Hemet City Council
May 28, 2024

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City of Hemet, CA Contract Performance
Enterprise Resource Planning Software and Implementation Services Tyler Technologies, Inc.

hope the county will choose to engage with us productively and we look forward to refuting the misinformation and misguided allegations included in their complaint. On January 27, 2023 the court dismissed the lawsuit with prejudice after the parties reached a mutually agreeable settlement. x Anoka County v. Tyler Technologies, Inc. (Anoka County, MN District Court): On June 15, 2020, Anoka County served Tyler with a complaint that Anoka did not file with the court, escalating a dispute outside of the contractual dispute resolution process. Anoka’s complaint sought specific performance and damages in excess of $50,000. On July 6, 2020, Tyler removed that lawsuit to the United States District Court for the District of Minnesota (Case No. 20-cv-1524). Tyler filed its answer, affirmative defenses and counterclaims on July 13, 2020. Tyler also continued to try to get Anoka to engage with Tyler in a productive and cooperative way. At the time of the dispute, Anoka was in live production on the contracted-for system, which they used for daily operations, including a publicly available portal for citizen inquiry and payment of current tax bills. Prior to Anoka filing the lawsuit, Tyler’s project team had already delivered the functionality scheduled for go-live and post go-live, and continued to deliver on its ongoing obligations on a regular and highly-resourced basis. As a result of this highly engaged response by Tyler, the parties were able to mutually agree to a resolution, and the Court dismissed the case with prejudice on April 29, 2021.
x Sacramento Regional Public Safety Communications Center (“SacFire”) v. Tyler Technologies, Inc. (E.D.

Cal. No. 2:18-cv-01111): On June 22, 2018, SacFire filed a lawsuit against Tyler relating to a proposal submitted by Tyler’s predecessor-in-interest, New World Systems Corporation, and a contract arising out of that proposal that SacFire and Tyler executed soon after Tyler acquired New World. The lawsuit asserted four claims relating to the proposal and the parties’ resulting contract. The lawsuit was baseless. Tyler filed a motion to dismiss the lawsuit, and one of SacFire’s claims was dismissed.

The parties subsequently negotiated a mutually agreeable resolution of the remaining claims, and SacFire dismissed the case with prejudice. The Court entered that dismissal on July 17, 2019.

Lawsuits initiated by Tyler: Tyler’s goal is to resolve every dispute reasonably and amicably. Where that is not possible, Tyler seeks redress through a lawsuit when it feels compelled to do so.

Currently pending lawsuits that meet this description are summarized below:
x On August 23, 2022, Tyler filed a lawsuit against the NY Department of Taxation and Finance and the NY Office of Information Technology Services in U.S. District Court for the Northern District of New York. The complaint alleges breach of contract and unjust enrichment arising out of the State’s failure to pay for certain services Tyler delivered. Tyler was forced to seek redress through a lawsuit after the State ignored Tyler’s extensive efforts of outreach to collect payment after the State abruptly terminated Tyler’s agreement for convenience.

Recent litigation that meets this description is summarized below:
x On June 23, 2022, Tyler filed a lawsuit against Lexington County, South Carolina, in U.S.

District Court for the District of South Carolina (Case No. 3:22-cv-01991-CMC). Tyler’s complaint alleges breach of contract and related claims arising out of the County’s failure to fulfill its obligations during the implementation, its refusal to pay for certain services Tyler performed for the County, and its attempt to terminate the contract despite being close to go-live. Tyler made every effort to resolve the matter without resorting to litigation, but these efforts were unsuccessful. The parties agreed to a confidential settlement and the lawsuit was dismissed on December 14, 2022.
x On July 6, 2020, Tyler filed a lawsuit against Multnomah County, OR involving an implementation of its Odyssey Attorney Manager product. Tyler filed the lawsuit in the United States District Court for the District of Oregon (Case No. 20-cv-1083). The complaint alleged breach of contract and related

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City of Hemet, CA Contract Performance
Enterprise Resource Planning Software and Implementation Services Tyler Technologies, Inc.

claims arising out of the County’s failure to fulfill its obligations during the implementation and its refusal to pay for certain services Tyler delivered. Tyler was forced to take this action after extensive efforts at outreach and cooperation. Shortly after Tyler filed the complaint, the parties were able to engage in a productive dialogue, and subsequently negotiated a mutually agreeable settlement. As a result of the settlement, Tyler moved for voluntary dismissal with prejudice. The Court entered that dismissal on December 7, 2020. The County remains a Tyler client on other Tyler Software today.

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City of Hemet, CA Sample Contracts
Enterprise Resource Planning Software and Implementation Services Tyler Technologies, Inc.

Section 9 Sample Contracts
Provide sample contract documents that may include the following:
- Statement of Work
- Perpetual Software License or SaaS License Agreement
- Maintenance or Support Agreements
- Service Level Agreements

9.1 Sample License Agreement
Please reference Sample Contracts on the following pages.

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

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2 • “Invoicing and Payment Policy” means the invoicing and payment policy. A copy of our current Invoicing and Payment Policy is attached as Exhibit B.
• “Order Form” means an ordering document that includes a quote or investment summary and specifying the items to be provided by Tyler to Client, including any addenda and supplements thereto.
• “SaaS Fees” means the fees for the SaaS Services identified in the Investment Summary. • “SaaS Services” means software as a service consisting of system administration, system management, and system monitoring activities that Tyler performs for the Tyler Software, and includes the right to access and use the Tyler Software, receive maintenance and support on the Tyler Software, including Downtime resolution under the terms of the SLA, and Data storage and archiving. SaaS Services do not include support of an operating system or hardware, support outside of our normal business hours, or training, consulting or other professional services. • “SLA” means the service level agreement. A copy of our current SLA is attached hereto as Exhibit C.
• “Statement of Work” means the industry standard implementation plan describing how our professional services will be provided to implement the Tyler Software, and outlining your and our roles and responsibilities in connection with that implementation. The Statement of Work is attached as Exhibit E.
• “Support Call Process” means the support call process applicable to all of our customers who have licensed the Tyler Software. A copy of our current Support Call Process is attached as Schedule 1 to Exhibit C.
• “Third Party Hardware” means the third party hardware, if any, identified in the Investment Summary.
• “Third Party Products” means the Third Party Software and Third Party Hardware. • “Third Party SaaS Services” means software as a service provided by a third party, if any, identified in the Investment Summary.
• “Third Party Services” means the third party services, if any, identified in the Investment Summary.
• “Third Party Software” means the third party software, if any, identified in the Investment Summary.
• “Third Party Terms” means, if any, the end user license agreement(s) or similar terms for the Third Party Products or other parties’ products or services, as applicable, and attached or indicated at Exhibit D.
• “Tyler” means Tyler Technologies, Inc., a Delaware corporation. • “Tyler Software” means our proprietary software, including any integrations, custom modifications, and/or other related interfaces identified in the Investment Summary and licensed by us to you through this Agreement.
• “we”, “us”, “our” and similar terms mean Tyler.
• “you” and similar terms mean Client.

