,338,385) 18.73 2042-43 61,767,297 (15,574,659) (567,144) 45,625,494 (2,419,947) 18.85 2043-44 63,016,263 (15,887,431) (578,612) 46,550,220 (2,503,140) 18.60 2044-45 64,290,208 (16,206,458) (590,309) 47,493,4417 (2,587,998) 18.35 Debt service reflects existing housing and non-housing bonds.

Tax increment revenue is projected at a 2% annual growth rate Source: Urban Analytics

22.E.

RIVERSIDE

MENIFEE
CORONA
PERRIS
HEMET

TEMECULA

MURRIETA

MORENO VALLEY

LAKE ELSINORE

BEAUMONT

JURUPA VALLEY

BANNING

WILDOMAR

SAN JACINTO
NORCO

CALIMESA

EASTVALE

CANYON LAKE

DIAMOND VALLEY LAKE

LAKE ELSINORE

LAKE PERRIS

LAKE MATHEWS

VAIL LAKE

LAKE SKINNER

CANYON LAKE

SAN JACINTO RIVER

SANTA ANA RIVER

LEE LAKE

LAKE EVANS

LAKE NORCONIAN

COTTONWOOD LAKE

LITTLE LAKE

SWAN LAKE

MOCKINGBIRD CANYON LAKE

EL CASCO LAKE
·|}þ79
·|}þ74
·2
|}þ43
·|}þ60
·3
|}þ71
·|}þ71
·|}þ91 ·|}þ79
·|}þ60
·|}þ79
·|}þ74
·|}þ91
§¨¦15
§¨¦10
§¨¦215
§¨¦215
§¨¦15

DESERT COMMUNITIES

PROJECT AREA (DCPA)

WESTERN COUNTY V

SUPERVISORIAL
DISTRICT 3

SUPERVISORIAL
DISTRICT 2

SUPERVISORIAL
DISTRICT 5

SUPERVISORIAL
DISTRICT 1

SAN BERNARDINO
COUNTY

ORANGE COUNTY

SAN DIEGO

COUINTY

FLABOB AIRPORT

HEMET RYAN AIRPORT

FRENCH VALLEY AIRPORT

PACIFIC
OCEAN Page 11 of 11

22.E.

City of Hemet
City Council Meeting

STAFF REPORT
Meeting: City Council Meeting - May 28 2024
Department: Public Works
Submitted by: Mark Prestwich, City Manager
Jilleen Ferris, Deputy Public Works Director/Assistant City Engineer; ☐ Receive and File ☒ Consent Calendar ☐ Business Item ☐ Public Hearing TITLE:

A Resolution of the City Council of the City of Hemet, California, Adopting a List of Projects for FY 2024-2025 Funded by Senate Bill 1: The Road Repair and Accountability Act of 2017 RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

Adopt a Resolution of the City Council of the City of Hemet, California, Adopting a List of Projects for FY 2024-2025 Funded by Senate Bill 1: The Road Repair and Accountability Act of 2017.

BACKGROUND:

Senate Bill 1 (SB1), Chapter 5, Statutes of 2017, created the Road and Maintenance and Rehabilitation Program (RMRP) to address deferred maintenance on the State Highway System and the local street and road system, and the Road Maintenance and Rehabilitation Account (RMRA) for the deposit of various funds for the program. A percentage of this new RMRA funding is apportioned by formula to eligible cities and counties pursuant to Streets and Highways Code section 2032(h) for basic road maintenance, rehabilitation, and critical safety projects on the local streets and roads system.

The City of Hemet must adopt a budget each fiscal year appropriating revenues and expenditures for RMRA funds in accordance with SB1. The City must also submit an adopted list of projects to the California Transportation Commission (CTC) each fiscal year in order to receive RMRA funds.

The Public Works Engineering Division has prepared the RMRA proposed project list for fiscal year (FY) 2024-25.

ANALYSIS:

22.F.

The City is projected to receive approximately $2,301,214 of RMRA funding in FY 2024-25. One project is proposed to be funded with the City’s FY 2024-25 apportionment, which is the 24/25 SB1 Pavement Rehabilitation Project.

The project consists of the reconstruction of approximately 290,000 square feet of existing streets throughout the City. The project includes the following locations:
 Stetson Avenue – Via Del Eco to Santa Fe Street
 Kirby Street – Garland Way to Stetson Avenue
 Charlton Avenue – Hemet Street to Soboba Street
 Grove Lane
 Vista Way – from approximately 150 feet west of Grove Lane to approximately 250 feet east of Grove Lane
The estimated project schedule is to start design in July 2024, and complete construction in June 2025. The useful life of the project is 20 years.

DISCUSSION:

There is currently an abundance of streets in need of rehabilitation or reconstruction throughout the City. This FY 2024-25 RMRA proposed project has been compiled with locations in need of full reconstruction. The focus of most other projects that will be proposed this fiscal year will be rehabilitation projects intending to catch as much road area as possible in the rehabilitation category before it falls into the reconstruction category.

PREVIOUS COUNCIL ACTION:

There has been no previous Council action.

STRATEGIC PLAN INTEGRATION:

GOAL ONE: QUALITY OF LIFE:

To ensure that Hemet is safe, clean, attractive and comfortable for all who live, work, and visit.

Objective 1: Enhance the visual appearance of the community to make it attractive and reduce blight.

Objective 2: Explore and implement homelessness solutions for the City of Hemet.

Objective 3: Increase Public Safety visibility and response.

GOAL FIVE: ORGANIZATIONAL EFFECTIVENESS
To identify the work needed inside the City organization to effectively provide services to the community and ensure financial stability.

Objective 1: Operate in a financially sustainable manner.

Objective 2: Evaluate existing practices to ensure continuity with industry best practices.

Objective 3: Provide Council with policies that are consistent while lessening liabilities.

Objective 4: Increase employee retention by training and creating a positive workplace.

Objective 5: Streamline fire prevention coordination efforts.

FISCAL IMPACT:

There are no impacts to the General Fund.

ALTERNATIVE(S):

22.F.

1. Do not adopt the Resolution adopting the list of projects for FY 2024-25 funded by Senate Bill 1, the Road Repair and Accountability Act of 2017.

2. Provide alternative direction to the City Manager.

ATTACHMENT(S):

Attachment 1: FY24-25 RMRA Project Resolution
Attachment 2: Project Locations Map

22.F.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1

CITY OF HEMET

HEMET, CALIFORNIA
RESOLUTION NO. 2024-xxx

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF HEMET, CALIFORNIA, ADOPTING A LIST OF
PROJECTS FOR FISCAL YEAR 2024-25 FUNDED BY
SENATE BILL 1: THE ROAD AND ACCOUNTABILITY
ACT OF 2017
The City Council of the City of Hemet, California (hereafter referred to as the “City Council”) does resolve as follows:

WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of our City are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and WHEREAS, the City must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, the City will receive an estimated $2,301,214 in RMRA funding in Fiscal Year 2024-2025 from SB 1; and

22.F.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1
WHEREAS, this is the eighth year in which the City is receiving SB 1 funding and will enable the City to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB 1; and
WHEREAS, the City used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high-priority and costeffective projects that also meet the communities’ priorities for transportation investment; and
WHEREAS, the funding from SB 1 will help the City maintain and rehabilitate roughly 290,000 square feet of streets/roads with one project throughout the City this year and hundreds of similar projects into the future; and WHEREAS, the 2018 California Statewide Local Streets and Roads Needs Assessment found that the City’s streets and roads are in an “At Lower Risk” condition and this revenue will help us increase the overall quality of our road system and over the next decade will bring our streets and roads into a “Good” condition; and WHEREAS, the SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials, and practices, will have significant positive co-benefits statewide.

22.F.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF HEMET FINDS, DETERMINES, ORDERS AND RESOLVES AS FOLLOWS:

SECTION 1. FINDINGS - The recitals set forth above are hereby adopted as findings in support of this Resolution.

SECTION 2. The following list of proposed projects will be funded in part or solely with the fiscal year 2024-2025 Road Maintenance and Rehabilitation Account revenues:
(a) 24/25 SB1 Pavement Rehabilitation
• Project Description: The reconstruction of approximately 290,000 square feet of existing streets throughout the City.
• Project Location:
i. Stetson Avenue – Via Del Eco to Santa Fe Street
ii. Kirby Street – Garland Way to Stetson Avenue
iii. Charlton Avenue – Hemet Street to Soboba Street
iv. Grove Lane
v. Vista Way – from approximately 150 feet west of Grove Lane to approximately 250 feet east of Grove Lane
• Estimated Project Schedule: Start design July 2024, Complete construction June, 2025.
• Estimated Useful Life: 20 Years.

SECTION 3. EFFECTIVE DATE - This Resolution shall become effective on upon adoption.

22.F.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1
PASSED, APPROVED AND ADOPTED this 28th day of May, 2024. ____________________________
Joe Males, Mayor
ATTEST:
_____________________________
John Paul Maier, City Clerk

22.F.

CITY OF HEMET RESOLUTION NO. 2024-XXX 1
State of California )
County of Riverside )
City of Hemet )
I, John Paul Maier, City Clerk of the City of Hemet, do hereby certify that the foregoing resolution was adopted by the Hemet City Council on the 28th day of May, 2024, and was passed by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSTAIN: Council Members:

ABSENT: Council Members:
_____________________________
John Paul Maier, City Clerk

22.F.

ESPLANADE FY 24/25 RMRA Project Location Map
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Source: County of Riverside, City of Hemet
V:\Tasks\84_Hemet_Paving_20240422\Maps A
-o Stetson Ave - Vi Del Eco to Santa Fe St
9 Kirby St - Garland Way to Stetson ave
(z) Charleton Ave - Hemet St to Soboba St
0 Grove Lane
6 Vista Way
Council District
District 1 - District 2
District 3
District 4
District 5
|—.— Railroads
— Roads
1 Highways
_......!City Boundary

22.F.

City of Hemet
City Council Meeting

STAFF REPORT
Meeting: City Council Meeting - May 28 2024
Department: Administration
Submitted by: Mark Prestwich, City Manager
John Maier, City Clerk;
☐ Receive and File ☒ Consent Calendar ☐ Business Item ☐ Public Hearing TITLE:

Second Reading and Adoption of Ordinance 2033, An Ordinance of the City Council of the City of Hemet, California, Amending the Hemet Municipal Code to Authorize Storefront Commercial Cannabis Businesses
RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

Waive further reading and adopt Ordinance 2033, An Ordinance of the City Council of the City of Hemet, California, Amending the Hemet Municipal Code to Authorize Storefront Commercial Cannabis Businesses.

BACKGROUND:

According to the California Department of Finance Population Estimate for January 1, 2024, Hemet is estimated to have a Total Population of 89,663. The amendment to Hemet Municipal Code Section 18-508 would authorize up to five (5) storefront cannabis retail locations within the City of Hemet based on the population formula used at one retail location per 17,500 residents. The number of available permits for storefront retail cannabis would not increase until the City of Hemet's population reaches 105,000.

The amendments to Section 18-525 would allow storefront retail cannabis businesses to operate in the C-2 Commercial Zone subject to several sensitive use buffers, including a minimum distance from other cannabis businesses (to avoid concentration).

PREVIOUS COUNCIL ACTION:

MOTION BY COUNCIL MEMBER KENDRICK, SECOND BY MAYOR MALES, CARRIED 5-0, to waive the full reading and introduce the Ordinance 2033 of the City Council of the City of Hemet, California, Amending the Hemet Municipal Code to Authorize Storefront Commercial Cannabis

22.G.

Businesses and direct the City Clerk to set a second reading and adoption at the next regular meeting on the consent calendar.

STRATEGIC PLAN INTEGRATION:

GOAL THREE: COMMUNITY ENGAGEMENT
To connect and participate in a constant dialogue between members of the community, City staff, and elected officials to promote togetherness and positivity.

Objective 2: Increase transparency for the public.

GOAL FIVE: ORGANIZATIONAL EFFECTIVENESS
To identify the work needed inside the City organization to effectively provide services to the community and ensure financial stability.

Objective 2: Evaluate existing practices to ensure continuity with industry best practices.

FISCAL IMPACT:

No Fiscal Impact.

ATTACHMENT(S):

Attachment 1: Cannabis Ordinance 2033

22.G.

ORDINANCE NO. 2024-XXX 1
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28

CITY OF HEMET

HEMET, CALIFORNIA
ORDINANCE NO. 2024-[XXX]

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

HEMET, CALIFORNIA, AMENDING THE HEMET

MUNICIPAL CODE TO AUTHORIZE STOREFRONT

COMMERCIAL CANNABIS BUSINESSES

THE CITY COUNCIL OF THE CITY OF HEMET DOES HEREBY ORDAINS AS FOLLOWS:

SECTION 1: FINDINGS. The recitals set forth above are hereby adopted as findings in support of this Ordinance.

SECTION 2: MUNICIPAL CODE AMENDMENT.
(A) Section 18-508 of the Hemet Municipal Code shall be amended to read as follows:

Sec. 18-508. Maximum number and type of authorized commercial cannabis businesses permitted.

The number of each type of commercial cannabis business that shall be permitted to operate in the city shall be established by resolution by the city council. (a) Section 18-508 is only intended to create a maximum number of commercial cannabis businesses that may be issued permits to operate in the city under each category. Nothing in this article creates a mandate that the city must issue

22.G.

ORDINANCE NO. 2024-XXX 2
1 2
3 4
5 6
7 8
9 10
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13 14
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17 18
19 20
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23 24
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any or all of the commercial cannabis business permits if it is determined that the applicants do not meet the standards which are established in the application requirements or further amendments to the application process or that the city council upon further deliberation determines that the issuance of any or all commercial cannabis business permits will impact the public safety, welfare or other policy concerns which may be detrimental in the issuance of these permits. (b) At any time in the city council's discretion the city council may reassess the number of commercial cannabis business permits which are authorized for issuance.
(c) Notwithstanding the provisions of subsections (a) and (b) above, for retail cannabis businesses, the maximum number of such businesses authorized to do business in the city shall not exceed one business per seventeen thousand five hundred (17,500) residents of the city.
(B) Section 18-525 of the Hemet Municipal Code shall be amended to read as follows:

Sec. 18-525. Location and design of cannabis businesses.

Cannabis businesses permitted to engage in cultivation, distribution, manufacturing, retail, and testing lab for cannabis and cannabis products are subject to the following zoning and locational requirements:

22.G.

ORDINANCE NO. 2024-XXX 3
1 2
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13 14
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19 20
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(a) Cultivation, distribution, manufacturing, microbusiness and testing labs must be zoned in the following: C-M (commercial manufacturing), M-1 (limited manufacturing), M-2 (general manufacturing), and must meet all of the requirements for development in these zones. The cannabis businesses must also meet all of the following distance requirements:
(1) It shall be no closer than 1,000 feet from any zoned parcel in the city designated by state law as a sensitive use, and pursuant to subsection 18- 525(a)(3). The distance measured shall be the horizontal distance measured in a straight line from the property line of those parcels in subsection 18-525(a)(3) to the closest property line of the lot on which the cannabis business is located. (2) It shall be no closer than 1,000 feet of any residentially zoned parcel, or any non-residentially zoned parcel containing a legal non-conforming residential use, as of the date the cannabis business permit is issued. The distance between the cannabis business and the residential parcel shall be measured from the outer boundaries of the residential parcel to the first structure on the property seeking the commercial cannabis permit. (3) It shall be no closer than 1,000 feet from any parcel containing any of the following:
a. A school providing instruction in kindergarten or any grades 1 through 12, (whether public, private, or charter, including preschool, transitional kindergarten, and K—12);

22.G.

ORDINANCE NO. 2024-XXX 4
1 2
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17 18
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23 24
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b. A commercial daycare center licensed by the state, county or city or that is in existence at the time the license is issued, unless the state licensing authority or the city specifies a different radius; or c. A youth center that is in existence at the time the license is issued, unless the state licensing authority or the city specifies a different radius.
(b) Retail businesses must be located in the C-2 (Commercial General) zone of the city and must meet all of the requirements for development in these zones. The retail business must also (1) be no closer than 1,000 feet from any other cannabis retail business and (2) be no closer than 500 feet to any of the uses described in subsection (a)(3) above. For the purposes of this subsection (b) distances shall be measured along the shortest path of travel between the entrance to the retail business and the structure containing the use described in subsections (b)(1) and (b)(2) above. activity may only be conducted as an ancillary part of a microbusiness that meets the requirements of subsection (a) above. Retail activity may only be conducted as an ancillary part of a microbusiness that meets the requirements of subsection (a) above.
(c) Each proposed cannabis business project shall:
(1) Conform with the city's general plan, any applicable specific plans, master plans, and design requirements.

22.G.

ORDINANCE NO. 2024-XXX 5
1 2
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13 14
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(2) Comply with all applicable: Zoning and related development standards, including but not limited to, parking.
(3) Be constructed in a manner that minimizes odors to surrounding uses, and promotes quality design and construction, and consistency with the surrounding properties.
(4) Be adequate in size and shape to accommodate the yards, walls, fences, parking and loading facilities, landscaping, and all items required for the development.
(5) Be served by highways adequate in width and improved as necessary to carry the kind and quantity of traffic such use will generate. (6) Be provided with adequate electricity, sewerage, disposal, water, fire protection, and storm drainage facilities for the intended purpose.

SECTION 3: SEVERABILITY. If any section, subsection, subdivision, sentence, clause, phrase, or portion of this Ordinance is, for any reason, held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance, and each section, subsection, subdivision, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, phrases, or portions thereof be declared invalid or unconstitutional.

22.G.

ORDINANCE NO. 2024-XXX 6
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13 14
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SECTION 4: CEQA. The City Council hereby determines that it can be seen with certainty that there is no possibility that this Ordinance will have a significant effect on the environment, and therefore, this Ordinance is exempt from the provisions of CEQA.

SECTION 5: EFFECTIVE DATE. This Ordinance shall take effect thirty (30) days from its passage by the City Council of the City of Hemet.

SECTION 6: PUBLICATION. The City Clerk is authorized and directed to cause this Ordinance to be published in the manner required by law.

INTRODUCED at the regular meeting of Hemet City Council on the 14thday of May, 2024.

APPROVED AND ADOPTED this ___th day of ________, 2024.
____________________________
Joe Males, Mayor
ATTEST:
_____________________________
John Paul Maier, City Clerk

22.G.