SECTION B – SAAS SERVICES

1. Rights Granted. We grant to you the non-exclusive, non-assignable limited right to use the SaaS Services solely for your internal business purposes for the number of Defined Users only. The Tyler Software will be made available to you according to the terms of the SLA. You acknowledge that we have no delivery obligations and we will not ship copies of the Tyler Software as part of the SaaS Services. You may use the SaaS Services to access updates and enhancements to the Tyler Software,

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3 as further described in Section C(9). The foregoing notwithstanding, to the extent we have sold you perpetual licenses for Tyler Software, if and listed in the Investment Summary, for which you are receiving SaaS Services, your rights to use such Tyler Software are perpetual, subject to the terms and conditions of this Agreement including, without limitation, Section B(4). We will make any such software available to you for download.

2. SaaS Fees. You agree to pay us the SaaS Fees. Those amounts are payable in accordance with our Invoicing and Payment Policy. The SaaS Fees are based on the number of Defined Users and amount of Data Storage Capacity. You may add additional users or additional data storage capacity on the terms set forth in Section H(1). In the event you regularly and/or meaningfully exceed the Defined Users or Data Storage Capacity, we reserve the right to charge you additional fees commensurate with the overage(s).

3. Ownership.

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

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

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

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

5. Software Warranty. We warrant that the Tyler Software will perform without Defects during the term of this Agreement. If the Tyler Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure the Defect in accordance with the maintenance and support process set forth in Section C(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. 18. We have attained, and will maintain, SOC 1 and SOC 2 compliance, or its equivalent, for so long as you are timely paying for SaaS Services. 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 3rd party data center, we will provide available compliance reports for that data center.

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

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

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

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

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

Should you request a client-specific disaster recovery test, we will work with you to schedule and execute such a test on a mutually agreeable schedule. At your written request, we will provide test results to you within a commercially reasonable timeframe after receipt of the request.

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

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

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.

SECTION C – PROFESSIONAL SERVICES

1. Professional Services. We will provide you the various implementation-related services itemized in the Investment Summary and described in the Statement of Work.

2. Professional Services Fees. You agree to pay us the professional services fees in the amounts set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. You acknowledge that the fees stated in the Investment Summary are good-faith estimates of the amount of time and materials required for your implementation. We will bill you the actual fees incurred based on the in-scope services provided to you. Any discrepancies in the total values set forth in the Investment Summary will be resolved by multiplying the applicable hourly rate by the quoted hours.

3. Additional Services. The Investment Summary contains, and the Statement of Work describes, the scope of services and related costs (including programming and/or interface estimates) required for the project based on our understanding of the specifications you supplied. If additional work is required, or if you use or request additional services, we will provide you with an addendum or change order, as applicable, outlining the costs for the additional work. The price quotes in the addendum or change order will be valid for thirty (30) days from the date of the quote.

4. Cancellation. If travel is required, we will make all reasonable efforts to schedule travel for our personnel, including arranging travel reservations, at least two (2) weeks in advance of commitments. Therefore, if you cancel services less than two (2) weeks in advance (other than for Force Majeure or breach by us), you will be liable for all (a) non-refundable expenses incurred by us on your behalf, and (b) daily fees associated with cancelled professional services if we are unable to reassign our personnel. We will make all reasonable efforts to reassign personnel in the event you cancel within two (2) weeks of scheduled commitments.

5. Services Warranty. We will perform the services in a professional, workmanlike manner, consistent with industry standards. In the event we provide services that do not conform to this warranty, we will re-perform such services at no additional cost to you.

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

7. 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

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6 security policies.

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

9. Maintenance and Support. For so long as you timely pay your SaaS Fees according to the Invoicing and Payment Policy, then in addition to the terms set forth in the SLA and the Support Call Process, we will:

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

9.2 provide support during our established support hours;

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

9.4 make available to you all releases to the Tyler Software (including updates and enhancements) that we make generally available without additional charge to customers who have a maintenance and support agreement in effect; and

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

We will use all reasonable efforts to perform support services remotely. Currently, we use a third-party secure unattended connectivity tool called Bomgar, as well as GotoAssist by Citrix. Therefore, you agree to maintain a high-speed internet connection capable of connecting us to your PCs and server(s). You agree to provide us with a login account and local administrative privileges as we may reasonably require to perform remote services. We will, at our option, use the secure connection to assist with proper diagnosis and resolution, subject to any reasonably applicable security protocols. 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 thenPage 231 of 829

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7 current Support Call Process. Requested services such as those outlined in this section will be billed to you on a time and materials basis at our then current rates. You must request those services with at least one (1) weeks’ advance notice.

SECTION D – THIRD PARTY PRODUCTS

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

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

3. Third Party Products Warranties.

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

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

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

4. Third Party Services. If you have purchased Third Party Services, those services will be provided independent of Tyler by such third-party at the rates set forth in the Investment Summary and in accordance with our Invoicing and Payment Policy.

SECTION E - INVOICING AND PAYMENT; INVOICE DISPUTES

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

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

You may withhold payment of the amount(s) actually in dispute, and only those amounts, until we complete the action items outlined in the plan. If we are unable to complete the action items outlined in the action plan because of your failure to complete the items agreed to be done by you, then you will remit full payment of the invoice. We reserve the right to suspend delivery of all SaaS Services, including maintenance and support services, if you fail to pay an invoice not disputed as described above within fifteen (15) days of notice of our intent to do so.

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8 SECTION F – TERM AND TERMINATION

1. Term. The initial term of this Agreement is equal to the number of years indicated for SaaS Services in Exhibit A, commencing on the first day of the first month following the Effective Date, unless earlier terminated as set forth below. If no duration is indicated in Exhibit A, the initial term is one (1) year. Upon expiration of the initial term, this Agreement will renew automatically for additional one (1) year renewal terms at our then-current SaaS Fees unless terminated in writing by either party at least sixty (60) days prior to the end of the then-current renewal term. Your right to access or use the Tyler Software and the SaaS Services will terminate at the end of this Agreement.

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

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

2.2 For Cause. If you believe we have materially breached this Agreement, you will invoke the Dispute Resolution clause set forth in Section H(3). You may terminate this Agreement for cause in the event we do not cure, or create a mutually agreeable action plan to address, a material breach of this Agreement within the thirty (30) day window set forth in Section H(3).

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

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

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.

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9 1.2 Our obligations under this Section G(1) will not apply to the extent the claim or adverse final judgment is based on your use of the Tyler Software in contradiction of this Agreement, including with non-licensed third parties, or your willful infringement.

1.3 If we receive information concerning an infringement or misappropriation claim related to the Tyler Software, we may, at our expense and without obligation to do so, either: (a) procure for you the right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent, in which case you will stop running the allegedly infringing Tyler Software immediately. Alternatively, we may decide to litigate the claim to judgment, in which case you may continue to use the Tyler Software consistent with the terms of this Agreement.

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

2. General Indemnification.

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

2.2 To the extent permitted by applicable law, you will indemnify and hold harmless us and our agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for personal injury or property damage to the extent caused by your negligence or willful misconduct; or (b) your violation of a law applicable to your performance under this Agreement.

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

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

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

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

NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 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

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

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

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

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

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

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

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

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

SECTION H – GENERAL TERMS AND CONDITIONS

1. Additional Products and Services. You may purchase additional products and services at the rates set forth in the Investment Summary for twelve (12) months from the Effective Date by executing a mutually agreed addendum. If no rate is provided in the Investment Summary, or those twelve (12) months have expired, you may purchase additional products and services at our then-current list price, also by executing a mutually agreed addendum. The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the addendum.

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

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

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

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

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

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

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

8. Binding Effect; No Assignment. This Agreement shall be binding on, and shall be for the benefit of, either your or our successor(s) or permitted assign(s). Neither party may assign this Agreement without the prior written consent of the other party; provided, however, your consent is not required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or purchase of substantially all of our assets.

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

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

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

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

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

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

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

16. Client Lists. You agree that we may identify you by name in client lists, marketing presentations, and promotional materials.

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

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

18. 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

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13 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 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
Exhibit B Invoicing and Payment Policy
Schedule 1: Business Travel Policy
Exhibit C Service Level Agreement
Schedule 1: Support Call Process
Exhibit D Third Party Terms
Schedule 1: Hyperlinked Terms
Schedule 2: DocOrigin Terms
Exhibit E Statement of Work

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14 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. INSERT CLIENT NAME
By: By:

Name: Name:

Title: Title:

Date: Date:

Address for Notices: Address for Notices:

Tyler Technologies, Inc. INSERT CLIENT NAME
One Tyler Drive CLIENT ADDRESS
Yarmouth, ME 04096 ADDRESS
Attention: Chief Legal Officer Attention: ______________________________

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Exhibit A
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.

Tyler sales quotation to be inserted prior to Agreement execution.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

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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 term, your annual SaaS fees will be at our then-current rates.

2. Other Tyler Software and Services.

2.1 VPN Device: The fee for the VPN device will be invoiced upon installation of the VPN.

2.2 Implementation and Other Professional Services (including training): Implementation and other professional services (including training) are billed and invoiced as delivered, at the rates set forth in the Investment Summary.

2.3 Consulting Services: If you have purchased any Business Process Consulting services, if they have been quoted as fixed-fee services, they will be invoiced 50% upon your acceptance of the best practice recommendations, by module, and 50% upon your acceptance of custom desktop procedures, by module. If you have purchased any Business Process Consulting services and they are quoted as an estimate, then we will bill you the actual services delivered on a time and materials basis.

2.4 Conversions: Fixed-fee conversions are invoiced 50% upon initial delivery of the converted Data, by conversion option, and 50% upon Client acceptance to load the converted Data into Live/Production environment, by conversion option. Where conversions are quoted as estimated, we will bill you the actual services delivered on a time and materials basis.

2.5 Requested Modifications to the Tyler Software: Requested modifications to the Tyler Software are invoiced 50% upon delivery of specifications and 50% upon delivery of the applicable modification. You must report any failure of the modification to conform to the specifications within thirty (30) days of delivery; otherwise, the modification will be deemed to be in compliance with the specifications after the 30-day window has passed. You may still report Defects to us as set forth in this Agreement.

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Exhibit B
2 2.6 Other Fixed Price Services: Other fixed price services are invoiced as delivered, at the rates set forth in the Investment Summary. For the avoidance of doubt, where “Project Planning Services” are provided, payment will be due upon delivery of the Implementation Planning document. Dedicated Project Management services, if any, will be billed monthly in arrears, beginning on the first day of the month immediately following initiation of project planning.

2.7 Web Services: Annual fees for web services are payable in advance, commencing upon 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.

2.8 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.

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

3.2 Third Party Software Maintenance: The first year maintenance for the Third Party Software is invoiced when we make it available to you for downloading.

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

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

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

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

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

Expenses for Tyler delivered services will be billed as incurred and only in accordance with our then-current Business Travel Policy, plus a 10% travel agency processing fee. Our current Business Travel Policy is attached to this Exhibit B as Schedule 1. Copies of receipts will be provided upon request; we reserve the right to charge you an administrative fee depending on the extent of your requests. Receipts for miscellaneous items less than twenty-five dollars and mileage logs are not available.