ORDINANCE NO. 2024-XXX 7
1 2
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11 12
13 14
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State of California )
County of Riverside )
City of Hemet )
I, John Paul Maier, City Clerk of the City of Hemet, do hereby certify that the foregoing resolution was adopted by the Hemet City Council on the ___th day of ______, 2024, and was passed by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSTAIN: Council Members:

ABSENT: Council Members:
_____________________________
John Paul Maier, City Clerk

22.G.

City of Hemet
City Council Meeting

STAFF REPORT
Meeting: City Council Meeting - May 28 2024
Department: Finance
Submitted by: Mark Prestwich, City Manager
Tiffany Barnett, Acting Administrative Services Director; ☐ Receive and File ☐ Consent Calendar ☒ Business Item ☐ Public Hearing TITLE:

A Resolution of the City Council of the City of Hemet, California, Approving the Agreement with Tyler Technologies for CIP 5672 - Enterprise Resource Planning (ERP) Financial Software System, and Authorizing the Addition of Temporary Personnel to the Administrative Services Department to Assist With the Transition
RECOMMENDED ACTION:

It is respectfully recommended that the City Council:

Adopt a Resolution approving the agreement with Tyler Technologies for CIP 5672 - ERP Financial Software System in an amount Not to Exceed $3,625,947.57 over ten years, authorizing the City Manager to execute all documents related to the Agreement, including a contingency of up to 4% ($145,000) of the contract agreement amount if necessary, and authorizing the addition of temporary personnel to the Administrative Services Department to assist with the transition.

BACKGROUND:

In 2000, the City began using Eden, a ERP software solution from Tyler Technologies. The upgrade to Eden allowed the City to move to Windows-based software to support Accounting, Finance, Budgeting, Purchasing, Payroll, Human Resources, and Utility Billing.

Since implementing Eden, the City has consistently taken all software updates released by Tyler and implemented one major upgrade. In February 2022, Tyler Technologies informed the city that the Eden product would be sunsetting on March 1, 2027. This meant the City would either have to transition onto Tyler's new software or explore other options.

The City recognized the importance of exploring its options and went out for an RFP on April 12, 2022, for a consultant that would assist in the ERP selection process. On August 9, 2022, the City entered into a contract with an ERP consultant, SoftResources, to ensure the best possible solution.

With the assistance of SoftResources, City staff organized meetings with the affected departments to gather requirements for a new system.

22.H.

ANALYSIS:

After extensive discussions with SoftResources, a Request for Proposals (RFP) was drafted and published on PlanetBids on January 26, 2023. This announcement went out to 149 vendors, resulting in the submission of six proposals on the March 9, 2023 deadline. The proposals were reviewed by members from all affected departments and the following were the rating results:

Criteria Max
Points BaRuPon Springbrook Tyler Univerus XT Global SpryPoint Functional and
Technical Fit to
the City’s
Requirements
25 18 22 23 20 7 5
Technology
and
Architecture of
the Solution
20 16 15 18 18 4 5
Vendor’s
Experience
and Expertise
15 11 13 15 8 8 3
Implementation
Approach and
Timeline
15 13 10 13 13 15 13
Quality of
References
Submitted
10 2 8 9 6 4 3
Total Cost of
the Solution 15 5 14 15 13 13 15
Total 100 65 82 93 78 51 44
The City opted to arrange in-person demonstrations from the top three ranked companies:

Springbrook, Univerus, and Tyler Technologies. These demonstrations began in May of 2023 and involved two days spent on-site with each company. The demonstrations were arranged by category, and each department was invited to attend the sessions relevant to their areas of operation.

After the demonstrations concluded, the City and SoftResources met to review and assess the presentations. The following ratings were assigned post-demo:

Post Demo
Criteria Max Points Springbrook Tyler Univerus
Functional and Technical Fit to the
City’s Requirements 25 20 23 22
Technology and Architecture of the
Solution 20 15 18 18
Vendor’s Experience and Expertise 15 13 15 8
Implementation Approach and
Timeline 15 10 13 13
Quality of References Submitted 10 8 9 6
Total Cost of the Solution 15 14 15 13
Total 100 80 93 80

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Tyler Technologies received the highest score and was selected as the vendor with which to move forward. Since then, the City has been working with Tyler Technologies to ensure the scope of work adequately encompasses all the required modules per the City's needs. Below is a breakdown of the pricing over the next ten years.

Recurring Fees Software Inflator %
Year 1 $285,392.00 -
Year 2 $285,392.00 -
Year 3 $285,392.00 -
Year 4 $293,953.76 3%
Year 5 $302,772.37 3%
Year 6 $311,855.54 3%
Year 7 $321,211.21 3%
Year 8 $330,847.55 3%
Year 9 $340,772.97 3%
Year 10 $350,996.16 3%
10 Year Software
Sub-Total $3,108,585.57
One-Time Implementation Costs $517,362.00
Grand Total - 10 Years $3,625,947.57
Throughout the implementation, City personnel will be tasked with working in the legacy system and the new ERP system simultaneously, placing considerable strain on the Administrative Services Department. To ensure efficiency in managing the workload, staff proposes the addition of five (5) temporary part-time positions for two years. These members would consist of an (1) Information Technology Specialist, (1) Payroll Technician, (1) Human Resources Technician, and (2) Accounting Technicians.

The estimated cost of the temporary part-time positions per year is $200,000.

Position One Year
Cost
Two Year
Cost
Information Technology Specialist (1) $50,000 $100,000
Payroll Technician (1) $40,000 $80,000
Human Resources Technician (1) $40,000 $80,000
Accounting Technician (2) $70,000 $140,000
Total $200,000 $400,000
Additionally, staff proposes to use funds to build interfaces to the new Tyler ERP for three software programs the City currently uses. The cost is estimated to be $17,000 each for a total of $51,000. The three software programs are:
 NEOGOV - Human Resources system for recruiting, onboarding, employee evaluations, etc.  TELESTAFF - Timekeeping system for Public Safety

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 HARMONY - Meter reading system for Utility Billing
DISCUSSION:

The City also solicited proposals for the Enterprise Planning and Land Management system concurrently. This led to the receipt of a total of 10 proposals which were also narrowed down to the three top ranked companies: Tyler Technologies, Truepoint, and Redmark-Accela. These three companies also gave live demonstrations, and Tyler Technologies received the highest score. Staff believes that having Tyler Technologies as both the City's ERP and EPL software systems will facilitate smoother collaboration among all departments.

PREVIOUS COUNCIL ACTION:

On October 10, 2017, the City Council adopted resolution bill 17-040 adopting a Five Year Capital Improvement Plan (CIP) for fiscal years 2017/18 to 2021/22 which included $1,250,000 in appropriations for the Enterprise Resource Planning (ERP) System.

In early August 2022, the City Council of the City of Hemet approved the Professional Services Agreement for Consulting Services with SoftResources LLC for the Acquisition of an Enterprise Resource Planning Software System in the amount of $132,400.00.

In December 2022, a First Amendment to the Professional Services Agreement for Consulting Services with SoftResources LLC for the Acquisition of an Enterprise Resource Planning Software System was approved. This First Amendment clarified the terms of the Professional Services Agreement with SoftResources and further reduced the total compensation amount from $132,400.00 to $132,054.90.

On May 23, 2023, the City Council adopted a Resolution approving a Second Amendment to the Professional Services Agreement for Consulting Services with SoftResources LLC for the Acquisition of an Enterprise Resource Planning Software System in an amount not to exceed $330,204.90 and Authorizing the City Manager to Execute the Agreement, Purchase Orders, and all other Supporting Documents related to the Agreement and Authorizing the Finance Director to Record a Supplemental Appropriation in the Amount of $198,150.00.

STRATEGIC PLAN INTEGRATION:

GOAL FIVE: ORGANIZATIONAL EFFECTIVENESS
To identify the work needed inside the City organization to effectively provide services to the community and ensure financial stability.

Objective 1: Operate in a financially sustainable manner.

Objective 2: Evaluate existing practices to ensure continuity with industry best practices.

Objective 3: Provide Council with policies that are consistent while lessening liabilities.

Objective 4: Increase employee retention by training and creating a positive workplace.

Objective 5: Streamline fire prevention coordination efforts.

FISCAL IMPACT:

There is no impact to the General Fund. The City previously approved appropriations for this project in the following funds:

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Fund Amount
Sewer and Storm Drain Fund 254 $250,000
General Facilities Fund 316 $698,150
Public Water Utility Fund 571 $300,000
Administrative Services Fund 680 $200,000
Total Appropriations $1,448,150
Estimated Project Budget: Amount
Professional Services $332,150
Implementation $520,000
Contingency $145,000
Temporary Part-Time Positions $400,000
Software Interfaces $51,000
Estimated Project Budget $1,448,150
ALTERNATIVE(S):

1. Do not approve this Agreement.

2. Provide the City Manager with alternative direction.

ATTACHMENT(S):

Attachment 1: Tyler ERP Resolution
Attachment 2: Tyler Technologies ERP Agreement
Attachment 3: Tyler Technologies Proposal
Attachment 4: Tyler Technologies Cost File
Attachment 5: Springbrook Cost File
Attachment 6: SpryPoint Proposal
Attachment 7: SpryPoint Cost File
Attachment 8: Univerus Proposal
Attachment 9: Univerus Cost File
Attachment 10: XTGlobal Proposal
Attachment 11: XTGlobal Cost File
Attachment 12: Vendor Comparison

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CITY OF HEMET RESOLUTION NO. 2023-XXX 1

CITY OF HEMET

HEMET, CALIFORNIA
RESOLUTION NO. 2023-xxx

A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF HEMET, CALIFORNIA, APPROVING THE

AGREEMENT WITH TYLER TECHNOLOGIES FOR CIP
5672 – ENTERPRISE RESOURCE PLANNING (ERP)

FINANCIAL SOFTWARE SYSTEM AND AUTHORIZING

THE ADDITION OF TEMPORARY PERSONNEL TO THE

ADMINISTRATIVE SERVICES DEPARTMENT TO ASSIST

WITH THE TRANSITION
The City Council of the City of Hemet, California (hereafter referred to as the “City Council”) does resolve as follows:

WHEREAS, in 2000, the City began using Eden, a ERP software solution from Tyler Technologies. The upgrade to Eden allowed the City to move to Windows-based software to support Accounting, Finance, Budgeting, Purchasing, Payroll, Human Resources, and Utility Billing.; and
WHEREAS, since the implementation of Eden, the City has consistently taken on all software updates released by Tyler, as well as implemented one major upgrade. In February of 2022 the City was informed by Tyler Technologies that the Eden product would be sunsetting on March 1, 2027. This meant the City would either have to transition onto Tyler's new software or explore other options.; and WHEREAS, the City recognized the importance of exploring its options and entered into a contract with SoftResources, an ERP consultant, to ensure the best possible solution. With the assistance of SoftResources, City staff organized meetings with the affected departments to gather requirements for a new system.; and

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CITY OF HEMET RESOLUTION NO. 2023-XXX 1
WHEREAS, after extensive discussions, a Request for Proposals (RFP) was drafted and published on PlanetBids on January 26, 2023. This announcement went out to 149 vendors, resulting in the submission of 6 proposals on the March 9, 2023 deadline; and
WHEREAS, the proposals were reviewed by members from all affected departments, and the City opted to arrange in-person demonstrations from the top three ranked companies: Springbrook, Univerus, and Tyler Technologies. These demonstrations began in May of 2023 and involved 2 days spent on site with each company. The demonstrations were arranged by category, and each department was invited to attend the sessions relevant to their areas of operation. After the demonstrations concluded, the City and SoftResources met to review and assess the presentations; and
WHEREAS, Tyler Technologies received the highest score and was selected as the vendor with which to move forward. Since then, the City has been working with Tyler Technologies to ensure the scope of work adequately encompasses all the required modules as per the City's needs; and
WHEREAS, throughout the implementation, city personnel will be tasked with working in the legacy system and the new ERP system simultaneously, placing considerable strain on the Administrative Services Department. To ensure efficiency in managing the workload, staff proposes the addition of five (5) temporary part-time positions for a duration of two years. These members would consist of an Information Technology Specialist (1), Payroll Technician (1), Human Resources Technician (1),

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CITY OF HEMET RESOLUTION NO. 2023-XXX 1
and Accounting Technicians (2). The estimated cost of the temporary part-time positions per year is $200,000; and
WHEREAS, staff proposes to also use funds to build interfaces to the new Tyler ERP for three software programs the city currently uses. The cost is estimated to be $17,000 each for a total of $51,000. The three software programs are: NEOGOV - Human Resources system for recruiting, onboarding, employee evaluations, etc., TELESTAFF - Timekeeping system for Public Safety, and HARMONY - Meter reading system for Utility Billing; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF HEMET FINDS, DETERMINES, ORDERS AND RESOLVES AS FOLLOWS:

SECTION 1. FINDINGS - The recitals set forth above are hereby adopted as findings in support of this Resolution.

SECTION 2. DETERMINES – The City Council hereby approves the agreement with Tyler Technologies for CIP 5672 - ERP Financial Software System in the amount Not to Exceed $3,625,947.57 over 10 years.

SECTION 3. ORDERS - The City Council hereby authorizes the City Manager to execute all documents related to the agreement including a contingency of up to 4% ($145,000) of the contract agreement amount if necessary. The City Council also authorizes the addition of temporary personnel to the Administrative Services Department to assist with the transition consisting of five (5) temporary parttime positions for two years in an amount not to exceed $400,000. The positions authorized are (1)

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CITY OF HEMET RESOLUTION NO. 2023-XXX 1
Information Technology Specialist, (1) Payroll Technician, (1) Human Resources Technician, and (2) Accounting Technicians.

SECTION 4. EFFECTIVE DATE - This Resolution shall become effective on May 28, 2024.

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CITY OF HEMET RESOLUTION NO. 2023-XXX 1
PASSED, APPROVED AND ADOPTED this 28th day of May, 2024. ____________________________
Joe Males, Mayor
ATTEST:
_____________________________
John Paul Maier, City Clerk

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CITY OF HEMET RESOLUTION NO. 2023-XXX 1
State of California )
County of Riverside )
City of Hemet )
I, John Paul Maier, City Clerk of the City of Hemet, do hereby certify that the foregoing resolution was adopted by the Hemet City Council on the 28th day of May, 2024, and was passed by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSTAIN: Council Members:

ABSENT: Council Members:
_____________________________
John Paul Maier, City Clerk

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1 ENTERPRISE ERP

SOFTWARE AS A SERVICE AGREEMENT
This Software as a Service Agreement is made between Tyler Technologies, Inc. and Client.

WHEREAS, Client selected Tyler to provide certain products and services set forth in the Investment Summary, including providing Client with access to Tyler’s proprietary software products, and Tyler desires to provide such products and services under the terms of this Agreement; NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth in this Agreement, Tyler and Client agree as follows:

SECTION A – DEFINITIONS
• “Agreement” means this Software as a Service Agreement, including listed Exhibits and Schedules.
• “Business Travel Policy” means our business travel policy. A copy of our current Business Travel Policy is attached as Schedule 1 to Exhibit B.
• “Client” means City of Hemet, California.
• “Data” means your data necessary to utilize the Tyler Software. • “Data Storage Capacity” means the contracted amount of storage capacity for your Data identified in the Investment Summary.
• “Defect” means a failure of the Tyler Software to substantially conform to the functional descriptions set forth in our written proposal to you, or their functional equivalent. Future functionality may be updated, modified, or otherwise enhanced through our maintenance and support services, and the governing functional descriptions for such future functionality will be set forth in our then-current Documentation.
• “Defined Users” means the number of users that are authorized to use the SaaS Services. The Defined Users for the Agreement are as identified in the Investment Summary. If Exhibit A contains Enterprise Permitting & Licensing labeled software, defined users mean the maximum number of named users that are authorized to use the Enterprise Permitting & Licensing labeled modules as indicated in the Investment Summary.
• “Developer” means a third party who owns the intellectual property rights to Third Party Software.
• “Documentation” means any online or written documentation related to the use or functionality of the Tyler Software that we provide or otherwise make available to you, including instructions, user guides, manuals and other training or self-help documentation. • “Effective Date” means the date by which both your and our authorized representatives have signed the Agreement.
• “Force Majeure” means an event beyond the reasonable control of you or us, including, without limitation, governmental action, war, riot or civil commotion, fire, natural disaster, or any other cause that could not with reasonable diligence be foreseen or prevented by you or us.

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2 • “Investment Summary” means the agreed upon cost proposal for the products and services attached as Exhibit A.
• “Invoicing and Payment Policy” means the mutually agreed upon Invoicing and Payment terms attached as Exhibit B.
• “Order Form” means an ordering document that includes a quote or investment summary and specifying the items to be provided by Tyler to Client, including any addenda and supplements thereto.
• “SaaS Fees” means the fees for the SaaS Services identified in the Investment Summary. • “SaaS Services” means software as a service consisting of system administration, system management, and system monitoring activities that Tyler performs for the Tyler Software, and includes the right to access and use the Tyler Software, receive maintenance and support on the Tyler Software, including Downtime resolution under the terms of the SLA, and Data storage and archiving. SaaS Services do not include support of an operating system or hardware, support outside of our normal business hours, or training, consulting or other professional services. • “SLA” means the service level agreement between Tyler and Client is attached hereto as Exhibit C.
• “Statement of Work” means the industry standard implementation plan describing how our professional services will be provided to implement the Tyler Software, and outlining your and our roles and responsibilities in connection with that implementation. The Statement of Work is attached as Exhibit E.
• “Support Call Process” means the support channels and methods 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” means providers other than Tyler who provide to the Client Third Party Hardware, Third Party Software, Third Party Products, and Third Party Services pursuant to this Agreement. • “Third Party Hardware” means the third party hardware, if any, identified in the Investment Summary.
• “Third Party Products” means the Third Party Software and Third Party Hardware. • “Third Party SaaS Services” means software as a service provided by a third party, if any, identified in the Investment Summary.
• “Third Party Services” means the third party services, if any, identified in the Investment Summary.
• “Third Party Software” means the third party software, if any, identified in the Investment Summary.
• “Third Party Terms” means, if any, the end user license agreement(s) or similar terms for the Third Party Products or other parties’ products or services, as applicable, and attached or indicated at Exhibit D.
• “Tyler” means Tyler Technologies, Inc., a Delaware corporation. • “Tyler Software” means our proprietary software, including any integrations, custom modifications, and/or other related interfaces identified in the Investment Summary and licensed by us to you through this Agreement.
• “we”, “us”, “our” and similar terms mean Tyler.
• “you” and similar terms mean Client.