6. Credit for Prepaid Maintenance and Support Fees for Tyler Software. Client will receive a credit for the maintenance and support fees prepaid for the Tyler Software for the time period

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Exhibit B
3 commencing on the first day of the SaaS Term.1
Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date. We prefer to receive payments electronically. Our electronic payment information is available by contacting [email protected].
1 USE FOR FLIP CONTRACTS WHERE THE SAAS TERM BEGINS BEFORE THE END OF THE ANNUAL MAINTENANCE TERM.

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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.

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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. 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 quarter, 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: (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 quarter 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.

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
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

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Exhibit C
2 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 quarter.

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 quarter. 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.

Client Relief Schedule
Actual Attainment Client Relief

99.99% - 99.50% Remedial action will be taken

99.49% - 98.50% 2%

98.49% - 97.50% 4%

97.49% - 96.50% 6%

96.49% - 95.50% 8%
Below 95.50% 10%
* 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.

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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 support staff after normal business hours for reporting Priority Level 1 Defects only. Upon receipt of

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Exhibit C
Schedule 1
2 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.

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Exhibit D
1 Exhibit D
Third Party Terms

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Exhibit D
Schedule 1
1 Exhibit D
Schedule 1
Hyperlinked Terms
Fire Prevention Mobile Terms. Your use of Tyler’s Fire Prevention Mobile solutions is subject to the terms found here: https://www.tylertech.com/terms/mobileeyes-third-party-terms. By signing a Tyler Agreement or Order Form, or accessing, installing, or using the Fire Prevention Mobile solution, 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.

Quatred Terms. Your use of Quatred solutions is subject to the End User License Agreement terms found here: https://www.quatred.com/eula. By signing a Tyler Agreement or Order Form, or accessing, installing, or using Quatred solutions provided to you by Tyler, 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

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Exhibit D
Schedule 1
2 • Enterprise Supervision
• Virtual Court

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Exhibit D
Schedule 2
1 Exhibit D
Schedule 2
DocOrigin Terms

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Exhibit D
Schedule 2
2

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Exhibit D
Schedule 2
3

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Exhibit D
Schedule 2
4

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Exhibit D
Schedule 2
5

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Exhibit D
Schedule 2
6

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Exhibit E
1 Exhibit E
Statement of Work
Statement of Work to be inserted prior to Agreement execution.

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City of Hemet, CA Exceptions
Enterprise Resource Planning Software and Implementation Services Tyler Technologies, Inc.

Section 10 Exceptions
Document any exceptions you have to the RFP.

City of Hemet, California (“Client”)
Request for Proposal: Permitting, Planning, Land Management Software and Implementation Services Tyler Statement Regarding Exceptions to the Aforementioned Procurement Document(s) Tyler’s Proposal is based on the delivery of the requested software and services according to Tyler’s standard implementation methodology and Tyler’s standard contract(s). That methodology, and that contract(s), have been refined and enhanced over Tyler’s many years of operation in the public sector information technology market. Tyler’s submission of its Proposal does not constitute a waiver of Tyler’s right to negotiate any and all terms to the mutual satisfaction of the parties. Tyler shall be obligated to provide products and services only upon execution, and under and according to the terms and conditions, of the mutually negotiated contract between Tyler and the Client.

Tyler will consider its implementation methodology and its contract(s) to be the starting point for those negotiations unless expressly stated otherwise in its Proposal. Tyler’s standard contract(s) are included for your reference. To the extent you request to incorporate your bid documents and our proposal documents into the contract package, we will agree to do so as long as the order of priority is (a) the final, negotiated contract; (b) our proposal documentation; and (c) your bid documentation.

Tyler is providing representative “exceptions” to standard procurement terms and conditions for your review.

This representative list does not negate any of the expectations Tyler has stated above. x Invitation for Proposals (Section 1, page 3); Vendor Instructions (Section 5, page 7); City Property (Section 7(7), page 11); Confidential Material (Section 7(8), page 11):
o The Client may use the Tyler Proposal for its internal reference in evaluating proposals. Tyler shall retain ownership of all (i) software products licensed to the Client; and (ii) proprietary information contained in all deliverables. Tyler reserves the right to protest the public disclosure of its confidential and proprietary information, consistent with applicable public records laws.
o Tyler’s Proposal is in compliance and subject to the RFP terms, except as modified by, taken exception to, and as otherwise provided in Tyler’s proposal. x Pricing (Section 5(3), page 7): Unless expressly indicated otherwise, our Proposal contains estimates of the amount of services and associated expenses needed, based on our understanding of the size and scope of your project. The actual amount of services and expenses depends on such factors as your level of involvement in the project and the speed of knowledge transfer. If required, we will provide a not-toexceed quote once the scope of services has been finalized. Unless noted otherwise, our services rates do not include travel expenses, which are separately estimated and are payable in accordance with our thencurrent Business Travel Policy. Unless expressly indicated otherwise, the fees we have quoted do not include any taxes.
x Requirements (Section 6, page 10): Tyler will agree to incorporate the Client’s RFP by reference into the final contract, so long as Tyler’s Proposal is incorporated as well, and the order of priority in the event of any conflict is (1) the Agreement; (2) Tyler’s Proposal; and (3) the RFP. x Insurance Requirements (Section 7(11), page 12): At your request during contract negotiations, we will add language to the insurance provision that adds you as an additional insured to our commercial general

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City of Hemet, CA Exceptions
Enterprise Resource Planning Software and Implementation Services Tyler Technologies, Inc.

liability and auto liability policy for claims arising out of or relating to the contract, which automatically affords you the same status under our excess/umbrella liability policy. A Certificate of Insurance reflecting that status may be provided at your request after the contract is executed. Our carrier has issued blanket endorsements regarding additional insured status; we do not issue separate endorsements specific to each customer.

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Exhibit A – Pricing
Use this Pricing template as Section 3 of your response. Supporting documents may be included in your proposal. If you provide on-premises and SaaS deployment options submit a Pricing document for each.

City of Hemet, California
User Count - Financials = 110 Named, 30 Concurrent
W2 Count - Human Capital Management = 352
Software – Year 1 $ Assumptions
Financials: No license fees. Annual SaaS fees.

Accounting/GL 34178
Accounts Payable 9466
Assets Mobile 3785 Mobile scanning interface for Capital Assets Budgeting 9466
Capital Assets 10239
Cash Management 8128 Automated Bank reconciliation
Contract Management 4890
Vendor Access / eProcurement 9700 Vendor Portal
Project and Grant Accounting 8255
Purchasing 14684
Human Capital Management: No license fees. Annual SaaS fees.