SECTION B – SAAS SERVICES

1. Rights Granted. We grant to you the non-exclusive, non-assignable limited right to use the SaaS

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3 Services solely for your internal business purposes for the number of Defined Users only. The Tyler Software will be made available to you according to the terms of the SLA. You acknowledge that we have no delivery obligations and we will not ship copies of the Tyler Software as part of the SaaS Services. You may use the SaaS Services to access updates and enhancements to the Tyler Software, as further described in Section C(9).

2. SaaS Fees. You agree to pay us the SaaS Fees. Those amounts are payable in accordance with Exhibit B to this Agreement. The SaaS Fees are based on the number of Defined Users and amount of Data Storage Capacity. You may add additional users or additional data storage capacity on the terms set forth in Section H(1). In the event you exceed the Defined Users or Data Storage Capacity, we will notify you and provide you with the option to either reduce your usage to within the contract limits or pay a revised fee to cover the additional usage.

3. Ownership.

3.1 We retain all ownership and intellectual property rights to the SaaS Services, the Tyler Software, and anything developed by us under this Agreement. You do not acquire under this Agreement any license to use the Tyler Software in excess of the scope and/or duration of the SaaS Services.

3.2 The Documentation is licensed to you and may be used and copied by your employees for internal, non-commercial reference purposes only.

3.3 You retain all ownership and intellectual property rights to the Data. You expressly recognize that except to the extent necessary to carry out our obligations contained in this Agreement, we do not create or endorse any Data used in connection with the SaaS Services.

4. Restrictions. You may not: (a) make the Tyler Software or Documentation resulting from the SaaS Services available in any manner to any third party for use in the third party’s business operations; (b) modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the SaaS Services; (c) access or use the SaaS Services in order to build or support, and/or assist a third party in building or supporting, products or services competitive to us; or (d) license, sell, rent, lease, transfer, assign, distribute, display, host, outsource, disclose, permit timesharing or service bureau use, or otherwise commercially exploit or make the SaaS Services, Tyler Software, or Documentation available to any third party other than as expressly permitted by this Agreement.

5. Software Warranty. We warrant that the Tyler Software will perform without Defects during the term of this Agreement. If the Tyler Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure the Defect in accordance with the maintenance and support process set forth in Section C(9), below, the SLA and our then current Support Call Process.

6. SaaS Services.

6.1 Our SaaS Services are audited at least yearly in accordance with the AICPA’s Statement on Standards for Attestation Engagements (“SSAE”) No. 21. We have attained, and will maintain, SOC 1 and SOC 2 compliance, or its equivalent, for so long as you are timely paying for SaaS Services. The scope of audit coverage varies for some Tyler Software solutions. Upon execution of a mutually agreeable Non-Disclosure Agreement (“NDA”), we will provide you with a

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4 summary of our compliance report(s) or its equivalent. Every year thereafter, for so long as the NDA is in effect and in which you make a written request, we will provide that same information. If our SaaS Services are provided using a Third Party data center, we will provide available compliance reports for that data center.

6.2 You will be hosted on shared hardware in a Tyler data center or in a third-party data center. In either event, databases containing your Data will be dedicated to you and inaccessible to our other customers.

6.3 Our Tyler data centers have fully-redundant telecommunications access, electrical power, and the required hardware to provide access to the Tyler Software in the event of a disaster or component failure. In the event of a data center failure, we reserve the right to employ our disaster recovery plan for resumption of the SaaS Services. In that event, we commit to a Recovery Point Objective (“RPO”) of 24 hours and a Recovery Time Objective (“RTO”) of 24 hours. RPO represents the maximum duration of time between the most recent recoverable copy of your hosted Data and subsequent data center failure. RTO represents the maximum duration of time following data center failure within which your access to the Tyler Software must be restored.

6.4 We conduct annual penetration testing of either the production network and/or web application to be performed. We will maintain industry standard intrusion detection and prevention systems to monitor and prevent malicious activity in the network, and to log and block any such activity . We will provide you with a written or electronic record of the actions taken by us in the event that any unauthorized access to your database(s) is detected as a result of our security protocols. We will undertake an additional security audit, on terms and timing to be mutually agreed to by the parties, at your written request. You may not attempt to bypass or subvert security restrictions in the SaaS Services or environments related to the Tyler Software.

Unauthorized attempts to access files, passwords or other confidential information, and unauthorized vulnerability and penetration test scanning of our network and systems (hosted or otherwise) is prohibited without the prior written approval of our IT Security Officer.

6.5 We test our disaster recovery plan on an annual basis. Our standard test is not client-specific.

Should you request a client-specific disaster recovery test, we will work with you to schedule and execute such a test no more often than once per year and on a mutually agree schedule.

At your written request, we will provide test results to you within a commercially reasonable timeframe after receipt of the request.

6.6 We will be responsible for importing back-up and verifying that you can log-in. You will be responsible for running reports and testing critical processes to verify the returned Data.

6.7 We provide secure Data transmission paths between each of your workstations and our servers.

6.8 Tyler data centers are accessible only by authorized personnel with a unique key entry. All other visitors to Tyler data centers must be signed in and accompanied by authorized personnel.

Entry attempts to the data center are regularly audited by internal staff and external auditors to ensure no unauthorized access.

6.9 Where applicable with respect to our applications that take or process card payment data, we

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5 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/aboutus/compliance, and in the event of any change in our status, will comply with applicable notice requirements. Should the requirements of compliance change, we will make commercially reasonable efforts to remain in compliance.
7 License Rights Terminate Upon Migration. When Tyler makes Tyler Software discounted 100% in the Investment Summary (the “Evergreen Modules”) licensed pursuant to this Agreement available to the Client for use in live production, the license to the Tyler software listed in Exhibit A, Schedule 1 (hereafter, “Migration Modules”) terminates, as do Tyler’s maintenance, support, and/or update obligations for such software.

SECTION C – PROFESSIONAL SERVICES

1. Professional Services. We will provide you the various implementation-related services itemized in the Investment Summary and described in the mutually agreed upon 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, integration, or interface estimates) required for the project based on our understanding of the specifications you supplied and as outlined in the Statement of Work. If additional work is required, or if you use or request additional services, we will provide you with an addendum or change order, as applicable, outlining the costs for the additional work. The price quotes in the addendum or change order will be valid for thirty (30) days from the date of the quote. The addendum or change order must be mutually agreed to and signed by each party before additional services commence.

4. Client Cancellation. If you cancel services less than four (4) weeks in advance (other than for Force Majeure or breach by us), you will be liable for all (a) daily fees associated with cancelled professional services if we are unable to reassign our personnel and (b) any non-refundable travel expenses already incurred by us on your behalf. We will make all reasonable efforts to reassign personnel in the event you cancel within four (4) weeks of scheduled commitments.

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.

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6 6. Site Access and Requirements. At no cost to us, you agree to provide us with full and free access to your personnel, facilities, and equipment as may be reasonably necessary for us to provide implementation services, subject to any reasonable security protocols or other written policies provided to us as of the Effective Date, and thereafter as mutually agreed to by you and us.

7. Background Checks. For at least the past twelve (12) years, all of our employees have undergone criminal background checks prior to hire. All employees sign our confidentiality agreement and security policies.

8. Client Assistance. You acknowledge that the implementation of the Tyler Software is a cooperative process requiring the time and resources of your personnel. You agree to use all reasonable efforts to cooperate with and assist us as may be reasonably required to meet the agreed upon project deadlines and other milestones for implementation. This cooperation includes at least working with us to schedule the implementation-related services outlined in this Agreement. We will not be liable for failure to meet any deadlines and milestones when such failure is due to Force Majeure or to the failure by your personnel to provide such cooperation and assistance (either through action or omission).

9. Personnel Review. Client shall have the right to request reasonable information regarding the Tyler personnel assigned to the project. Client has the right to request replacement of Tyler project personnel in the event the services provided by such personnel do not conform to the services warranty. Tyler will be permitted a reasonable opportunity to address the documented deficiencies in performance. Tyler will use commercially reasonable efforts to maintain the consistency of project personnel. Client will not be responsible for paying the time and costs related to briefing, training, or onboarding any new Tyler staff assigned to the project regardless of circumstance.

10. Maintenance and Support. For so long as you pay your SaaS Fees according to the this Agreement, then in addition to the terms set forth in the SLA and the Support Call Process, we will:

10.1 perform our maintenance and support obligations in a professional, good, and workmanlike manner, consistent with industry standards, to resolve Defects in the Tyler Software (subject to any applicable release life cycle policy);

10.2 provide support during our established support hours;

10.3 maintain personnel that are sufficiently trained to be knowledgeable with the Tyler Software and familiar with Third Party Software, if any, in order to provide maintenance and support services;

10.4 make available to you all releases to the Tyler Software (including, without limitation, updates and enhancements) that we make generally available without additional charge to customers and

10.5 provide non-Defect resolution support of prior releases of the Tyler Software in accordance with any applicable release life cycle policy.

We agree to provide you with reasonable notice if we intend to stop providing support services described above. We will use all reasonable efforts to perform support services remotely. Currently, we

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7 use a third-party secure unattended connectivity tool called Bomgar, as well as GotoAssist by Citrix.

Therefore, you agree to maintain a high-speed internet connection capable of connecting us to your PCs and server(s). You agree to provide us with a login account and local administrative privileges as we may reasonably require to perform remote services. We will, at our option, use the secure connection to assist with proper diagnosis and resolution, subject to any reasonably applicable security protocols. If we cannot resolve a support issue remotely, we may be required to provide onsite services. In such event, we will be responsible for our travel expenses, unless it is determined that the reason onsite support was required was a reason outside our control. Either way, you agree to provide us with full and free access to the Tyler Software, working space, adequate facilities within a reasonable distance from the equipment, and use of machines, attachments, features, or other equipment reasonably necessary for us to provide the maintenance and support services, all at no charge to us. We strongly recommend that you also maintain your VPN for backup connectivity purposes.

For the avoidance of doubt, SaaS Fees do not include the following services: (a) onsite support (unless Tyler cannot remotely correct a Defect in the Tyler Software, as set forth above); (b) application design; (c) other consulting services; or (d) support outside our normal business hours as listed in our thencurrent Support Call Process. Requested services such as those outlined in this section will be billed to you on a time and materials basis at our then current rates. You must request those services with at least one (1) weeks’ advance notice.

11. Support of Migration Modules. Beginning on the commencement of the initial term as set forth in Section F (1) of this Agreement, and contingent upon Client’s timely payment of annual SaaS Fees for Tyler Evergreen Modules, Client is entitled to receive, at no additional charge, maintenance and support for the Migration Modules until Tyler makes the Tyler Evergreen Modules available for use in live production.

SECTION D – THIRD PARTY PRODUCTS

1. Third Party Hardware. We will sell, deliver, and install onsite the Third Party Hardware, if you have purchased any, for the price set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy.

2. Third Party Software. As part of the SaaS Services, you will receive access to the Third Party Software and related documentation for internal business purposes only. Your rights to the Third Party Software will be governed by the Third Party Terms.

3. Third Party Products Warranties.

3.1 We are authorized by each Developer to grant access to the Third Party Software.

3.2 The Third Party Hardware will be new and unused, and upon payment in full, you will receive free and clear title to the Third Party Hardware.

3.3 You acknowledge that we are not the manufacturer of the Third Party Products. We do not warrant or guarantee the performance of the Third Party Products. However, we grant and pass through to you any warranty that we may receive from the Developer or supplier of the Third Party Products.

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8 4. Third Party Services. If you have purchased Third Party Services, those services will be provided by such third-party, and we will coordinate with them to ensure service provision for the Client in accordance with the requirements of this Agreement and at the rates set forth in the Investment Summary and in accordance with our Invoicing and Payment Policy.

SECTION E - INVOICING AND PAYMENT; INVOICE DISPUTES

1. Invoicing and Payment. We will invoice you the SaaS Fees and fees for other professional services in the Investment Summary per Exhibit B, subject to Section E(2).

2. Invoice Disputes. If you believe any delivered software or service does not conform to the warranties in this Agreement, you will provide us with written notice within thirty (30) days of your receipt of the applicable invoice. The written notice must contain reasonable detail of the issues you contend are in dispute so that we can confirm the issue and respond to your notice with either a justification of the invoice, an adjustment to the invoice, or a proposal addressing the issues presented in your notice. We will work with you as may be necessary to develop an action plan that outlines reasonable steps to be taken by each of us to resolve any issues presented in your notice.

You may withhold payment of the amount(s) actually in dispute, and only those amounts, until we complete the action items outlined in the plan. If we are unable to complete the action items outlined in the action plan because of your failure to complete the items agreed to be done by you, then you will remit full payment of the invoice. We reserve the right to suspend delivery of all SaaS Services, including maintenance and support services, if you fail to pay an invoice not disputed as described above within thirty (30)days of notice of our intent to do so.

SECTION F – TERM AND TERMINATION

1. Term. The initial term of this Agreement is three (3) years, commencing on July 1, 2024, unless earlier terminated as set forth below. Upon expiration of the initial term, this Agreement will renew automatically for additional one (1) year renewal terms at our then-current SaaS Fees unless terminated in writing by either party at least thirty (30)days prior to the end of the then-current renewal term. Your right to access or use the Tyler Software and the SaaS Services will terminate at the end of this Agreement.

2. Termination. This Agreement may be terminated as set forth below. In the event of termination, you will pay us for all undisputed fees and expenses related to the software, products, and/or services you have received, or we have incurred or delivered, prior to the effective date of termination. Disputed fees and expenses in all terminations other than your termination for cause must have been submitted as invoice disputes in accordance with Section E(2).

2.1 Failure to Pay SaaS Fees. You acknowledge that continued access to the SaaS Services is contingent upon your timely payment of SaaS Fees. If you fail to timely pay the SaaS Fees, we may, in accordance with Section E(2) above, discontinue the SaaS Services and deny your access to the Tyler Software. We may also terminate this Agreement if you don’t cure such failure to pay within forty-five (45) days of receiving written notice of our intent to terminate.

2.2 For Cause. If you believe we have materially breached this Agreement, you will invoke the Dispute Resolution clause set forth in Section H(3). You may terminate this Agreement for cause in the event we do not cure, or create a mutually agreeable action plan to address, a material

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9 breach of this Agreement within the thirty (30) day window set forth in Section H(3).

2.3 Force Majeure. Either party has the right to terminate this Agreement if a Force Majeure event suspends performance of the SaaS Services for a period of forty-five (45) days or more.

2.4 Lack of Appropriations. If you should not appropriate or otherwise make available funds sufficient to utilize the SaaS Services, you may unilaterally terminate this Agreement upon thirty (30) days written notice to us. You will not be entitled to a refund or offset of previously paid, but unused SaaS Fees. You agree not to use termination for lack of appropriations as a substitute for termination for convenience.

SECTION G – INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE

1. Intellectual Property Infringement Indemnification.

1.1 We will defend you against any third party claim(s) that the Tyler Software or Documentation infringes that third party’s patent, copyright, or trademark, or misappropriates its trade secrets, and will pay the amount of any resulting adverse final judgment (or settlement to which we consent). You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense.

1.2 Our obligations under this Section G(1) will not apply to the extent the claim or adverse final judgment is based on your use of the Tyler Software in contradiction of this Agreement, including with non-licensed third parties, or your willful infringement.

1.3 If we receive information concerning an infringement or misappropriation claim related to the Tyler Software, we may, at our expense either: (a) procure for you the right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent, in which case you will stop running the allegedly infringing Tyler Software immediately. Alternatively, we may decide to litigate the claim to judgment, in which case you may continue to use the Tyler Software consistent with the terms of this Agreement.

1.4 If an infringement or misappropriation claim is fully litigated and your use of the Tyler Software is enjoined by a court of competent jurisdiction, in addition to paying any adverse final judgment (or settlement to which we consent), we will, at our option, either: (a) procure the right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent. This section provides your exclusive remedy for third party copyright, patent, or trademark infringement and trade secret misappropriation claims.

2. General Indemnification.

2.1 We will indemnify and hold harmless you and your agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent caused by our negligence or willful misconduct; or (b) our violation of PCI-DSS requirements or a law applicable to our performance under this Agreement. You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to

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10 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 (a) personal injury or property damage to the extent caused by your negligence or willful misconduct; or (b) your violation of a law applicable to your performance under this Agreement.

We will notify you promptly in writing of the claim and will give you sole control over its defense or settlement. We agree to provide you with reasonable assistance, cooperation, and information in defending the claim at your expense.

3. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO

THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL OTHER

WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT

NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. CLIENT UNDERSTANDS AND AGREES THAT TYLER DISCLAIMS ANY LIABILITY FOR ERRORS THAT RELATE TO USER ERROR..

4. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT,

OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT, WHETHER BASED ON A THEORY

OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO

YOUR ACTUAL DIRECT DAMAGES, NOT TO EXCEED (A) DURING THE INITIAL TERM, AS SET FORTH IN SECTION F(1), TOTAL FEES PAID AS OF THE TIME OF THE CLAIM; OR (B) DURING ANY RENEWAL TERM, THE THEN-CURRENT ANNUAL SAAS FEES PAYABLE IN THAT RENEWAL TERM. THE PARTIES

ACKNOWLEDGE AND AGREE THAT THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN

RELIANCE UPON THIS LIMITATION OF LIABILITY AND TO THE MAXIMUM EXTENT ALLOWED UNDER

APPLICABLE LAW, THE EXCLUSION OF CERTAIN DAMAGES, AND EACH SHALL APPLY REGARDLESS OF THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY REMEDY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE SUBJECT TO SECTIONS G(1) AND G(2).

5. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,

IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR

CONSEQUENTIAL DAMAGES WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6. Insurance. During the course of performing services under this Agreement, we agree to maintain the following levels of insurance: (a) Commercial General Liability of at least $1,000,000; (b) Automobile Liability of at least $1,000,000; (c) Professional Liability of at least $1,000,000; (d) Workers Compensation complying with applicable statutory requirements; and (e) Excess/Umbrella Liability of at least $5,000,000. We will add you as an additional insured to our Commercial General Liability and Automobile Liability policies, which will automatically add you as an additional insured to our Excess/Umbrella Liability policy as well. We will provide you with copies of certificates of insurance following the execution of this Agreement.

SECTION H – GENERAL TERMS AND CONDITIONS

1. Additional Products and Services. You may purchase additional products and services at the rates

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11 set forth in the Investment Summary for twenty-four(24) months from the Effective Date by executing a mutually agreed addendum. If no rate is provided in the Investment Summary, or those twenty-four (24) months have expired, you may purchase additional products and services at our then-current list price, also by executing a mutually agreed addendum. The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the addendum.

2. Optional Items. Pricing for any listed optional products and services in the Investment Summary will be valid for twelve (12) months from the Effective Date.

3. Dispute Resolution. You agree to provide us with written notice within thirty (30) days of becoming aware of a dispute. You agree to cooperate with us in trying to reasonably resolve all disputes, including, if requested by either party, appointing a senior representative to meet and engage in good faith negotiations with our appointed senior representative. Senior representatives will convene within thirty (30) days of the written dispute notice, unless otherwise agreed. All meetings and discussions between senior representatives will be deemed confidential settlement discussions not subject to disclosure under Federal Rule of Evidence 408 or any similar applicable state rule. If we fail to resolve the dispute, then the parties shall participate in non-binding mediation in an effort to resolve the dispute. If the dispute remains unresolved after mediation, then either of us may assert our respective rights and remedies in a court of competent jurisdiction. Nothing in this section shall prevent you or us from seeking necessary injunctive relief during the dispute resolution procedures.

4. Taxes. The fees in the Investment Summary do not include any taxes, including, without limitation, sales, use, or excise tax. If you are a tax-exempt entity, you agree to provide us with a tax-exempt certificate. Otherwise, we will pay all applicable taxes to the proper authorities and you will reimburse us for such taxes. If you have a valid direct-pay permit, you agree to provide us with a copy. For clarity, we are responsible for paying our income taxes, both federal and state, as applicable, arising from our performance of this Agreement.

5. Nondiscrimination. We will not discriminate against any person employed or applying for employment concerning the performance of our responsibilities under this Agreement. This discrimination prohibition will apply to all matters of initial employment, tenure, and terms of employment, or otherwise with respect to any matter directly or indirectly relating to employment concerning race, color, religion, national origin, age, sex, sexual orientation, ancestry, disability that is unrelated to the individual's ability to perform the duties of a particular job or position, height, weight, marital status, or political affiliation. We will post, where appropriate, all notices related to nondiscrimination as may be required by applicable law.

6. E-Verify. We have complied, and will comply, with the E-Verify procedures administered by the U.S.

Citizenship and Immigration Services Verification Division for all of our employees assigned to your project.

7. Subcontractors. We will not subcontract any services under this Agreement without your prior written consent, not to be unreasonably withheld.

8. Binding Effect; No Assignment. This Agreement shall be binding on, and shall be for the benefit of, either your or our successor(s) or permitted assign(s). Neither party may assign this Agreement without the prior written consent of the other party; provided, however, your consent is not

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12 required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or purchase of substantially all of our assets.

9. Force Majeure. Except for your payment obligations, neither party will be liable for delays in performing its obligations under this Agreement to the extent that the delay is caused by Force Majeure; provided, however, that within ten (10) business days of the Force Majeure event, the party whose performance is delayed provides the other party with written notice explaining the cause and extent thereof, as well as a request for a reasonable time extension equal to the estimated duration of the Force Majeure event.

10. No Intended Third Party Beneficiaries. This Agreement is entered into solely for the benefit of you and us. No third party will be deemed a beneficiary of this Agreement, and no third party will have the right to make any claim or assert any right under this Agreement. This provision does not affect the rights of third parties under any Third Party Terms.

11. Entire Agreement; Amendment. This Agreement represents the entire agreement between you and us with respect to the subject matter hereof, and supersedes any prior agreements, understandings, and representations, whether written, oral, expressed, implied, or statutory. Purchase orders submitted by you, if any, are for your internal administrative purposes only, and the terms and conditions contained in those purchase orders will have no force or effect. This Agreement may only be modified by a written amendment signed by an authorized representative of each party.

12. Severability. If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will be considered valid and enforceable to the fullest extent permitted by law.

13. No Waiver. In the event that the terms and conditions of this Agreement are not strictly enforced by either party, such non-enforcement will not act as or be deemed to act as a waiver or modification of this Agreement, nor will such non-enforcement prevent such party from enforcing each and every term of this Agreement thereafter.

14. Independent Contractor. We are an independent contractor for all purposes under this Agreement.

15. Notices. All notices or communications required or permitted as a part of this Agreement, such as notice of an alleged material breach for a termination for cause or a dispute that must be submitted to dispute resolution, must be in writing and will be deemed delivered upon the earlier of the following: (a) actual receipt by the receiving party; (b) upon receipt by sender of a certified mail, return receipt signed by an employee or agent of the receiving party; (c) upon receipt by sender of proof of email delivery; or (d) if not actually received, five (5) days after deposit with the United States Postal Service authorized mail center with proper postage (certified mail, return receipt requested) affixed and addressed to the other party at the address set forth on the signature page hereto or such other address as the party may have designated by proper notice. The consequences for the failure to receive a notice due to improper notification by the intended receiving party of a change in address will be borne by the intended receiving party.

16. Client Lists. We may identify you by name in client lists. We my only identify you in marketing presentations and promotional materials with your prior written consent.

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13 17. Confidentiality. Both parties recognize that their respective employees and agents, in the course of performance of this Agreement, may be exposed to confidential information and that disclosure of such information could violate rights to private individuals and entities, including the parties.

Confidential information is nonpublic information that a reasonable person would believe to be confidential and includes, without limitation, personal identifying information (e.g., social security numbers) and trade secrets, each as defined by applicable state law. Each party agrees that it will not disclose any confidential information of the other party and further agrees to take all reasonable and appropriate action to prevent such disclosure by its employees or agents. The confidentiality covenants contained herein will survive the termination or cancellation of this Agreement. This obligation of confidentiality will not apply to information that:
(a) is in the public domain, either at the time of disclosure or afterwards, except by breach of this Agreement by a party or its employees or agents;
(b) a party can establish by reasonable proof was in that party's possession at the time of initial disclosure;
(c) a party receives from a third party who has a right to disclose it to the receiving party; or (d) is the subject of a legitimate disclosure request under the open records laws or similar applicable public disclosure laws governing this Agreement; provided, however, that in the event you receive an open records or other similar applicable request, you will give us prompt notice and otherwise perform the functions required by applicable law.

18. Quarantining of Client Data. Some services provided by Tyler require us to be in possession of your Data. In the event we detect malware or other conditions associated with your Data that are reasonably suspected of putting Tyler resources or other Tyler clients’ data at risk, we reserve the absolute right to move your Data from its location within a multi-tenancy Tyler hosted environment to an isolated “quarantined” environment without advance notice. Your Data will remain in such quarantine for a period of at least six (6) months during which time we will review the Data, and all traffic associated with the Data, for signs of malware or other similar issues. If no issues are detected through such reviews during the six (6) month period of quarantine, we will coordinate with you the restoration of your Data to a non-quarantined environment. In the event your Data must remain in quarantine beyond this six (6) month period through no fault of Tyler’s, we reserve the right to require payment of additional fees for the extended duration of quarantine. We will provide an estimate of what those costs will be upon your request.

19. Business License. In the event a local business license is required for us to perform services hereunder, you will promptly notify us and provide us with the necessary paperwork and/or contact information so that we may timely obtain such license.

20. Governing Law. This Agreement will be governed by and construed in accordance with the laws of your state of domicile, without regard to its rules on conflicts of law.

21. Multiple Originals and Authorized Signatures. This Agreement may be executed in multiple originals, any of which will be independently treated as an original document. Any electronic, faxed, scanned, photocopied, or similarly reproduced signature on this Agreement or any amendment hereto will be deemed an original signature and will be fully enforceable as if an original signature.

Each party represents to the other that the signatory set forth below is duly authorized to bind that party to this Agreement.

22. Cooperative Procurement. To the maximum extent permitted by applicable law, we agree that this

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14 Agreement may be used as a cooperative procurement vehicle by eligible jurisdictions. We reserve the right to negotiate and customize the terms and conditions set forth herein, including but not limited to pricing, to the scope and circumstances of that cooperative procurement.

23. Data & Insights Solution Terms. Your use of certain Tyler solutions includes Tyler’s Data & Insights data platform. Your rights, and the rights of any of your end users, to use Tyler’s Data & Insights data platform is subject to the Data & Insights SaaS Services Terms of Service, available at https://www.tylertech.com/terms/data-insights-saas-services-terms-of-service. By signing a Tyler Agreement or Order Form, or accessing, installing, or using any of the Tyler solutions listed at the linked terms, you certify that you have reviewed, understand, and agree to said terms.

24. Contract Documents. This Agreement includes the following exhibits:

Exhibit A Investment Summary
Schedule 1: Migration Modules
Exhibit B Invoicing and Payment Policy
Schedule 1: Business Travel Policy
Exhibit C Service Level Agreement
Schedule 1: Support Call Process
Exhibit D Third Party Terms
Exhibit E Statement of Work
IN WITNESS WHEREOF, a duly authorized representative of each party has executed this Agreement as of the date(s) set forth below.

Tyler Technologies, Inc. City of Hemet, California
By: By:

Name: Name:

Title: Title:

Date: Date:

Address for Notices: Address for Notices:

Tyler Technologies, Inc. City of Hemet
One Tyler Drive 450 E. Latham Ave.

Yarmouth, ME 04096 Hemet, CA 92543-4224
Attention: Chief Legal Officer Attention: ______________________________

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Exhibit A
Schedule 1
1 Exhibit A
Investment Summary
The following Investment Summary details the software and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date, despite any expiration date in the Investment Summary that may have lapsed as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. In the event of conflict between the Agreement and terms in the Comments section of this Investment Summary, the language in the Agreement will prevail.

See following pages.

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Exhibit A
Schedule 1
2

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Schedule 1
3

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Schedule 1
4

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Schedule 1
5

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Schedule 1
6

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Schedule 1
7

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Schedule 1
8

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Exhibit A
Schedule 1
9

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Exhibit A
Schedule 1
10

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Exhibit A
Schedule 1
11 Exhibit A
Schedule 1
Migration Modules
• GL/AP Support
• Fixed Assets Support
• Accounts Receivable Support
• Purchasing Support
• Human Resources Support
• Human Resources Support Web
• Payroll/Position Control Support
• Administration Support
• Utility Billing Support
• Parcel Manager Support
• Licensing Support
• Cash Register Interface Support
• Handhelds Support
• Data Dictionaries Support
• CASS Support

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Exhibit B
1 Exhibit B
Invoicing and Payment Policy
We will provide you with the software and services set forth in the Investment Summary of the Agreement. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement.

Invoicing: We will invoice you for the applicable software and services in the Investment Summary as set forth below. Your rights to dispute any invoice are set forth in the Agreement.

1. SaaS Fees. SaaS Fees are invoiced on an annual basis, beginning on the commencement of the initial term as set forth in Section F (1) of this Agreement. Your annual SaaS fees for the initial term are set forth in the Investment Summary. Upon expiration of the initial three (3) year term, your annual SaaS fees will not increase more than three percent (3%) per year for the first seven (7) annual renewals. After year ten (10), your SaaS fees will be at our then-current rates.

2. Other Tyler Software and 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 your acceptance of the Best Practice Recommendations, by module, and 50% upon your acceptance of custom desktop procedures, by module. If you have purchased any Business Process Consulting services and they are quoted as an estimate, then we will bill you the actual services delivered on a time and materials basis.

2.3 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 specifications after the 30-day window has passed. You may still report Defects to us as set forth in this Agreement.

2.5 Other Fixed Price Services: Other fixed price services are invoiced as delivered, at the rates set forth in the Investment Summary. For the avoidance of doubt, where “Project Planning Services” are provided, payment will be due upon delivery of the Implementation Planning document. 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 Web Services: Annual fees for web services are payable in advance, commencing upon the

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Exhibit B
2 availability of the service. Your annual fees for the initial term are set forth in the Investment Summary. Upon expiration of the initial term, your annual fees will be at our then-current rates.

2.7 Annual Services: Unless otherwise indicated in this Exhibit B, fees for annual services are due annually, in advance, commencing on the availability of the service. Your annual fees for the initial term are set forth in the Investment Summary. Upon expiration of the initial term, your annual fees will be at our then-current rates.

3. Third Party Products and Hardware.

3.1 Third Party Software License Fees: License fees for Third Party Software, if any, are invoiced when we make it available to you for downloading.

3.2 Third Party Software Maintenance: The first year maintenance fee for the Third Party Software is invoiced when we make it available to you for downloading. Subsequent annual maintenance fees for Third Party Software are invoiced annually, in advance, at thencurrent rates, upon each anniversary thereof.

3.3 Hardware: Third Party Hardware costs, if any, are invoiced upon delivery.

3.4 Hardware Maintenance: The first year maintenance fee for Hardware is invoiced upon delivery of the hardware. Subsequent annual maintenance fees for hardware are invoiced annually, in advance, at then-current rates, upon each anniversary thereof.

3.5 Third Party Services: Fees for Third Party Services, if any, are invoiced as delivered, along with applicable expenses, at the rates set forth in the Investment Summary.

3.6 Third Party SaaS: Third Party SaaS Services fees, if any, are invoiced annually, in advance, commencing with availability of the respective Third Party SaaS Services. Pricing for the first year of Third Party SaaS Services is indicated in the Investment Summary. Pricing for subsequent years will be at the respective third party’s then-current rates.

4. Transaction Fees. Unless paid directly by an end user at the time of transaction, per transaction (call, message, etc.) fees are invoiced on a quarterly basis. Fees are indicated in the Investment Summary and may be increased by Tyler upon notice of no less than thirty (30) days.

5. Expenses. The service rates in the Investment Summary do not include travel expenses.

Expenses for Tyler delivered services will be billed as incurred and only in accordance with our then-current the Business Travel Policy, attached to this Exhibit B as 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 twentyfive dollars and mileage logs are not available. Notwithstanding anything to the contrary in the Business Travel Policy, Tyler and Client agree that international travel is not authorized under this Agreement.

Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date. We prefer to receive payments electronically. Our electronic payment information is available by contacting [email protected].

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Exhibit B
Schedule 1
1 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.

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Exhibit B
Schedule 1
2 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.

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Exhibit B
Schedule 1
3 Employees are not authorized to reserve non-traditional short-term lodging, such as Airbnb, VRBO, and HomeAway. Employees who elect to make such reservations shall not be reimbursed.

4. Meals and Incidental Expenses
Employee meals and incidental expenses while on travel status within the continental U.S. are in accordance with the federal per diem rates published by the General Services Administration.

Incidental expenses include tips to maids, hotel staff, and shuttle drivers and other minor travel expenses. Per diem rates are available at www.gsa.gov/perdiem.

Per diem for Alaska, Hawaii, U.S. protectorates and international destinations are provided separately by the Department of State and will be determined as required.

A. Overnight Travel
For each full day of travel, all three meals are reimbursable. Per diems on the first and last day of a trip are governed as set forth below.

Departure Day
Depart before 12:00 noon Lunch and dinner
Depart after 12:00 noon
Return Day
Dinner
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.

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Exhibit B
Schedule 1
4 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.

22.H.

Exhibit C
1 Exhibit C

SERVICE LEVEL AGREEMENT
I. Agreement Overview
This SLA operates in conjunction with, and does not supersede or replace any part of, the Agreement. It outlines the information technology service levels that we will provide to you to ensure the availability of the application services that you have requested us to provide. All other support services are documented in the Support Call Process. This SLA does not apply to any Third Party SaaS Services. All other support services are documented in the Support Call Process.

II. Definitions. Except as defined below, all defined terms have the meaning set forth in the Agreement.

Actual Attainment: The percentage of time the Tyler Software is available during a calendar month, calculated as follows: (Service Availability – Downtime) ÷ Service Availability.

Client Error Incident: Any service unavailability resulting from your applications, content or equipment, or the acts or omissions of any of your service users or third-party providers over whom we exercise no control.

Downtime: Those minutes during Service Availability, as defined below, when all users cannot launch, login, search or save primary data in the Tyler Software. Downtime does not include those instances in which only a Defect is present.

Emergency Maintenance Window: (1) maintenance that is required to patch a critical security vulnerability; (2) maintenance that is required to prevent an imminent outage of Service Availability; or (3) maintenance that is mutually agreed upon in writing by Tyler and the Client.

Planned Downtime: Downtime that occurs during a Standard or Emergency Maintenance window.

Service Availability: The total number of minutes in a calendar month that the Tyler Software is capable of receiving, processing, and responding to requests, excluding Planned Downtime, Client Error Incidents, denial of service attacks and Force Majeure. Service Availability only applies to Tyler Software being used in the live production environment.

Standard Maintenance: Routine maintenance to the Tyler Software and infrastructure. Standard Maintenance is limited to five (5) hours per week.

III. Service Availability
a. Your Responsibilities
Whenever you experience Downtime, you must make a support call according to the procedures outlined in the Support Call Process. You will receive a support case number. b. Our Responsibilities

22.H.

Exhibit C
2 When our support team receives a call from you that Downtime has occurred or is occurring, we will work with you to identify the cause of the Downtime (including whether it may be the result of Planned Downtime, a Client Error Incident, denial of service attack or Force Majeure). We will also work with you to resume normal operations.
c. Client Relief
Our targeted Attainment Goal is 100%. You may be entitled to credits as indicated in the Client Relief Schedule found below. Your relief credit is calculated as a percentage of the SaaS Fees paid for the calendar month.

In order to receive relief credits, you must submit a request through one of the channels listed in our Support Call Process within fifteen days (15) of the end of the applicable month. We will respond to your relief request within thirty (30) day(s) of receipt.

The total credits confirmed by us will be applied to the SaaS Fee for the next billing cycle. Issuing of such credit does not relieve us of our obligations under the Agreement to correct the problem which created the service interruption.