Human Resource and Talent Mgmt 5414
Payroll w/Employee Access Portal 7886
Time and Attendance 19668
Employee Expense Reimbursement 4762
Revenue Management No license fees. Annual SaaS fees.

Accounts Receivable 7257
Business Licenses 7415 BL also proposed in separate permitting bid.

Cashiering 16210
General Billing 4454
Utility Billing CIS 5661
UB Meter Interface 1834
Resident Access 13000 Online payment portal for UB payments Other No license fees. Annual SaaS fees.

Content Manager Core 13712 Tyler Content Manager
Enterprise Analytics and Reporting 21486 Reporting Engine Enterprise Forms Processing 9875 Forms Kits / templates ACFR Statement Builder 7140
Bar Code Printer Scanner Annual fees 315
Sub-Total - Software 258,565 Year 1 SaaS fees. Replace Eden annual fees.

Implementation Services Assumptions
Implementation 472,300
Data Conversion 46,550
Training Training is included in implementation fees.

Report Development No proposed. Needs to be scoped if required.

Integration Standard integration services proposed
Travel 28770 Estimate of 17-20 trips
Other 5503 Third party hardware / Cashiering
Sub-Total - Implementation 553,123
Maintenance/License - Software Years 2-10 Assumptions
Year 2 258,565 0%
Year 3 258,565 0%
Year 4 266,321 3% increase
Year 5 274,311 3% increase Page 265 of 829

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Year 6 282,540 3% increase
Year 7 291,071 3% increase
Year 8 299,747 3% increase
Year 9 308,740 3% increase
Year 10 318,002 3% increase
Sub-Total - Maintenance/License 2,513,821 Year 2 through 10 SaaS Fees Total 3,369,499 Total 10 Year Cost of Ownership

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Exhibit B - References
Current Customers
Item Response
Current Customer #1 SaaS
Name City of El Cajon CA
Employee Count 400
Population 106,215
Contact Name Sara Diaz, Director of Technology
Contact Telephone and Email [email protected] (619) 820.8345 Project Scope Financial,HCM,UB, Enterprise Permitting & License Implementation Duration Licensing 2020 – 2023
Go Live Date Various go lives during this period
System Replaced Legacy Systems
Current Customer #2 On Premise
Name City of Encinitas CA
Employee Count 206
Population 62007
Contact Name David Van Pelt, IT Supervisor
Contact Telephone and Email [email protected] (760)633.2652 Project Scope Financials, HCM, UB,Enterprise Asset Maintenance Implementation Duration 2011-2013
Go Live Date Various go lives during this period
System Replaced Legacy Systems
Current Customer #3 SaaS
Name City of Hawthorne CA
Employee Count 321
Population 88083
Contact Name Felice Lopez, Finance Director
Contact Telephone and Email [email protected] (310) 349.2923 Project Scope Financials, HCM, and Enterprise Permitting Implementation Duration 2019-2021
Go Live Date Various go lives during this period
System Replaced Tyler Eden ERP
Current Customer #4 SaaS
Name City of Napa CA
Employee Count 480
Population 79246
Contact Name Liz Habkirk, Deputy City Manager
Contact Telephone and Email [email protected] (707) 257.9500 Project Scope Financials, HCM, UB, & Enterprise Permitting Implementation Duration 2019-2021
Go Live Date Various go lives during this period
System Replaced Legacy Systems

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Current Customer #5
Name City of Rancho Palos Verdes CA
Employee Count 85
Population 42287
Contact Name Vino Ramos, Deputy Director of Finance
Contact Telephone and Email [email protected] (310) 544.5210 Project Scope Financials & HCM
Implementation Duration 2017-2019
Go Live Date Various go lives during this period
System Replaced Legacy Systems
Exhibit B – References
Prior Customers
Item Response
Prior Customer #1 Prior Customer References Not Available Name
Number of Employees
Population
Contact Name and Title
Contact Telephone and Email
Software Scope
Implementation Duration
Go Live Date
Reason for Change
Prior Customer #2 Prior Customer References Not Available Name
Number of Employees
Population
Contact Name and Title
Contact Telephone and Email
Software Scope
Implementation Duration
Go Live Date
Reason for Change

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Exhibit A – Pricing
City of Hemet, California
User Count - Financials = 110 Named, 30 Concurrent
W2 Count - Human Capital Management = 352
Software – Year 1 $ Assumptions
Financials:

General Ledger, Project and Grant Accounting,
Budgeting, Purchasing, Accounts Payable,
Accounts Receivable, Capital Assets
$51,075.00 Pricing & module selection is negotiable through finalization of city’s RFP selection**
Cashiering Included in above
pricing
Utility Billing $19,665.00
CivicPay Online $5,940.00
Human Capital Management:

Human Resources $5,940.00
Timekeeping Included in PR
Payroll $8,910.00
Business License $6,435.00
Sub-Total - Software $97,965.00
Implementation Services Assumptions
Implementation $165,564.00 See included line breakdown below for each module implementation & training costs
Data Conversion $0 Included
Training $0 Included

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Report Development $0
Integration $0
Travel N/A
Other N/A
Sub-Total - Implementation $165,564.00
Maintenance/License - Software Years 2-10 Assumptions
Year 2 $98,466.75 Annual Subscription estimated
Year 3 $105,359.42 Annual Subscription estimated
Year 4 $112,734.57 Annual Subscription estimated
Year 5 $120,625.99 Annual Subscription estimated
Year 6 $129,069.81 Annual Subscription estimated
Year 7 $138,104.69 Annual Subscription estimated
Year 8 $147,772.01 Annual Subscription estimated
Year 9 $158,116.05 Annual Subscription estimated
Year 10 $169,184.17 Annual Subscription estimated
Sub-Total - Maintenance/License
Total
Software Costs
Section 3.1 in MSA states:

Springbrook will invoice Customer in advance for the Subscription Service and is payable net thirty (30) days of the invoice dates. Subscription Service fees will be due thirty (30) days in advance of the first day of each Subscription period to which the payment relates. Subscription Service fees will be due no later than the first day of each Subscription Period to which the payment relates. If Customer orders additional Authorized User quantities part-way through an existing Subscription Period, and the initial Subscription Period for the additional quantity is adjusted as described herein, then the Subscription Service fee for such additional quantity will be pro-rated accordingly. Optional Subscription Services will be due at the same time as payment for the corresponding Subscription Service, or (if applicable) as otherwise specified in the applicable Order Form or governing terms. Subscription Service fees and any other recurring fees will be subject to an automatic annual increase by not more than seven percent (7%) of the prior year’s Subscription Service fees (“Standard Annual Price Increase”). Customer is responsible for keeping Springbrook accurately and fully informed of Customer’s billing and contact information, including providing any purchase order numbers in advance of invoice issuance. Upon execution by Customer and Springbrook, each Order Form and/or SOW is non-cancellable and non-refundable except as provided in this Agreement.