Credits are only payable when Actual Attainment results in eligibility for credits in consecutive months and only for such consecutive months.

Client Relief Schedule
Actual Attainment Client Relief

99.99% - 99.70% Remedial action will be taken

99.69% - 98.50% 2% of SaaS Fees paid for applicable month

98.49% - 97.50% 4% of SaaS Fees paid for applicable month

97.49% - 96.50% 6% of SaaS Fees paid for applicable month

96.49% - 95.50% 8% of SaaS Fees paid for applicable month Below 95.50% 10% of SaaS Fees paid for applicable month * Notwithstanding language in the Agreement to the contrary, Recovery Point Objective is one (1) hour.

IV. Maintenance Notifications
We perform Standard Maintenance during limited windows that are historically known to be reliably low-traffic times. If and when maintenance is predicted to occur during periods of higher traffic, we will provide advance notice of those windows and will coordinate to the greatest extent possible with you.

Not all maintenance activities will cause application unavailability. However, if Tyler anticipates that activities during a Standard or Emergency Maintenance window may make the Tyler Software unavailable, we will provide advance notice, as reasonably practicable, that the Tyler Software will be unavailable during the maintenance window.

22.H.

Exhibit C
Schedule 1
1 Exhibit C
Schedule 1
Support Call Process
Support Channels
Tyler Technologies, Inc. provides the following channels of software support for authorized users*:
(1) On-line submission (portal) – for less urgent and functionality-based questions, users may create support incidents through the Tyler Customer Portal available at the Tyler Technologies website.

A built-in Answer Panel provides users with resolutions to most “how-to” and configurationbased questions through a simplified search interface with machine learning, potentially eliminating the need to submit the support case.
(2) Email – for less urgent situations, users may submit emails directly to the software support group.
(3) Telephone – for urgent or complex questions, users receive toll-free, telephone software support.
* Channel availability may be limited for certain applications.

Support Resources
A number of additional resources are available to provide a comprehensive and complete support experience:
(1) Tyler Website – www.tylertech.com – for accessing client tools, documentation, and other information including support contact information.
(2) Tyler Search -a knowledge based search engine that lets you search multiple sources simultaneously to find the answers you need, 24x7.
(3) Tyler Community –provides a venue for all Tyler clients with current maintenance agreements to collaborate with one another, share best practices and resources, and access documentation. (4) Tyler University – online training courses on Tyler products.

Support Availability
Tyler Technologies support is available during the local business hours of 8 AM to 5 PM (Monday – Friday) across four US time zones (Pacific, Mountain, Central and Eastern). Tyler’s holiday schedule is outlined below. There will be no support coverage on these days.

New Year’s Day Labor Day
Martin Luther King, Jr. Day Thanksgiving Day
Memorial Day Day after Thanksgiving
Independence Day Christmas Day
For support teams that provide after-hours service, we will provide you with procedures for contacting

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Exhibit C
Schedule 1
2 support staff after normal business hours for reporting Priority Level 1 Defects only. Upon receipt of such a Defect notification, we will use commercially reasonable efforts to meet the resolution targets set forth below.

We will also make commercially reasonable efforts to be available for one pre-scheduled Saturday of each month to assist your IT staff with applying patches and release upgrades, as well as consulting with them on server maintenance and configuration of the Tyler Software environment.

Incident Handling
Incident Tracking
Every support incident is logged into Tyler’s Customer Relationship Management System and given a unique case number. This system tracks the history of each incident. The case number is used to track and reference open issues when clients contact support. Clients may track incidents, using the case number, through Tyler’s Customer Portal or by calling software support directly.

Incident Priority
Each incident is assigned a priority level, which corresponds to the Client’s needs. Tyler and the Client will reasonably set the priority of the incident per the chart below. This chart is not intended to address every type of support incident, and certain “characteristics” may or may not apply depending on whether the Tyler software has been deployed on customer infrastructure or the Tyler cloud. The goal is to help guide the Client towards clearly understanding and communicating the importance of the issue and to describe generally expected response and resolution targets in the production environment only.

References to a “confirmed support incident” mean that Tyler and the Client have successfully validated the reported Defect/support incident.

Priority
Level Characteristics of Support Incident Resolution Targets* 1 Critical
Support incident that causes (a)
complete application failure or
application unavailability; (b)
application failure or unavailability in
one or more of the client’s remote
location; or (c) systemic loss of
multiple essential system functions.

Tyler shall provide an initial response to Priority Level 1 incidents within one (1) business hour of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents or provide a
circumvention procedure within one (1) business
day. For non-hosted customers, Tyler’s responsibility
for lost or corrupted data is limited to assisting the
Client in restoring its last available database.

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Exhibit C
Schedule 1
3 Priority
Level Characteristics of Support Incident Resolution Targets* 2 High
Support incident that causes (a)
repeated, consistent failure of
essential functionality affecting more
than one user or (b) loss or corruption
of data.

Tyler shall provide an initial response to Priority Level 2 incidents within four (4) business hours of receipt of the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents or provide a
circumvention procedure within ten (10) business
days. For non-hosted customers, Tyler’s
responsibility for loss or corrupted data is limited to assisting the Client in restoring its last available
database.
3 Medium
Priority Level 1 incident with an
existing circumvention procedure, or
a Priority Level 2 incident that affects
only one user or for which there is an
existing circumvention procedure.

Tyler shall provide an initial response to Priority Level 3 incidents within one (1) business day of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents without the need for a
circumvention procedure with the next published
maintenance update or service pack, which shall
occur at least quarterly. For non-hosted customers,
Tyler’s responsibility for lost or corrupted data is
limited to assisting the Client in restoring its last
available database.
4 Noncritical
Support incident that causes failure of
non-essential functionality or a
cosmetic or other issue that does not
qualify as any other Priority Level.

Tyler shall provide an initial response to Priority Level 4 incidents within two (2) business days of receipt of
the incident. Once the incident has been confirmed,
Tyler shall use commercially reasonable efforts to
resolve such support incidents, as well as cosmetic
issues, with a future version release.
*Response and Resolution Targets may differ by product or business need.

Incident Escalation
If Tyler is unable to resolve any priority level 1 or 2 defect as listed above or the priority of an issue has elevated since initiation, you may escalate the incident to the appropriate resource, as outlined by each product support team. The corresponding resource will meet with you and any Tyler staff to establish a mutually agreeable plan for addressing the defect.

Remote Support Tool
Some support calls may require further analysis of the Client’s database, processes or setup to diagnose a problem or to assist with a question. Tyler will, at its discretion, use an industry-standard remote support tool. Tyler’s support team must have the ability to quickly connect to the Client’s system and view the site’s setup, diagnose problems, or assist with screen navigation. More information about the remote support tool Tyler uses is available upon request.

22.H.

Exhibit D
1 Exhibit D
Third Party Terms
DocOrigin Terms. Your use of Tyler Forms software and forms is subject to the DocOrigin End User License Agreement available for download here: https://eclipsecorp.us/eula/. By signing a Tyler Agreement or Order Form including Tyler forms software or forms, or accessing, installing, or using Tyler Forms software or forms, you agree that you have read, understood, and agree to such terms.

Pattern Stream Terms. Your use of Pattern Stream software and services is subject to the terms found here: https://www.tylertech.com/terms/finite-matters-ltd-consolidated-terms. By signing a Tyler Agreement or Order Form, or accessing, installing, or using Pattern Stream software or services, you agree that you have read, understood, and agree to such terms.

ThinPrint Terms. Your use of Tyler Forms software and forms is subject to the End User License Agreement terms for ThinPrint Engine, ThinPrint License Server, and Connected Gateway found here: https://www.thinprint.com/en/legal-notes/eula/. By signing a Tyler Agreement or Order Form, or accessing, installing, or using Tyler Forms software or forms, you agree that you have read, understood, and agree to such terms.

Twilio Acceptable Use Policy. Your use of the Tyler solutions listed below includes functionality provided by a Third Party Developer, Twilio. Your rights, and the rights of any of your end users, to use said functionality are subject to the terms of the Twilio Acceptable Use Policy, available at http://www.twilio.com/legal/aup. By signing a Tyler Agreement or Order Form, or accessing, installing, or using any such Tyler solution, you certify that you have reviewed, understand and agree to said terms. Tyler hereby disclaims any and all liability related to your or your end user’s failure to abide by the terms of the Twilio Acceptable Use Policy. Any liability for failure to abide by said terms shall rest solely with the person or entity whose conduct violated said terms. • Electronic Warrants
• Online Dispute Resolution
• Enterprise Justice Notifications Add On (text notifications) • Absence & Substitute
• Notify
• Enterprise Jury Manager
• Enterprise Supervision
• Virtual Court

22.H.

Exhibit E
2 Exhibit E
Statement of Work
See following pages.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

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Exhibit E
3 Hemet, CA
SOW from Tyler Technologies, Inc.
3/7/2024
Presented to:

City of Hemet CA
450 E Latham Ave
Hemet, CA 92543
Contact:

Rich Boven
Email: [email protected]
1 Tyler Drive Yarmouth, Maine 04096

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | i
Table of Contents
PART 1: EXECUTIVE SUMMARY...............................................................................................................1 Project Overview............................................................................................................................. 1 Introduction ........................................................................................................................................ 1 Project Goals....................................................................................................................................... 1 Methodology....................................................................................................................................... 1 PART 2: PROJECT FOUNDATION .............................................................................................................3 Project Governance ......................................................................................................................... 3 Project Scope Control ...................................................................................................................... 4 Managing Scope and Project Change ................................................................................................. 4 Change Control ................................................................................................................................... 4 Change Request Management............................................................................................................ 4 Acceptance Process ......................................................................................................................... 6 Roles and Responsibilities................................................................................................................ 6 Tyler Roles & Responsibilities............................................................................................................. 6 Tyler Executive Manager............................................................................................................. 7 Tyler Implementation Manager.................................................................................................. 7 Tyler Project Manager................................................................................................................. 7 Tyler Implementation Consultant............................................................................................... 8 Tyler Sales ................................................................................................................................... 8 Tyler Technical Services.............................................................................................................. 8 City Roles & Responsibilities............................................................................................................... 9 City Executive Sponsor................................................................................................................ 9 City Steering Committee............................................................................................................. 9 City Project Manager .................................................................................................................. 9 City Functional Leads ................................................................................................................ 11 City Power Users....................................................................................................................... 11 City End Users ........................................................................................................................... 12 City Technical Lead.................................................................................................................... 12 City Change Management Lead ................................................................................................ 13 PART 3: PROJECT PLAN........................................................................................................................... 14 Project Stages.................................................................................................................................14 Initiate and Plan ................................................................................................................................ 15 Initial Coordination ................................................................................................................... 15 Project/Phase Planning ............................................................................................................. 16 Infrastructure Planning ............................................................................................................. 17

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | ii
Stakeholder Meeting................................................................................................................. 18 GIS Preparation ......................................................................................................................... 19 Control Point 1: Initiate & Plan Stage Acceptance.................................................................... 20 Assess & Define................................................................................................................................. 20 Solution Orientation.................................................................................................................. 20 Current & Future State Analysis................................................................................................ 21 Conversion Assessment ............................................................................................................ 22 Intentionally left blank.............................................................................................................. 23 Intentionally left blank.............................................................................................................. 23 Control Point 2: Assess & Define Stage Acceptance................................................................. 23 Prepare Solution ............................................................................................................................... 24 Initial System Deployment........................................................................................................ 24 Configuration ............................................................................................................................ 25 Process Refinement .................................................................................................................. 26 Conversion Delivery .................................................................................................................. 27 Intentionally left blank.............................................................................................................. 29 Intentionally left blank.............................................................................................................. 29 Control Point 3: Prepare Solution Stage Acceptance................................................................ 29 Production Readiness ....................................................................................................................... 29 Solution Validation.................................................................................................................... 30 Go-Live Readiness..................................................................................................................... 30 End User Training...................................................................................................................... 31 Control Point 4: Production Readiness Stage Acceptance........................................................ 33 Production......................................................................................................................................... 33 Go-Live ...................................................................................................................................... 33 Transition to Client Services...................................................................................................... 34 Post Go-Live Activities............................................................................................................... 35 Control Point 5: Production Stage Acceptance......................................................................... 36 Close.................................................................................................................................................. 36 Phase Closeout.......................................................................................................................... 37 Project Closeout........................................................................................................................ 38 Control Point 6: Close Stage Acceptance.................................................................................. 39 General Assumptions......................................................................................................................39 Project............................................................................................................................................... 39 Organizational Change Management ............................................................................................... 39 Resources and Scheduling ................................................................................................................ 40 Data................................................................................................................................................... 40 Facilities............................................................................................................................................. 41 Glossary .........................................................................................................................................42 PART 4: APPENDICES ............................................................................................................................... 45 Conversion .....................................................................................................................................45 Accounting COA ........................................................................................................................ 45

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | iii
Accounting - Actuals.................................................................................................................. 45 Accounting - Budgets................................................................................................................ 45 Accounts Payable ...................................................................................................................... 45 Accounts Payable - Checks........................................................................................................ 45 Accounts Payable - Invoices...................................................................................................... 45 Capital Assets Master................................................................................................................ 45 Contracts................................................................................................................................... 45 General Billing........................................................................................................................... 46 General Billing – Bills................................................................................................................. 46 General Billing – Recurring Invoices.......................................................................................... 46 Purchase Orders........................................................................................................................ 46 Utility Billing .............................................................................................................................. 46 Utility Billing –Backflow............................................................................................................. 46 Utility Billing –Balance Forward AR........................................................................................... 46 Utility Billing –Budget Billing..................................................................................................... 46 Utility Billing –Consumption History ......................................................................................... 47 Utility Billing –Flat Inventory/Containers.................................................................................. 47 Utility Billing –Assessments ...................................................................................................... 47 Utility Billing – Work Orders ..................................................................................................... 47 Utility Billing –Services.............................................................................................................. 47 Human Resources Management............................................................................................... 47 Payroll – Certifications.............................................................................................................. 47 Payroll – Education ................................................................................................................... 47 Payroll – PM Action History ...................................................................................................... 47 Payroll – Position Control.......................................................................................................... 48 Payroll – Recruiting ................................................................................................................... 48 Payroll – Accrual Balances......................................................................................................... 48 Payroll – Accumulators ............................................................................................................. 48 Payroll – Check History ............................................................................................................. 48 Payroll – Earning/Deduction Hist.............................................................................................. 48 Payroll - Deductions.................................................................................................................. 48 Payroll – State Retirement Tables............................................................................................. 48 Additional Appendices................................................................................................................49 Project Timeline........................................................................................................................... 1 ERP Project Timeline ........................................................................................................................... 1

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 1
Part 1: Executive Summary
Project Overview
Introduction
Tyler Technologies (“Tyler”) is the largest and most established provider of integrated software and technology services focused solely on the public sector. Tyler’s end-to-end solutions empower public sector entities including local, state, provincial and federal government, to operate more efficiently and connect more transparently with their constituents and with each other. By connecting data and processes across disparate systems, Tyler’s solutions transform how clients gain actionable insights that solve problems in their communities.

Project Goals
This Statement of Work (“SOW”) documents the methodology, implementation stages, activities, and roles and responsibilities, and project scope listed in the Investment Summary of the Agreement between Tyler and the City (collectively the “Project”).

The overall goals of the project are to:
▪ Successfully implement the contracted scope on time and on budget ▪ Increase operational efficiencies and empower users to be more productive ▪ Improve accessibility and responsiveness to external and internal customer needs ▪ Overcome current challenges and meet future goals
Methodology
This is accomplished by the City and Tyler working as a partnership and Tyler utilizing its depth of implementation experience. While each Project is unique, all will follow Tyler’s six-stage methodology. Each of the six stages is comprised of multiple work packages, and each work package includes a narrative description, objectives, tasks, inputs, outputs/deliverables, assumptions, and a responsibility matrix.

Tailored specifically for Tyler’s public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to scope, budget, timeline controls, effective communications, and quality standards. Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the City’s complexity and organizational needs.

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 2
The methodology adapts to both single-phase and multiple-phase projects.

To achieve Project success, it is imperative that both the City and Tyler commit to including the necessary leadership and governance. During each stage of the Project, it is expected that the City and Tyler Project teams work collaboratively to complete tasks. An underlying principle of Tyler’s Implementation process is to employ an iterative model where the City’s business processes are assessed, configured, validated, and refined cyclically in line with the project budget. This approach is used in multiple stages and work packages as illustrated in the graphic below.

The delivery approach is systematic, which reduces variability and mitigates risks to ensure Project success. As illustrated, some stages, along with work packages and tasks, are intended to be overlapping by nature to complete the Project efficiently and effectively.

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 3
Part 2: Project Foundation
Project Governance
Project governance is the management framework within which Project decisions are made. The role of Project governance is to provide a decision-making approach that is logical, robust, and repeatable. This allows organizations to have a structured approach for conducting its daily business in addition to project related activities.

This section outlines the resources required to meet the business needs, objectives, and priorities for the Project, communicate the goals to other Project participants, and provide support and guidance to accomplish these goals. Project governance defines the structure for escalation of issues and risks, Change Control review and authority, and Organizational Change Management activities. Throughout the Statement of Work Tyler has provided RACI Matrices for activities to be completed throughout the implementation which will further outline responsibilities of different roles in each stage. Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage.

The chart below illustrates an overall team perspective where Tyler and the City collaborate to resolve Project challenges according to defined escalation paths. If project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the City Steering Committee become the escalation points to triage responses prior to escalation to the City and Tyler executive sponsors. As part of the escalation process, each Project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution. The City and Tyler executive sponsors serve as the final escalation point.

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 4
Project Scope Control
Managing Scope and Project Change
Project Management governance principles contend that there are three connected constraints on a Project:
budget, timeline, and scope. These constraints, known as the “triple constraints” or project management triangle, define budget in terms of financial cost, labor costs, and other resource costs. Scope is defined as the work performed to deliver a product, service or result with the specified features and functions, while time is simply defined as the schedule. The Triple Constraint theory states that if you change one side of the triangle, the other two sides must be correspondingly adjusted. For example, if the scope of the Project is increased, cost and time to complete will also need to increase. The Project and executive teams will need to remain cognizant of these constraints when making impactful decisions to the Project. A simple illustration of this triangle is included here, showing the connection of each item and their relational impact to the overall Scope.

A pillar of any successful project is the ability to properly manage scope while allowing the appropriate level of flexibility to incorporate approved changes. Scope and changes within the project will be managed using the change control process outlined in the following section.

Change Control
It may become necessary to change the scope of this Project due to unforeseeable circumstances (e.g., new constraints or opportunities are discovered). This Project is being undertaken with the understanding that Project scope, schedule, and/or cost may need to change to produce optimal results for stakeholders.

Changes to contractual requirements will follow the change control process specified in the final contract, and as described below.

Change Request Management
Should the need for a change to Project scope, schedule, and/or cost be identified during the Project, the change will be brought to the attention of the Steering Committee and an assessment of the change will occur. While such changes may result in additional costs and delays relative to the schedule, some changes may result in less cost to the City; for example, the City may decide it no longer needs a deliverable originally defined in the Project. The Change Request will include the following information:

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 5
▪ The nature of the change.
▪ A good faith estimate of the additional cost or associated savings to the City, if any. ▪ The timetable for implementing the change.
▪ The effect on and/or risk to the schedule, resource needs or resource responsibilities.

The City will use its good faith efforts to either approve or disapprove any Change Request within ten (10) Business Days (or other period as mutually agreeable between Tyler and the City). Any changes to the Project scope, budget, or timeline must be documented and approved in writing using a Change Request form. These changes constitute a formal amendment to the Statement of Work and will supersede any conflicting term in the Statement of Work.

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 6
Acceptance Process
The implementation of a Project involves many decisions to be made throughout its lifecycle. Decisions will vary from higher level strategy decisions to smaller, detailed Project level decisions. It is critical to the success of the Project that each City office or department designates specific individuals for making decisions on behalf of their offices or departments.

Both Tyler and the City will identify representative project managers. These individuals will represent the interests of all stakeholders and serve as the primary contacts between the two organizations.

The coordination of gaining City feedback and approval on Project deliverables will be critical to the success of the Project. The City project manager will strive to gain deliverable and decision approvals from all authorized City representatives. Given that the designated decision-maker for each department may not always be available, there must be a designated proxy for each decision point in the Project. Assignment of each proxy will be the responsibility of the leadership from each City department. The proxies will be named individuals that have the authorization to make decisions on behalf of their department.

The following process will be used for accepting Deliverables and Control Points:
▪ The City shall have five (5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing, to accept each Deliverable or Control Point. If the City does not provide acceptance or acknowledgement within five (5) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, Tyler deems the Deliverable or Control Point as accepted.
▪ If the City does not agree the Deliverable or Control Point meets requirements, the City shall notify Tyler project manager(s), in writing, with reasoning within five (5) business days, or the otherwise agreed-upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable. ▪ Tyler shall address any deficiencies and redeliver the Deliverable or Control Point. The City shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone. If the City does not provide acceptance within two (2) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, Tyler deems the Deliverable or Control Point as accepted.

Roles and Responsibilities
The following defines the roles and responsibilities of each Project resource for the City and Tyler. Roles and responsibilities may not follow the organizational chart or position descriptions at the City, but are roles defined within the Project. It is common for individual resources on both the Tyler and City project teams to fill multiple roles. Similarly, it is common for some roles to be filled by multiple people.

Tyler Roles & Responsibilities
Tyler assigns a project manager prior to the start of each Phase of the Project (some Projects may only be one Phase in duration). Additional Tyler resources are assigned as the schedule develops and as needs arise.

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 7
Tyler Executive Manager
Tyler executive management has indirect involvement with the Project and is part of the Tyler escalation process. This team member offers additional support to the Project team and collaborates with other Tyler department managers as needed to escalate and facilitate implementation Project tasks and decisions. ▪ Provides clear direction for Tyler staff on executing on the Project Deliverables to align with satisfying the City’s overall organizational strategy.
▪ Authorizes required Project resources.
▪ Resolves all decisions and/or issues not resolved at the implementation management level as part of the escalation process.
▪ Acts as the counterpart to the City’s executive sponsor.

Tyler Implementation Manager
▪ Tyler implementation management has indirect involvement with the Project and is part of the Tyler escalation process. The Tyler project managers consult implementation management on issues and outstanding decisions critical to the Project. Implementation management works toward a solution with the Tyler Project Manager or with City management as appropriate. Tyler executive management is the escalation point for any issues not resolved at this level. ▪ Assigns Tyler Project personnel.
▪ Provides support for the Project team.
▪ Provides management support for the Project to ensure it is staffed appropriately and staff have necessary resources.
▪ Monitors Project progress including progress towards agreed upon goals and objectives.

Tyler Project Manager
▪ The Tyler project manager(s) provides oversight of the Project, coordination of Tyler resources between departments, management of the Project budget and schedule, effective risk, and issue management, and is the primary point of contact for all Project related items. As requested by the City, the Tyler Project Manager provides regular updates to the City Steering Committee and other Tyler governance members. Tyler Project Manager’s role includes responsibilities in the following areas:

Contract Management
▪ Validates contract compliance throughout the Project. ▪ Ensures Deliverables meet contract requirements.
▪ Acts as primary point of contact for all contract and invoicing questions. ▪ Prepares and presents contract milestone sign-offs for acceptance by the City project manager(s). ▪ Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance.

Planning
▪ Delivers project planning documents.
▪ Defines Project tasks and resource requirements.
▪ Develops initial Project schedule and Project Management Plan. ▪ Collaborates with the City project manager(s) to plan and schedule Project timelines to achieve ontime implementation.

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 8
Implementation Management
▪ Tightly manages Scope and budget of Project to ensure Scope changes and budget planned versus actual are transparent and handled effectively and efficiently. ▪ Establishes and manages a schedule and Tyler resources that properly support the Project Schedule and are also in balance with Scope/budget.
▪ Establishes risk/issue tracking/reporting process between the City and Tyler and takes all necessary steps to proactively mitigate these items or communicate with transparency to the City any items that may impact the outcomes of the Project.
▪ Collaborates with the City ’s project manager(s) to establish key business drivers and success indicators that will help to govern Project activities and key decisions to ensure a quality outcome of the project.
▪ Collaborates with the City ’s project manager(s) to set a routine communication plan that will aide all Project team members, of both the City and Tyler, in understanding the goals, objectives, status, and health of the Project.

Resource Management
▪ Acts as liaison between Project team and Tyler manager(s). ▪ Identifies and coordinates all Tyler resources across all applications, Phases, and activities including development, forms, installation, reports, implementation, and billing. ▪ Provides direction and support to Project team.
▪ Manages the appropriate assignment and timely completion of tasks as defined in the Project Schedule, task list, and Go-Live Checklist.
▪ Assesses team performance and adjusts as necessary.
▪ Consulted on in Scope 3rd party providers to align activities with ongoing Project tasks.

Tyler Implementation Consultant
▪ Completes tasks as assigned by the Tyler project manager(s). ▪ Documents activities for services performed by Tyler. ▪ Guides the City through software validation process following configuration. ▪ Assists during Go-Live process and provides support until the City transitions to Client Services. ▪ Facilitates training sessions and discussions with the City and Tyler staff to ensure adequate discussion of the appropriate agenda topics during the allotted time. ▪ May provide conversion review and error resolution assistance.

Tyler Sales
▪ Supports Sales to Implementation knowledge transfer during Initiate & Plan. ▪ Provides historical information, as needed, throughout implementation. ▪ Participates in pricing activities if additional licensing and/or services are needed.

Tyler Technical Services
▪ Maintains Tyler infrastructure requirements and design document(s). ▪ Involved in system infrastructure planning/review(s). ▪ Provides first installation of licensed software with initial database on servers. ▪ Supports and assists the project team with technical/environmental issues/needs. ▪ Deploys Tyler products.

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Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 9
▪ Conducts GIS Planning.
▪ Reviews GIS data and provides feedback to the City.
▪ Loads City provided GIS data into the system.

City Roles & Responsibilities
City resources will be assigned prior to the start of each Phase of the Project. One person may be assigned to multiple Project roles.

City Executive Sponsor
The City executive sponsor provides support to the Project by providing strategic direction and communicating key issues about the Project and its overall importance to the organization. When called upon, the executive sponsor also acts as the final authority on all escalated Project issues. The executive sponsor engages in the Project, as needed, to provide necessary support, oversight, guidance, and escalation, but does not participate in day-to-day Project activities. The executive sponsor empowers the City steering committee, project manager(s), and functional leads to make critical business decisions for the City. ▪ Champions the project at the executive level to secure buy-in. ▪ Authorizes required project resources.
▪ Actively participates in organizational change communications.

City Steering Committee
The City steering committee understands and supports the cultural change necessary for the Project and fosters an appreciation for the Project’s value throughout the organization. The steering committee oversees the City project manager and Project through participation in regular internal meetings. The City steering committee remains updated on all Project progress, Project decisions, and achievement of Project milestones. The City steering committee also serves as primary level of issue resolution for the Project. ▪ Works to resolve all decisions and/or issues not resolved at the project manager level as part of the escalation process.
▪ Attends all scheduled steering committee meetings.
▪ Provides support for the project team.
▪ Assists with communicating key project messages throughout the organization. ▪ Prioritizes the project within the organization.
▪ Ensures the project staffed appropriately and that staff have necessary resources. ▪ Monitors project progress including progress towards agreed upon goals and objectives. ▪ Has the authority to approve or deny changes impacting the following areas:
o Cost
o Scope
o Schedule
o Project Goals
o City Policies
o Needs of other client projects
City Project Manager
The City shall assign project manager(s) prior to the start of this project with overall responsibility and authority to make decisions related to Project Scope, scheduling, and task assignment. The City Project

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 10
Manager should communicate decisions and commitments to the Tyler project manager(s) in a timely and efficient manner. When the City project manager(s) do not have the knowledge or authority to make decisions, he or she engages the necessary resources to participate in discussions and make decisions in a timely fashion to avoid Project delays. The City project manager(s) are responsible for reporting to the City steering committee and determining appropriate escalation points.

Contract Management
▪ Validates contract compliance throughout the project. ▪ Ensures that invoicing and Deliverables meet contract requirements. ▪ Acts as primary point of contact for all contract and invoicing questions. Collaborates on and approves Change Requests, if needed, to ensure proper scope and budgetary compliance.

Planning
▪ Reviews and accepts project planning documents.
▪ Defines project tasks and resource requirements for the City project team. ▪ Collaborates in the development and approval of the project schedule. ▪ Collaborates with Tyler project manager(s) to plan and schedule project timelines to achieve on-time implementation.

Implementation Management
▪ Tightly manages project budget and scope.
▪ Collaborates with Tyler project manager(s) to establish a process and approval matrix to ensure that scope changes and budget (planned versus actual) are transparent and handled effectively and efficiently.
▪ Collaborates with Tyler project manager to establish and manage a schedule and resource plan that properly supports the project schedule as a whole and is also in balance with scope and budget. ▪ Collaborates with Tyler project manager(s) to establish risk and issue tracking and reporting process between the City and Tyler and takes all necessary steps to proactively mitigate these items or communicate with transparency to Tyler any items that may impact the outcomes of the project. ▪ Collaborates with Tyler project manager(s) to establish key business drivers and success indicators that will help to govern project activities and key decisions to ensure a quality outcome of the project. ▪ Routinely communicates with both the City staff and Tyler, aiding in the understanding of goals, objectives, current status, and health of the project by all team members. ▪ Manages the requirements gathering process and ensure timely and quality business requirements are being provided to Tyler.

Resource Management
▪ Acts as liaison between project team and stakeholders. ▪ Identifies and coordinates all City resources across all modules, phases, and activities including data conversions, forms design, hardware and software installation, reports building, and satisfying invoices.
▪ Provides direction and support to project team.
▪ Builds partnerships among the various stakeholders, negotiating authority to move the project forward.
▪ Manages the appropriate assignment and timely completion of tasks as defined. ▪ Assesses team performance and takes corrective action, if needed.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 11
▪ Provides guidance to City technical teams to ensure appropriate response and collaboration with Tyler Technical Support Teams to ensure timely response and appropriate resolution. ▪ Owns the relationship with in-Scope 3rd party providers and aligns activities with ongoing project tasks.
▪ Ensures that users have appropriate access to Tyler project toolsets as required. ▪ Conducts training on proper use of toolsets.
▪ Validates completion of required assignments using toolsets.

City Functional Leads
▪ Makes business process change decisions under time sensitive conditions. ▪ Communicates existing business processes and procedures to Tyler consultants. ▪ Assists in identifying business process changes that may require escalation. ▪ Contributes business process expertise for Current & Future State Analysis. ▪ Identifies and includes additional subject matter experts to participate in Current & Future State Analysis.
▪ Validates that necessary skills have been retained by end users. ▪ Provides End Users with dedicated time to complete required homework tasks. ▪ Acts as an ambassador/champion of change for the new process and provide business process change support.
▪ Identifies and communicates any additional training needs or scheduling conflicts to the City project manager.
▪ Actively participates in all aspects of the implementation, including, but not limited to, the following key activities:
o Task completion
o Stakeholder Meeting
o Project Management Plan development
o Schedule development
o Maintenance and monitoring of risk register
o Escalation of issues
o Communication with Tyler project team
o Coordination of City resources
o Attendance at scheduled sessions
o Change management activities
o Modification specification, demonstrations, testing and approval assistance o Data analysis assistance
o Decentralized end user training
o Process testing
o Solution Validation
City Power Users
▪ Participate in project activities as required by the project team and project manager(s). ▪ Provide subject matter expertise on the City business processes and requirements. ▪ Act as subject matter experts and attend Current & Future State Analysis sessions as needed. ▪ Attend all scheduled training sessions.
▪ Participate in all required post-training processes as needed throughout project. ▪ Test all application configuration to ensure it satisfies business process requirements. ▪ Become application experts.
▪ Participate in Solution Validation.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 12
▪ Adopt and support changed procedures.
▪ Complete all deliverables by the due dates defined in the project schedule. ▪ Demonstrate competency with Tyler products processing prior to Go-live. ▪ Provide knowledge transfer to the City staff during and after implementation. ▪ Participate in conversion review and validation.

City End Users
▪ Attend all scheduled training sessions.
▪ Become proficient in application functions related to job duties. ▪ Adopt and utilize changed procedures.
▪ Complete all deliverables by the due dates defined in the project schedule. ▪ Utilize software to perform job functions at and beyond Go-live.

City Technical Lead
▪ Coordinates updates and releases with Tyler as needed. ▪ Coordinates the copying of source databases to training/testing databases as needed for training days.
▪ Coordinates and adds new users, printers and other peripherals as needed. ▪ Validates that all users understand log-on process and have necessary permission for all training sessions.
▪ Coordinates interface development for City third party interfaces. ▪ Develops or assists in creating reports as needed.
▪ Ensures on-site system meets specifications provided by Tyler. ▪ Assists with software installation as needed.
▪ Extracts and transmits conversion data and control reports from the City’s legacy system per the conversion schedule set forth in the project schedule.

City GIS
▪ Participates in GIS planning activities.
▪ Responsible for management and maintenance of City GIS infrastructure and data. ▪ Ensures GIS data/service endpoints are in alignment with Tyler software requirements. ▪ Provides Tyler implementation team with GIS data/service access information.

City Upgrade Coordination
▪ Becomes familiar with the software upgrade process and required steps. ▪ Becomes familiar with Tyler’s releases and updates.
▪ Utilizes Tyler resources to stay abreast of the latest Tyler releases and updates, as well as the latest helpful tools to manage the City’s software upgrade process. ▪ Assists with the software upgrade process during implementation. ▪ Manages software upgrade activities post-implementation. ▪ Manages software upgrade plan activities.
▪ Coordinates software upgrade plan activities with City and Tyler resources. ▪ Communicates changes affecting users and department stakeholders. ▪ Obtains department stakeholder acceptance to upgrade production environment.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 13
City Change Management Lead
▪ Validates that users receive timely and thorough communication regarding process changes. ▪ Provides coaching to supervisors to prepare them to support users through the project changes. ▪ Identifies the impact areas resulting from project activities and develops a plan to address them proactively.
▪ Identifies areas of resistance and develops a plan to reinforce the change. ▪ Monitors post-production performance and new process adherence.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 14
Part 3: Project Plan
Project Stages
Work Breakdown Structure
The Work Breakdown Structure (WBS) is a hierarchical representation of a Project or Phase broken down into smaller, more manageable components. The top-level components are called “Stages” and the second level components are called “Work Packages”. The work packages, shown below each stage, contain the high-level work to be done. The detailed Project Schedule, developed during Project/Phase Planning and finalized during subsequent stages, lists the tasks to be completed within each work package. Each stage ends with a “Control Point”, confirming the work performed during that stage of the Project has been accepted by the City.

Work Breakdown Structure (WBS)

1. Initiate &
Plan

2. Assess &
Define

3. Prepare
Solution

4. Production
Readiness

5. Production 6. Close

1.1 Initial
Coordination

2.1 Solution
Orientation

3.1 Initial System
Deployment

4.1 Solution
Validation 5.1 Go Live 6.1 Phase Close Out

1.2 Project/Phase
Planning

2.2 Current & Future
State Analysis 3.2 Configuration 4.2 Go Live Readiness

5.2 Transition to
Client Services

6.2 Project Close
Out

1.3 GIS Planning*

2.3 Modification
Analysis

3.3 Process
Refinement

4.3 End User
Training

5.3 Post Go Live
Activities

1.4 Infrastructure
Planning

2.4 Conversion
Assessment

3.4 Conversion
Delivery

1.5 Stakeholder
Meeting 2.5 Data Assessment 3.5 Data Delivery

3.6 Modifications*

*Items noted with an asterisk in the graphic above relate to specific products and services. If those products and services are not included in the scope of the contract, these specific work packages will be noted as “Intentionally Left Blank” in Section 6 of the Statement of Work.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 15
Initiate and Plan
The Initiate and Plan stage involves Project initiation, infrastructure, and planning. This stage creates a foundation for the Project by identifying and establishing sequence and timing for each Phase as well as verifying scope for the Project. This stage will be conducted at the onset of the Project, with a few unique items being repeated for the additional Phases as needed.