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Section E – Cost Summary and Terms
Annual Product Pricing
PRODUCT RATE QTY DISC (%) NET PRICE
Finance Suite
Subscription
USD 26,500.00 1 10% USD 23,850.00
Accounts
Receivable
Subscription
USD 5,950.00 1 10% USD 5,355.00
Licenses & Permits
Subscription
USD 7,150.00 1 10% USD 6,435.00
Project
Management
Subscription
USD 7,100.00 1 10% USD 6,390.00
Purchase Orders
Subscription
USD 6,750.00 1 10% USD 6,075.00
Utility Billing
Subscription
USD 21,850.00 1 10% USD 19,665.00
Fixed Assets
Subscription
USD 7,150.00 1 10% USD 6,435.00
Employee Self
Service
Subscription
USD 3,300.00 1 10% USD 2,970.00
Human Resources
Management
Subscription
USD 6,600.00 1 10% USD 5,940.00
Payroll
Subscription
USD 9,900.00 1 10% USD 8,910.00
CivicPay Online
Subscription
USD 6,600.00 1 10% USD 5,940.00
CivicPay Online
Transaction Fee
USD 1.00 1 100% TBD based on
number of
transactions
Municipal
Payments
Transaction Fee
USD 1.00 1 100% TBD based on
number of
transactions
Annual Product
Pricing Total
USD 97,965.00

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Estimated Professional Services

PRODUCT DESCRIPTION RATE QTY NET PRICE
Finance Suite
Professional
Services
Standard
Professional
Services
USD 189.00 190 USD 35,910.00
Accounts
Receivable
Professional
Services
Standard
Professional
Services
USD 189.00 15 USD 2,835.00
License & Permits
Professional
Services
Standard
Professional
Services
USD 189.00 45 USD 8,505.00
Project
Management
Professional
Services
Standard
Professional
Services
USD 189.00 22 USD 4,158.00
Purchaser Orders
Professional
Services
Standard
Professional
Services
USD 189.00 15 USD 2,835.00
Utility Billing
Professional
Services
Standard
Professional
Services
USD 189.00 250 USD 47,250.00
Fixed Assets
Professional
Services
Standard
Professional
Services
USD 189.00 22 USD 4,158.00
Employee Self
Service
Professional
Services
Standard
Professional
Services
USD 189.00 32 USD 6,048.00
Human Resources
Management
Professional
Services
Standard
Professional
Services
USD 189.00 35 USD 6,615.00
Payroll
Professional
Services
Standard
Professional
Services
USD 189.00 250 USD 47,250.00
Estimated
Professional
Services Total
USD 165,564.00
Grand Total
(excludes
applicable sales
tax)
USD 263,529.00

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SpryPoint Response to the City of Hemet’s Request for Proposal:

Enterprise Resource Planning & Implementation
Services
Proposals Due: March 9th, 2023 @ 3:00pm PST
Name: Casey Dowd
Title: Director of Sales
Phone: 416-737-8451
Email: [email protected]
Address: 45 Queen Street
Charlottetown, PE, Canada
C1A 4A4
Website: www.sprypoint.com

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 2 Statement of Confidentiality
The contents of this proposal are confidential and are supplied on the understanding that they will be held confidential and not disclosed to third parties without the prior written consent of SpryPoint

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 3 Table of Contents

1. Cover Letter..................................................................................................................................... 5

2. Requirements .................................................................................................................................. 8

3. Pricing ............................................................................................................................................. 9

4. Implementation..............................................................................................................................13 Project Plan - Implementation Summary ...................................................................................14 Project Plan – Gannt Chart .........................................................................................................15 City Resources .............................................................................................................................16 Vendor Resources........................................................................................................................18 Staffing Matrix.................................................................................................................................................20 Process Improvement Strategy ..................................................................................................21 Business Change Management and Tools ................................................................................21 Data Conversion Methodology and Tools..................................................................................22 Testing Methodology and Tools .................................................................................................29 Training Methodology and Tools................................................................................................32 Report Development....................................................................................................................35

5. Support...........................................................................................................................................37 User: hours, guaranteed response time, resources available, escalation process.................37 User groups and conferences.....................................................................................................42 Post go-live tools and services ...................................................................................................43

6. Technology Overview......................................................................................................................45 Options for technical architecture; hosted, on-premises, SaaS, etc. .......................................45 Deployment options ....................................................................................................................45 Hardware specifications..............................................................................................................45 Mobile hardware and operating system options.......................................................................45 Support for two-factor authentication........................................................................................46 Remote access capabilities, supported technologies and portals available...........................46 Security Administration – SSO, SAML, etc. ...............................................................................46 Integration tools and methodologies supported.......................................................................47 Online data dictionary .................................................................................................................47

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 4 Disaster Recovery Services.........................................................................................................48 Timing and frequency of software updates – scheduled and automatic ................................48 GIS integration – Esri ArcGIS......................................................................................................49 Microsoft 365 GCC integration...................................................................................................50

7. References......................................................................................................................................51

8. Contract Performance.....................................................................................................................53

9. Contract Samples............................................................................................................................54 Sample – Statement of Work ......................................................................................................55 Sample – Master Subscription Agreement..............................................................................113 Sample – Service Level Agreement..........................................................................................126

10. Exceptions...................................................................................................................................145 Attachments – Solution Overview.....................................................................................................146 SpryCIS – Customer Information Solution .....................................................................................147 SpryEngage – Customer Experience Platform................................................................................183 SpryMobile – Mobile Field Service................................................................................................212

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 5

1. Cover Letter
SpryPoint was founded in 2011 on the premise that utilities are in a great position to leverage the technological advances of the last decade. Efficient business processes and technology are at the core of customer satisfaction and operational effectiveness. Over the last 12 years, SpryPoint has developed a new cloud-based Customer Information System (CIS) designed to make our customers’ lives easier to address the evolving utility landscape. SpryPoint’s mission is to help our customers improve customer service and operations through business automation. SpryPoint provides Smart Solutions for Smart Utilities.