Initial Coordination
Prior to Project commencement, Tyler management assigns project manager(s). Additional Project resources will be assigned later in the Project as a Project schedule is developed. Tyler provides the City with initial Project documents used to gather names of key personnel, their functional role as it pertains to the Project, as well as any blackout dates to consider for future planning. the City gathers the information requested by the provided deadline ensuring preliminary planning and scheduling can be conducted moving the Project forward in a timely fashion. Internally, the Tyler Project Manager(s) coordinate with sales to ensure transfer of vital information from the sales process prior to scheduling a Project Planning Meeting with the City’s team. During this step, Tyler will work with the City to establish the date(s) for the Project and Phase Planning session.

Objectives:
▪ Formally launch the project.
▪ Establish project governance.
▪ Define and communicate governance for Tyler.
▪ Identify City project team.

STAGE 1 Initial Coordination
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users) Department HeadsEnd UsersTechnical Leads Tyler project team is assigned A R C I I I I I I
City project team is assigned A I R I I I
Provide initial project
documents to the City A R C C I I
Gather preliminary information
requested I A R C C C C
Sales to implementation
knowledge transfer A R I I I I I
Create Project Portal to store
project artifacts and facilitate
communication
A R I

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 16
Inputs Contract documents
Statement of Work
Outputs/Deliverables Working initial project documents
Project portal
Work package assumptions:
▪ Project activities begin after the agreement has been fully executed.

Project/Phase Planning
Project and Phase planning provides an opportunity to review the contract, software, data conversions and services purchased, identify applications to implement in each Phase (if applicable), and discuss implementation timeframes.

During this work package Tyler will work with the City to coordinate and plan a formal Project planning meeting(s). This meeting signifies the start of the Project and should be attended by all City Project team members and the Tyler Project Manager. The meeting provides an opportunity for Tyler to introduce its implementation methodology, terminology, and Project management best practices to the City’s Project Team. This will also present an opportunity for project managers and Project sponsors to begin to discuss Project communication, metrics, status reporting and tools to be used to measure Project progress and manage change.

Tyler will work with the City Project Team to prepare and deliver the Project Management Plan as an output of the planning meeting. This plan will continue to evolve and grow as the Project progresses and will describe how the project will be executed, monitored, and controlled.

During project planning, Tyler will introduce the tools that will be used throughout the implementation. Tyler will familiarize the City with these tools during project planning and make them available for review and maintenance as applicable throughout the project. Some examples are Solution validation plan, issue log, and go-live checklist.

STAGE 1 Project/Phase Planning
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Schedule and
conduct planning
session(s)

A R I C C I
Develop Project
Management Plan A R I C C I

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 17
Develop initial
project schedule A R I I I I I I C C I I C I
Inputs Contract documents
Statement of Work
Guide to Starting Your Project
Outputs / Deliverables Acceptance Criteria [only] for Deliverables Project Management Plan Delivery of document
Project Operational Plan Delivery of document
Initial Project Schedule City provides acceptance of schedule based on resource availability, project budget, and
goals.

Work package assumptions:
▪ City has reviewed and completed the Guide to Starting Your Project document.

Infrastructure Planning
Procuring required hardware and setting it up properly is a critical part of a successful implementation. This task is especially important for Tyler-hosted/SaaS deployment models. Tyler will be responsible for building the environments for a hosted/SaaS deployment, unless otherwise identified in the Agreement. Tyler will install Licensed Software on application server(s) or train the City to install License Software. The City is responsible for the installation and setup of all peripheral devices.

Objectives:
▪ Ensure the City’s infrastructure meets Tyler’s application requirements. ▪ Ensure the City’s infrastructure is scheduled to be in place and available for use on time.

STAGE 1 Infrastructure Planning
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Provide Infrastructure
Requirements and
Design Document

A R C C I I
Initial Infrastructure
Meeting A R C C C C
Schedule SaaS
Environment
Availability

A R C I

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 18
Schedule Installation
of All Licensed
Software

A R C I I
Infrastructure Audit A R C I C
Inputs Initial Infrastructure Requirements
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Completed Infrastructure Requirements Delivery of Requirements Infrastructure Audit System Passes Audit Criteria
Stakeholder Meeting
Communication of the Project planning outcomes to the City Project team, executives and other key stakeholders is vital to Project success. The Stakeholder meeting is a strategic activity to inform, engage, gain commitment, and instill confidence in the City team. During the meeting, the goals and objectives of the Project will be reviewed along with detail on Project scope, implementation methodology, roles and responsibilities, Project timeline and schedule, and keys to Project success.

Objectives:
▪ Formally present and communicate the project activities and timeline. ▪ Communicate project expectations.

STAGE 1 Stakeholder Meeting
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Create Stakeholder
Meeting Presentation I A R I I I I C I
Review Stakeholder
Meeting Presentation I C A R C
Perform Stakeholder
Meeting Presentation I A R I I I I C I I I I I I
Inputs Agreement
SOW
Project Management Plan
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Stakeholder Meeting Presentation

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 19
Work package assumptions:
▪ None
GIS Preparation
GIS data is a core part of many Tyler applications. Other City offices/products may also use this data and have different GIS requirements. A key focus of this preparation will be the process for developing the GIS data for use with Tyler applications. This can be an iterative process, so it is important to begin preparation early.

Objectives:
▪ Identify all City GIS data sources and formats.
▪ Tyler to understand the City’s GIS needs and practices. ▪ Ensure the City’s GIS data meets Tyler product requirements.

STAGE 1 GIS Preparation
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Initial GIS Planning
Meeting A R C C C
Determine all GIS Data
Sources I I A R C
Provide Source GIS Data I I A R C
Review GIS Data and
Provide Feedback A R C I C
Inputs GIS Requirements Document
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Production Ready Map Data Meets Tyler GIS Requirements.

Work package assumptions:
▪ GIS data provided to Tyler is accurate and complete.
▪ GIS data provided to Tyler is current.
▪ City is responsible for maintaining the GIS data.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 20
Control Point 1: Initiate & Plan Stage Acceptance
Acceptance criteria for this stage includes completion of all criteria listed below.

Note: Advancement to the Assess & Define stage is not dependent upon Tyler’s receipt of this stage acceptance.

Initiate & Plan Stage Deliverables:
▪ Project Management Plan
▪ Initial Project Schedule
Initiate & Plan stage acceptance criteria:
▪ All stage deliverables accepted based on acceptance criteria previously defined ▪ Project governance defined
▪ Project portal made available to the City
▪ Stakeholder meeting complete
▪ GIS Data Production Ready
▪ Completed Infrastructure Requirements and Design Document ▪ System Passes Infrastructure Audit (as applicable)
Assess & Define
The Assess & Define stage will provide an opportunity to gather information related to current City business processes. This information will be used to identify and define business processes utilized with Tyler software.

The City collaborates with Tyler providing complete and accurate information to Tyler staff and assisting in analysis, understanding current workflows and business processes.

Solution Orientation
The Solution Orientation provides the Project stakeholders a high-level understanding of the solution functionality prior to beginning the current and future state analysis. The primary goal is to establish a foundation for upcoming conversations regarding the design and configuration of the solution.

Tyler utilizes a variety of tools for the Solution Orientation, focusing on City team knowledge transfer such as:
eLearning, documentation, or walkthroughs. The City team will gain a better understanding of the major processes and focus on data flow, the connection between configuration options and outcome, integration, and terminology that may be unique to Tyler’s solution.

Objectives:
▪ Provide a basic understanding of system functionality. ▪ Prepare the City for current and future state analysis.

STAGE 2 Solution Orientation
Tyler City

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 21
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Provide pre-requisites A R I I I I I
Complete pre-requisites A R C C
Conduct orientation A R I I I I I
Inputs Solution orientation materials
Training Plan
Current & Future State Analysis
The Current & Future State Analysis provides the Project stakeholders and Tyler an understanding of process changes that will be achieved with the new system.

The City and Tyler will evaluate current state processes, options within the new software, pros and cons of each based on current or desired state and make decisions about the future state configuration and processing. This may occur before or within the same timeframe as the configuration work package. The options within the new software will be limited to the scope of this implementation and will make use of standard Tyler functionality.

The City will adopt the existing Tyler solution wherever possible to avoid project schedule and quality risk from over customization of Tyler products. It is the City’s responsibility to verify that in-scope requirements are being met throughout the implementation if functional requirements are defined as part of the contract.

The following guidelines will be followed when evaluating if a modification to the product is required:
▪ A reasonable business process change is available.
▪ Functionality exists which satisfies the requirement. ▪ Configuration of the application satisfies the requirement. ▪ An in-scope modification satisfies the requirement.

Requirements that are not met will follow the agreed upon change control process and can have impacts on the project schedule, scope, budget, and resource availability.

STAGE 2 Current & Future State Analysis
Tyler City

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 22
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Current State process
review A R I I I C C C C C
Discuss future-state
options A R C C C C C C C C
Make future-state
decisions (non-COTS) C C C C C A R I C C
Document anticipated
configuration options
required to support
future state

A R C C C I I I I I
Inputs City current state documentation
Solution Orientation completion
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Documentation that describes future-state
decisions and configuration options to support
future-state decisions.

Delivery of document
Work package assumptions:
▪ City attendees possess sufficient knowledge and authority to make future state decisions. ▪ The City is responsible for any documentation of current state business processes. ▪ The City can effectively communicate current state processes.

Conversion Assessment
Data Conversions are a major effort in any software implementation. Tyler’s conversion tools facilitate the predictable, repeatable conversion process that is necessary to support a successful transition to the Tyler system. The first step in this process is to perform an assessment of the existing (“legacy”) system(s), to better understand the source data, risks, and options available. Once the data has been analyzed, the plan for data conversion is completed and communicated to the appropriate stakeholders.

Objectives:
▪ Communicate a common understanding of the project goals with respect to data. ▪ Ensure complete and accurate source data is available for review/transfer. ▪ If source data is a Tyler legacy system, Tyler performs the data mappings. If source data is from a third-party, client is responsible for mapping the data from the source to the Tyler system. ▪ Document the data conversion/loading approach.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 23
STAGE 2 Data Conversion Assessment
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Extract Data from
Source Systems I C A R
Review and Scrub
Source Data I I I A R C I
Build/Update Data
Conversion Plan R C C C I I I I
Inputs City Source data
City Source data Documentation (if available)
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Data Conversion Plan built/updated City Acceptance of Data Conversion Plan, if Applicable
Work package assumptions:
▪ If the source data is a Tyler system Tyler's Conversion Engineers extract and map the data into the standard Munis conversion format. If the source data is from a third-party the client will provide Tyler with the data in a mutually agreed upon format.
▪ Tyler will work with the City representatives to identify business rules before writing the conversion. ▪ City subject matter experts and resources most familiar with the current data will be involved in the data conversion planning effort.

Intentionally left blank.

Intentionally left blank.

Control Point 2: Assess & Define Stage Acceptance
Acceptance criteria for this Stage includes completion of all criteria listed below.

Note: Advancement to the Prepare Solution Stage is dependent upon Tyler’s receipt of the Stage Acceptance.

Assess & Define Stage Deliverables:
▪ Documentation of future state decisions and configuration options to support future state decisions. ▪ Modification specification document.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 24
▪ Assess & Define Stage Acceptance Criteria:
▪ All stage deliverables accepted based on criteria previously defined. ▪ Solution Orientation is delivered.
▪ Conversion data extracts are received by Tyler.
▪ Data conversion plan built.

Prepare Solution
During the Prepare Solution stage, information gathered during the Initiate & Plan and Assess & Define stages will be used to install and configure the Tyler software solution. Software configuration will be validated by the City against future state decisions defined in previous stages and processes refined as needed to ensure business requirements are met.

Initial System Deployment
The timely availability of the Tyler Solution is important to a successful Project implementation. The success and timeliness of subsequent work packages are contingent upon the initial system deployment of Tyler Licensed Software on an approved network and infrastructure. Delays in executing this work package can affect the project schedule.

Objectives:
▪ All licensed software is installed and operational.
▪ The City can access the software.

STAGE 3 Initial System Deployment (Hosted/SaaS)*
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Prepare hosted
environment A R I C
Install Licensed
Software with
Initial Database on
Server(s) for
Included
Environments

A R I C
Install Licensed
Software on City
Devices (if
applicable)

I C A R

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 25
Tyler System
Administration
Training (if
applicable)

A R I C
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Licensed Software is Installed on the Server(s) Software is accessible Licensed Software is Installed on City Devices
(if applicable)
Software is accessible
Installation Checklist/System Document System meets prescribed checklist Infrastructure Design Document (C&J – If
Applicable)
Work package assumptions:
▪ The most current available version of the Tyler Licensed Software will be installed. ▪ The City will provide network access for Tyler modules, printers, and Internet access to all applicable City and Tyler Project staff.

Configuration
The purpose of Configuration is to prepare the software product for validation.

Tyler staff collaborates with the City to complete software configuration based on the outputs of the future state analysis performed during the Assess and Define Stage. The City collaborates with Tyler staff iteratively to validate software configuration.

Objectives:
▪ Software is ready for validation.
▪ Educate the City Power User how to configure and maintain software. ▪ Prepare standard interfaces for process validation (if applicable).

STAGE 3 Configuration
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Conduct configuration
training A R I C C
Complete Tyler
configuration tasks
(where applicable)

A R I I I

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 26
Complete City
configuration tasks
(where applicable)

I C A R C
Standard interfaces
configuration and
training (if applicable)

A R C I C C C
Updates to Solution
Validation testing plan C C A R C C
Inputs Documentation that describes future state decisions and configuration options to support future state decisions.

Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Configured System
Work package assumptions:
▪ Tyler provides guidance for configuration options available within the Tyler software. The City is responsible for making decisions when multiple options are available.

Process Refinement
Tyler will educate the City users on how to execute processes in the system to prepare them for the validation of the software. The City collaborates with Tyler staff iteratively to validate software configuration options to support future state.

Objectives:
▪ Ensure that the City understands future state processes and how to execute the processes in the software.
▪ Refine each process to meet the business requirements. ▪ Validate standard interfaces, where applicable.
▪ Validate forms and reports, where applicable.

STAGE 3 Process Refinement
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Conduct process
training A R I C I C
Confirm process
decisions I C A R C I C

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 27
Test configuration I C A R C
Refine
configuration (City
Responsible)

I C A R C
Refine
configuration (Tyler
Responsible)

A R I I I
Validate interface
process and results I C C A R C C
Update Cityspecific process
documentation (if
applicable)

I C A R C
Updates to
Solution Validation
testing plan

C C A R C C
Inputs Initial Configuration
Documentation that describes future state decisions and configuration options to support future state decisions.

Solution validation test plan
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Updated solution validation test plan
Completed City-specific process
documentation (completed by City)
Work package assumptions:
▪ None
Conversion Delivery
The purpose of this task is to transition the City’s data from their source (“legacy”) system(s) to the Tyler system(s). The data will need to be mapped from the legacy system into the new Tyler system format. A wellexecuted data conversion is key to a successful cutover to the new system(s).

With guidance from Tyler, the City will review specific data elements within the system and identify / report discrepancies. Iteratively, Tyler will collaborate with the City to address conversion discrepancies. This process will allow for clean, reconciled data to transfer from the source system(s) to the Tyler system(s). Reference Conversion Appendix for additional detail.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 28
Objectives:
▪ Data is ready for production (Conversion).

STAGE 3 Data Delivery & Conversion
Tyler City

RACI MATRIX
KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Provide data
crosswalks/code
mapping tool

A C R I I I
Populate data
crosswalks/code
mapping tool

I C C A R C
Iterations:

Conversion
Development

A C R I I
Iterations:

Deliver
converted data

A R I I I
Iterations:

Proof/Review
data and
reconcile to
source system

C C C A R C C
Load Data
for Testing
Pull Data &
Conversion
Balancing
Reports
Map
Conversion
Write & Run
Conversion
Program
Validate
Data
Conversion
Reviews
Completed
Final
Conversion
Report &
Correct
Errors

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 29
Inputs
Data Conversion Plan
Configuration
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Code Mapping Complete / Validated
Conversion Iterations / Reviews Complete Conversion complete, verified, and ready for final pass
Work package assumptions:
▪ The City will provide a single file layout per source system as identified in the investment summary. ▪ The City subject matter experts and resources most familiar with the current data will be involved in the data conversion effort.
▪ The City project team will be responsible for completing the code mapping activity, with assistance from Tyler.

Intentionally left blank.

Intentionally left blank.

Control Point 3: Prepare Solution Stage Acceptance
Acceptance criteria for this Stage includes all criteria listed below in each Work Package.

Note: Advancement to the Production Readiness Stage is dependent upon Tyler’s receipt of the Stage Acceptance.

Prepare Solution Stage Deliverables:
▪ Licensed software is installed.
▪ Installation checklist/system document.
▪ Conversion iterations and reviews complete.

Prepare Solution Stage Acceptance Criteria:
▪ All stage deliverables accepted based on criteria previously defined. ▪ Software is configured.
▪ Solution validation test plan has been reviewed and updated if needed.

Production Readiness
Activities in the Production Readiness stage will prepare the City team for go-live through solution validation, the development of a detailed go-live plan and end user training. A readiness assessment will be conducted with the City to review the status of the project and the organizations readiness for go-live.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 30
Solution Validation
Solution Validation is the end-to-end software testing activity to ensure that the City verifies all aspects of the Project (hardware, configuration, business processes, etc.) are functioning properly, and validates that all features and functions per the contract have been deployed for system use.

Objectives:
▪ Validate that the solution performs as indicated in the solution validation plan. ▪ Ensure the City organization is ready to move forward with go-live and training (if applicable).

STAGE 4 Solution Validation
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Update Solution
Validation plan A R C C C C
Update test scripts (as
applicable) C C C A R C
Perform testing C C C A R C
Document issues from
testing C C C A R C
Perform required followup on issues A R C C C C
Inputs Solution Validation plan
Completed work product from prior stages (configuration, business process, etc.) Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Solution Validation Report City updates report with testing results Work package assumptions:
▪ Designated testing environment has been established.
▪ Testing includes current phase activities or deliverables only.

Go-Live Readiness
Tyler and the City will ensure that all requirements defined in Project planning have been completed and the Go-Live event can occur, as planned. A go-live readiness assessment will be completed identifying risks or actions items to be addressed to ensure the City has considered its ability to successfully Go-Live. Issues and concerns will be discussed, and mitigation options documented. Tyler and the City will jointly agree to move

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 31
forward with transition to production. Expectations for final preparation and critical dates for the weeks leading into and during the Go-Live week will be planned in detail and communicated to Project teams.