Experience
The Senior Management Team has over 70 years of combined experience developing, provisioning, implementing, and supporting Customer Information Systems for utilities. The team drew on this experience when designing SpryCIS to address the evolving needs of utilities where legacy CIS systems fall short. SpryPoint currently works with over 40 utilities in 17 states that use various SpryPoint platform applications. We have earned a reputation as a technology partner that can execute complex implementations on time and within budget with superior customer satisfaction.

Managed Service Cloud Offering
SpryCIS is at the forefront of industry and technology standards. Our platform was architected from the ground up to be delivered as cloud-native Software as a Service (SaaS). The delivery model eliminates the need for any hardware or software to be installed on your network, and most importantly, all updates are delivered instantaneously by SpryPoint. Additional technological advantages include:
● True Cloud Architecture – 100% cloud architecture with instantaneous product upgrades. ● No hardware – No hardware costs or ongoing maintenance for customers. ● Improved Security – 100% AWS Cloud to ensure data privacy, security, and 99.5% up-time.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 6 ● Performance – Dynamic expansion of computing resources to scale up or down with usage and/or users.
● Data Redundancy – All customer information is replicated in the cloud for backup and recovery purposes.
● Business Intelligence and Reporting Analytics – MetaBase is embedded to provide Improved decision-making capabilities and transparency to data and analysis for decision support.
● API First Integrations - SpryMobile was built API first with integration in mind Competitive Advantages
SpryCIS supported new functionality required by regulators and demanded by customers, which many legacy CIS vendors are unable to meet. These advantages include the following:
● Functionality Differentiation – SpryCIS extends beyond the typical functionality of legacy CIS solutions with additional functionality to address mobility, Customer Relationship Management (CRM), Workflow, Customer engagement, Smart Grid, AMI/MDM Integration, complex rates, and conservation, and efficiency initiatives. ● Scalability – SpryCIS is scalable to support both small and large utilities. ● Application Programming Interfaces (APIs) – Our platform includes a comprehensive API framework to enable easier integration with other critical systems. ● Implementation – Significantly faster configuration and implementation capability. ● Workflow and Employee Productivity – Reduction in training time and automation of processes to repurpose staff for more productive activities. ● Customer Engagement and Experience – Multi-channel customer engagement tools to improve customer experience through self-service portals to facilitate payments, consumption analysis, and conservation.

Integration Expertise
SpryPoint’s platform was developed API first. SpryPoint assumes ownership and responsibility for all integrations, and we manage the building, testing, sandbox, and sign-off for production deployment.

We productize existing integration endpoints for reuse, reducing cost and enhancing reliability. We have extensive experience integrating with all major meter technologies including Sensus, payment processors like Paymentus (preferred partner), and multiple financial solutions.

Platform for Growth
SpryPoint provides utilities with an integrated platform to help improve customer service and operations. Over the years, we have continually improved and added to our platform. All proposed applications are developed, implemented, and supported by SpryPoint.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 7 Conclusion
SpryPoint firmly believes we are the right partner for the City Our true SaaS platform is functionally rich, integrated across all modules, and built on state-of-the-art technology. SpryPoint’s team has extensive experience delivering utility enterprise solutions and a track record of exceeding expectations. We appreciate the City’s consideration, and we look forward to an opportunity to work together with the City’s on another successful implementation.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 8

2. Requirements
Please see attached filename: SpryPoint – Hemet – ERP Functional Requirements

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 9

3. Pricing
City of Hemet, California
User Count - Financials = 110 Named, 30 Concurrent
W2 Count - Human Capital Management = 352
Software – Year 1 $ Assumptions
Financials:

General Ledger, Project and Grant
Accounting, Budgeting, Purchasing,
Accounts Payable, Accounts
Receivable, Capital Assets
Cashiering
Utility Billing
SpryCIS $30,000.00 Annual SaaS Fee
SpryMobile $6,000.00 Annual SaaS Fee
SpryEngage $12,500.00 Annual SaaS Fee
Human Capital Management:

Human Resources
Timekeeping
Payroll
Business License
Sub-Total - Software $48,500.00 Annual SaaS Fee
Implementation Services Assumptions
Implementation $60,000.00 Project Management
Data Conversion $40,000.00
Training $22,400.00
Report Development $8,000.00
Integration $11,200.00
Travel $25,000.00 Final Travel Budget TBD with the City Other
Analysis $23,200.00
Configuration $64,000.00

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 10 Testing $36,800.00
Mock Go-Live $4,800.00
Go-Live $24,000.00
Post Go-Live Support $24,000.00
Sub-Total - Implementation $343,400.00
Maintenance/License - Software
Years 2-10 Assumptions
Year 2 $50,925.00 Annual SaaS Fee
Year 3 $53,471.25 Annual SaaS Fee
Year 4 $56,144.81 Annual SaaS Fee
Year 5 $58,952.05 Annual SaaS Fee
Year 6 $61,899.66 Annual SaaS Fee
Year 7 $64,994.64 Annual SaaS Fee
Year 8 $68,244.37 Annual SaaS Fee
Year 9 $71,656.59 Annual SaaS Fee
Year 10 $75,239.42 Annual SaaS Fee
Sub-Total - Maintenance/License $561,527.79 Annual SaaS Fee Total $953,427.79

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Annual Cost Implementation Cost Solution Cost
SpryCIS - Customer Information System $ 30,000 $ 272,000 $ 302,000 SpryMobile - Mobile Field Service $ 6,000 $ 19,200 $ 25,200 SpryEngage - Customer Engagement Portal $ 12,500 $ 27,200 $ 39,700 Total $ 48,500 $ 318,400 $ 366,900
SpryBackflow - Cross Connection Control TBD TBD TBD
SpryCIS is priced at $3.00/Account/Year and includes unlimited users.