Objectives:
▪ Action plan for go-live established.
▪ Assess go-live readiness.
▪ Stakeholders informed of go-live activities.

STAGE 4 Go-Live Readiness
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Perform Readiness
Assessment I A R C C I C I I I I I I
Conduct Go-Live planning
session A R C C C C C C C
Order peripheral
hardware (if applicable) I A R C
Confirm procedures for
Go-Live issue reporting &
resolution

A R I I I I C C I I I I I
Develop Go-Live checklist A R C C C C I C C
Final system
infrastructure review
(where applicable)

A R C C
Inputs Future state decisions
Go-live checklist
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Updated go-live checklist Updated Action plan and Checklist for go-live delivered to the City
Work package assumptions:
▪ None
End User Training
End User Training is a critical part of any successful software implementation. Using a training plan previously reviewed and approved, the Project team will organize and initiate the training activities.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 32
Train the Trainer: Tyler provides one occurrence of each scheduled training or implementation topic. City users who attended the Tyler sessions may train additional users. Additional Tyler led sessions may be contracted at the applicable rates for training.

Tyler will provide standard application documentation for the general use of the software. It is not Tyler’s responsibility to develop City specific business process documentation. City-led training labs using City specific business process documentation if created by the City can be added to the regular training curriculum, enhancing the training experiences of the end users.

Objectives:
▪ End users are trained on how to use the software prior to go-live. ▪ The City is prepared for on-going training and support of the application.

STAGE 4 End User Training
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Update training plan A R C C I C
End User training (Tylerled) A R C C C I C C C
Train-the-trainer A R C C C I C
End User training (Cityled) C C A R I C C C
Inputs Training Plan
List of End Users and their Roles / Job Duties
Configured Tyler System
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
End User Training City signoff that training was delivered Work package assumptions:
▪ The City project team will work with Tyler to jointly develop a training curriculum that identifies the size, makeup, and subject-area of each of the training classes. ▪ Tyler will work with the City as much as possible to provide end-user training in a manner that minimizes the impact to the daily operations of City departments. ▪ The City will be responsible for training new users after go-live (exception—previously planned or regular training offerings by Tyler).

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 33
Control Point 4: Production Readiness Stage Acceptance
Acceptance criteria for this stage includes all criteria listed below. Advancement to the Production stage is dependent upon Tyler’s receipt of the stage acceptance.

Production Readiness stage deliverables:
▪ Solution Validation Report.
▪ Update go-live action plan and/or checklist.
▪ End user training.

Production Readiness stage acceptance criteria:
▪ All stage deliverables accepted based on criteria previously defined. ▪ Go-Live planning session conducted.

Production
Following end user training the production system will be fully enabled and made ready for daily operational use as of the scheduled date. Tyler and the City will follow the comprehensive action plan laid out during GoLive Readiness to support go-live activities and minimize risk to the Project during go-live. Following go-live, Tyler will work with the City to verify that implementation work is concluded, post go-live activities are scheduled, and the transition to Client Services is complete for long-term operations and maintenance of the Tyler software.

Go-Live
Following the action plan for Go-Live, defined in the Production Readiness stage, the City and Tyler will complete work assigned to prepare for Go-Live.

The City provides final data extract and Reports from the Legacy System for data conversion and Tyler executes final conversion iteration, if applicable. If defined in the action plan, the City manually enters any data added to the Legacy System after final data extract into the Tyler system.

Tyler staff collaborates with the City during Go-Live activities. The City transitions to Tyler software for day-to day business processing.

Some training topics are better addressed following Go-Live when additional data is available in the system or based on timing of applicable business processes and will be scheduled following Go-Live per the Project Schedule.

Objectives:
▪ Execute day to day processing in Tyler software.
▪ City data available in Production environment.

STAGE 5 Go-Live
Tyler City

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 34
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Provide final source data
extract, if applicable C C A R
Final source data pushed
into production
environment, if
applicable

A C R I C C C
Proof final converted
data, if applicable C C C A R C
Complete Go-Live
activities as defined in
the Go-Live action plan

C C C A R C I C
Provide Go-Live
assistance A R C C I C C I C I C
Inputs Comprehensive Action Plan for Go-Live
Final source data (if applicable)
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Data is available in production environment City confirms data is available in production environment
Work package assumptions:
▪ The City will complete activities documented in the action plan for Go-Live as scheduled. ▪ External stakeholders will be available to assist in supporting the interfaces associated with the GoLive live process. ▪ The City business processes required for Go-Live are fully documented and tested. ▪ The City Project team and subject matter experts are the primary point of contact for the end users when reporting issues during Go-Live.
▪ The City Project Team and Power User’s provide business process context to the end users during GoLive. ▪ The Tyler Go-Live support team is available to consult with the City teams as necessary. ▪ The Tyler Go-Live support team provides standard functionality responses, which may not be tailored to the local business processes.

Transition to Client Services
This work package signals the conclusion of implementation activities for the Phase or Project with the exception of agreed-upon post Go-Live activities. The Tyler project manager(s) schedules a formal transition

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 35
of the City onto the Tyler Client Services team, who provides the City with assistance following Go-Live, officially transitioning the City to operations and maintenance.

Objectives:
▪ Ensure no critical issues remain for the project teams to resolve. ▪ Confirm proper knowledge transfer to the City teams for key processes and subject areas.

STAGE 5 Transition to Client Services
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Transfer City to Client
Services and review
issue reporting and
resolution processes

I I A I I R I I C C C
Review long term
maintenance and
continuous
improvement

A R C C C
Inputs Open item/issues List
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Client Services Support Document
Work package assumptions:
▪ No material project issues remain without assignment and plan.

Post Go-Live Activities
Some implementation activities are provided post-production due to the timing of business processes, the requirement of actual production data to complete the activities, or the requirement of the system being used in a live production state.

Objectives:
▪ Schedule activities that are planned for after Go-Live. ▪ Ensure issues have been resolved or are planned for resolution before phase or project close.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 36
STAGE 5 Post Go-Live Activities
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Schedule contracted
activities that are
planned for delivery
after go-live

A R C C C C I C C I C C
Determine resolution
plan in preparation for
phase or project close
out

A R C C C I C C I C
Inputs List of post Go-Live activities
Outputs /
Deliverables
Acceptance Criteria [only] for
Deliverables
Updated issues log
Work package assumptions:
▪ System is being used in a live production state.

Control Point 5: Production Stage Acceptance
Acceptance criteria for this Stage includes completion of all criteria listed below:
▪ Advancement to the Close stage is not dependent upon Tyler’s receipt of this Stage Acceptance. ▪ Converted data is available in production environment.

Production Stage Acceptance Criteria:
▪ All stage deliverables accepted based on criteria previously defined. ▪ Go-Live activities defined in the Go-Live action plan completed. ▪ Client services support document is provided.

Close
The Close stage signifies full implementation of all products purchased and encompassed in the Phase or Project. The City transitions to the next cycle of their relationship with Tyler (next Phase of implementation or long-term relationship with Tyler Client Services).

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 37
Phase Closeout
This work package represents Phase completion and signals the conclusion of implementation activities for the Phase. The Tyler Client Services team will assume ongoing support of the City for systems implemented in the Phase.

Objectives:
▪ Agreement from Tyler and the City teams that activities within this phase are complete.

STAGE 6 Phase Close Out
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Reconcile project budget
and status of contract
Deliverables

I A R I I C
Hold post phase review
meeting A R C C C C C C C C C
Release phasedependent Tyler project
resources

A R I I
Participants Tyler City
Project Leadership Project Manager
Project Manager Project Sponsor(s)
Implementation Consultants Functional Leads, Power Users, Technical Leads
Technical Consultants (Conversion, Deployment,
Development)
Client Services
Inputs Contract
Statement of Work
Project artifacts
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Final action plan (for outstanding items)
Reconciliation Report
Post Phase Review
Work package assumptions:

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 38
▪ Tyler deliverables for the phase have been completed.

Project Closeout
Completion of this work package signifies final acceptance and formal closing of the Project.

At this time the City may choose to begin working with Client Services to look at continuous improvement Projects, building on the completed solution.

Objectives:
▪ Confirm no critical issues remain for the project teams to resolve. ▪ Determine proper knowledge transfer to the City teams for key processes and subject areas has occurred.
▪ Verify all deliverables included in the Agreement are delivered.

STAGE 6 Project Close Out
Tyler City
RACI MATRIX KEY:

R = Responsible
A = Accountable
C = Consulted
I = Informed
Executive ManagerImplementation ManagerProject ManagerImplementation ConsultantData ExpertsModification ServicesTechnical ServicesClient ServicesExecutive SponsorSteering CommitteeProject ManagerFunctional LeadsChange Management LeadsSubject Matter Experts (Power Users)Department HeadsEnd UsersTechnical Leads Conduct post project
review A R C C C C C C C C C
Deliver post project
report to City and Tyler
leadership

I A R I I C
Release Tyler project
resources

A R I I
Inputs Contract
Statement of Work
Outputs /
Deliverables
Acceptance Criteria [only] for Deliverables
Post Project Report City acceptance; Completed report indicating all project Deliverables and milestones have
been completed
Work package assumptions:
▪ All project implementation activities have been completed and approved. ▪ No critical project issues remain that have not been documented and assigned. ▪ Final project budget has been reconciled and invoiced. ▪ All Tyler deliverables have been completed.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 39
Control Point 6: Close Stage Acceptance
Acceptance criteria for this Stage includes completion of all criteria listed below.

Close Stage Deliverables:
▪ Post Project Report.

Close Stage Acceptance Criteria:
▪ Completed report indicating all Project deliverables and milestones have been completed.

General Assumptions
Tyler and the City will use this SOW as a guide for managing the implementation of the Tyler Project as provided and described in the Agreement. There are a few assumptions which, when acknowledged and adhered to, will support a successful implementation. Assumptions related to specific work packages are documented throughout the SOW. Included here are general assumptions which should be considered throughout the overall implementation process.

Project
▪ Project activities will begin after the Agreement has been fully executed. ▪ The City Project Team will complete their necessary assignments in a mutually agreed upon timeframe to meet the scheduled go-live date, as outlined in the Project Schedule. ▪ Sessions will be scheduled and conducted at a mutually agreeable time. ▪ Additional services, software modules and modifications not described in the SOW or Agreement will be considered a change to this Project and will require a Change Request Form as previously referenced in the definition of the Change Control Process. ▪ Tyler will provide a written agenda and notice of any prerequisites to the City project manager(s) ten (10) business days or as otherwise mutually agreed upon time frame prior to any scheduled on-site or remote sessions, as applicable.
▪ Tyler will provide guidance for configuration and processing options available within the Tyler software. If multiple options are presented by Tyler, the City is responsible for making decisions based on the options available.
▪ Implementation of new software may require changes to existing processes, both business and technical, requiring the City to make process changes.
▪ The City is responsible for defining, documenting, and implementing their policies that result from any business process changes.

Organizational Change Management
Unless otherwise contracted by Tyler, City is responsible for managing Organizational Change. Impacted City resources will need consistent coaching and reassurance from their leadership team to embrace and accept the changes being imposed by the move to new software. An important part of change is ensuring that impacted City resources understand the value of the change, and why they are being asked to change.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 40
Resources and Scheduling
▪ City resources will participate in scheduled activities as assigned in the Project Schedule. ▪ The City team will complete prerequisites prior to applicable scheduled activities. Failure to do so may affect the schedule.
▪ Tyler and the City will provide resources to support the efforts to complete the Project as scheduled and within the constraints of the Project budget.
▪ Abbreviated timelines and overlapped Phases require sufficient resources to complete all required work as scheduled.
▪ Changes to the Project Schedule, availability of resources or changes in Scope will be requested through a Change Request. Impacts to the triple constraints (scope, budget, and schedule) will be assessed and documented as part of the change control process. ▪ The City will ensure assigned resources will follow the change control process and possess the required business knowledge to complete their assigned tasks successfully. Should there be a change in resources, the replacement resource should have a comparable level of availability, change control process buy-in, and knowledge.
▪ The City makes timely Project related decisions to achieve scheduled due dates on tasks and prepare for subsequent training sessions. Failure to do so may affect the schedule, as each analysis and implementation session is dependent on the decisions made in prior sessions. ▪ The City will respond to information requests in a comprehensive and timely manner, in accordance with the Project Schedule.
▪ The City will provide adequate meeting space or facilities, including appropriate system connectivity, to the project teams including Tyler team members.
▪ For on-site visits, Tyler will identify a travel schedule that balances the needs of the project and the employee.

Data
▪ Data will be converted as provided and Tyler will not create data that does not exist. ▪ The City is responsible for the quality of legacy data and for cleaning or scrubbing erroneous legacy data.
▪ Tyler will work closely with the City representatives to identify business rules before writing the conversion. The City must confirm that all known data mapping from source to target have been identified and documented before Tyler writes the conversion. ▪ All in-scope source data is in data extract(s).
▪ Each legacy system data file submitted for conversion includes all associated records in a single approved file layout.
▪ The City will provide the legacy system data extract in the same format for each iteration unless changes are mutually agreed upon in advance. If not, negative impacts to the schedule, budget and resource availability may occur and/or data in the new system may be incorrect. ▪ The City Project Team is responsible for reviewing the converted data and reporting issues during each iteration, with assistance from Tyler.
▪ The City is responsible for providing or entering test data (e.g., data for training, testing interfaces, etc.)

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 41
Facilities
▪ The City will provide dedicated space for Tyler staff to work with City resources for both on-site and remote sessions. If Phases overlap, City will provide multiple training facilities to allow for independent sessions scheduling without conflict.
▪ The City will provide staff with a location to practice what they have learned without distraction.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 42
Glossary
Word or Term Definition
Acceptance Confirming that the output or deliverable is suitable and conforms to the agreed upon criteria.

Accountable The one who ultimately ensures a task or deliverable is completed; the one who ensures the prerequisites of the task are met and who delegates the work to those
responsible. [Also see RACI]
Application A computer program designed to perform a group of coordinated functions, tasks, or activities for the benefit of the user.

Application Programming Interface
(API)
A defined set of tools/methods to pass data to and
received data from Tyler software products
Agreement This executed legal contract that defines the products and services to be implemented or performed.

Business Process The practices, policy, procedure, guidelines, or functionality that the client uses to complete a specific job function.

Business Requirements Document A specification document used to describe Client requirements for contracted software modifications.

Change Request A form used as part of the Change Control process whereby changes in the scope of work, timeline, resources, and/or budget are documented and agreed upon by
participating parties.

Change Management Guides how we prepare, equip and support individuals to successfully adopt change in order to drive organizational success & outcomes
Code Mapping [where applicable] An activity that occurs during the data conversion process whereby users equate data (field level) values from the old system to the values available in the new system. These may be one to one or many to one. Example: Old System
[Field = eye color] [values = BL, Blu, Blue] maps to New Tyler System [Field = Eye Color] [value = Blue].

Consulted Those whose opinions are sought, typically subject matter experts, and with whom there is two-way communication.
[Also see RACI]
Control Point This activity occurs at the end of each stage and serves as a formal and intentional opportunity to review stage
deliverables and required acceptance criteria for the stage have been met.

Data Mapping [where applicable] The activity determining and documenting where data from the legacy system will be placed in the new system; this typically involves prior data analysis to understand how the data is currently used in the legacy system and how it will be used in the new system.

Deliverable A verifiable document or service produced as part of the Project, as defined in the work packages.

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 43
Go-Live The point in time when the Client is using the Tyler software to conduct daily operations in Production.

Informed Those who are kept up-to-date on progress, often only on completion of the task or deliverable, and with whom there is just one-way communication. [Also see RACI]
Infrastructure The composite hardware, network resources and services required for the existence, operation, and management of the Tyler software.

Interface A connection to and potential exchange of data with an external system or application. Interfaces may be one way, with data leaving the Tyler system to another system or data entering Tyler from another system, or they may be bi-directional with data both leaving and entering Tyler and another system.

Integration A standard exchange or sharing of common data within the Tyler system or between Tyler applications
Legacy System The software from which a client is converting.

Modification Custom enhancement of Tyler’s existing software to provide features or functions to meet individual client requirements documented within the scope of the
Agreement.

On-site Indicates the work location is at one or more of the client’s physical office or work environments.

Organizational Change The process of changing an organization's strategies, processes, procedures, technologies, and culture, as well as the effect of such changes on the organization.

Output A product, result or service generated by a process.

Peripheral devices An auxiliary device that connects to and works with the computer in some way. Some examples: scanner, digital
camera, printer.

Phase A portion of the Project in which specific set of related applications are typically implemented. Phases each have an independent start, Go-Live and closure dates but use the same Implementation Plans as other Phases of the
Project. Phases may overlap or be sequential and may have different Tyler resources assigned.

Project The delivery of the software and services per the agreement and the Statement of Work. A Project may be
broken down into multiple Phases.

RACI A matrix describing the level of participation by various roles in completing tasks or Deliverables for a Project or process. Individuals or groups are assigned one and only

22.H.

Exhibit E
Hemet, CA
Tyler Technologies, Inc. Page | 44
one of the following roles for a given task: Responsible (R), Accountable (A), Consulted (C), or Informed (I).

Remote Indicates the work location is at one or more of Tyler’s physical offices or work environments.

Responsible Those who ensure a task is completed, either by themselves or delegating to another resource. [Also see RACI]
Scope Products and services that are included in the Agreement.

Solution The implementation of the contracted software product(s) resulting in the connected system allowing users to meet Project goals and gain anticipated efficiencies.

Stage The top-level components of the WBS. Each Stage is repeated for individual Phases of the Project.

Standard Software functionality that is included in the base software (off-the-shelf) package; is not customized or modified.

Statement of Work (SOW) Document which will provide supporting detail to the Agreement defining Project-specific activities, services, and Deliverables.

System The collective group of software and hardware that is used by the organization to conduct business.

Test Scripts The steps or sequence of steps that will be used to validate or confirm a piece of functionality, configuration,
enhancement, or Use Case Scenario.

Training Plan Document(s) that indicate how and when users of the system will be trained relevant to their role in the
implementation or use of the system.

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 (WBS) A hierarchical representation of a Project or Phase broken down into smaller, more manageable components.

Work Package A group of related tasks within a project.