SpryMobile includes 5 Full Users at $100/user/month
SpryEngage is priced at $1.25/Account/Year and includes unlimited users SpryBackflow is optional and Pricing is based on number of Testable Assemblies.

Pricing Summary
Notes
Optional Software
Payment Terms are net 30 days.

City of Hemet
All SpryPoint solutions are delivered in the cloud and little to no hardware is required.

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Software as a Service Fees
Year 1 Year 2 Year 3 Year 4 Year 5
SpryCIS $ 30,000 $ 31,500 $ 33,075 $ 34,729 $ 36,465
SpryMobile - Mobile Field Service $ 6,000 $ 6,300 $ 6,615 $ 6,946 $ 7,293 SpryEngage - Customer Portal $ 12,500 $ 13,125 $ 13,781 $ 14,470 $ 15,194 Total $ 48,500 # $ 50,925 $ 53,471 $ 56,145 $ 58,952
One-Time Implementation Fees
Year 1 Year 2 Year 3 Year 4 Year 5
Project Management $ 60,000 $ - $ - $ - $ -
Analysis $ 23,200 $ - $ - $ - $ -
Data Conversion $ 40,000 $ - $ - $ - $ -
Interfaces $ 11,200 $ - $ - $ - $ -
Reporting $ 8,000 $ - $ - $ - $ -
Training $ 22,400 $ - $ - $ - $ -
Testing $ 36,800 $ - $ - $ - $ -
Mock Cutover $ 4,800 $ - $ - $ - $ -
Cutover $ 24,000 $ - $ - $ - $ -
Post Implementation Support $ 24,000 $ - $ - $ - $ -
Total $ 318,400 $ - $ - $ - $ -
Maintenance & Support
Year 1 Year 2 Year 3 Year 4 Year 5
Hardware Included Included Included Included Included
Upgrades & Ongoing Support Included Included Included Included Included Total Included Included Included Included Included

TOTAL PRICING
Year 1 Year 2 Year 3 Year 4 Year 5
TOTAL $ 366,900 $ 50,925 $ 53,471 $ 56,145 $ 58,952
All SpryPoint solutions are delivered in the cloud and little to no hardware is required. 5 Year Total Cost of Operation
City of Hemet

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 13

4. Implementation
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Task Start Duration End Onsite/Offsite Responsibility Effort Cost Travel Cost Project Management (over life of project) 12-May-23 396 11-Jun-24 Onsite/Offsite SpryPoint & Client 300 $ 60,000 $ 2,500 Project Kickoff & Refresher Demo 12-May-23 1 13-May-23 Onsite/Offsite SpryPoint & Client 4 $ 800 Analysis - SpryCIS - Customer Service - Meters, Billing, Accounting, Payments & Bill Template 12-May-23 7 19-May-23 Onsite/Offsite SpryPoint & Client 40 $ 8,000 $ 2,500 Analysis - SpryMobile - Mobile Field Service 19-May-23 7 26-May-23 Onsite/Offsite SpryPoint & Client 16 $ 3,200 Analysis - SpryEngage - Customer Engagement Platform 19-May-23 7 26-May-23 Onsite/Offsite SpryPoint & Client 16 $ 3,200 $ - Analysis - Integrations & Reporting 19-May-23 7 26-May-23 Onsite/Offsite SpryPoint & Client 16 $ 3,200 Analsyis - Report, Review & Sign-Off 26-May-23 14 09-Jun-23 Onsite/Offsite SpryPoint & Client 24 $ 4,800 Data Conversion 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint & Client 200 $ 40,000 Integration - TBD - GL & AP files 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint 24 $ 4,800 $ - Integration - Paymentus or Invoice Cloud (Payment Processing) 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint 0 $ - $ - Integration - IMasterMeter (Metering) 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint 24 $ 4,800 $ - Integration - ESRI (ArcGIS) 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint 8 $ 1,600 $ - Reporting - Report & Dashboard Development 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint 40 $ 8,000 $ - Configuration - SpryCIS (Iterative) 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint & Client 200 $ 40,000 $ 5,000 Configuration - SpryMobile (Iterative) 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint & Client 40 $ 8,000 Configuration - SpryEngage (Iterative) 09-Jun-23 280 15-Mar-24 Onsite/Offsite SpryPoint & Client 80 $ 16,000 $ - Training - SpryCIS 27-Oct-23 140 15-Mar-24 Onsite/Offsite SpryPoint & Client 80 $ 16,000 $ 5,000 Training - SpryMobile 27-Oct-23 140 15-Mar-24 Onsite/Offsite SpryPoint & Client 16 $ 3,200 Training - SpryEngage 27-Oct-23 140 15-Mar-24 Onsite/Offsite SpryPoint & Client 16 $ 3,200 $ - Testing - Functional Testing 24-Nov-23 112 15-Mar-24 Onsite/Offsite SpryPoint & Client 40 $ 8,000 $ - Testing - Integration Testing 24-Nov-23 112 15-Mar-24 Onsite/Offsite SpryPoint & Client 40 $ 8,000 $ - Testing - Parallel Testing - SpryCIS 24-Nov-23 112 15-Mar-24 Onsite/Offsite SpryPoint & Client 40 $ 8,000 $ - Testing - SpryMobile 24-Nov-23 112 15-Mar-24 Onsite/Offsite SpryPoint & Client 24 $ 4,800 Testing - SpryEngage 24-Nov-23 112 15-Mar-24 Onsite/Offsite SpryPoint & Client 24 $ 4,800 $ - Testing - User Acceptance Testing (UAT) 02-Feb-24 42 15-Mar-24 Onsite/Offsite SpryPoint & Client 16 $ 3,200 $ - Mock Cutover 15-Mar-24 21 05-Apr-24 Onsite/Offsite SpryPoint & Client 24 $ 4,800 $ - GO LIVE (includes cutover and hands-on Support) 05-Apr-24 7 12-Apr-24 Onsite/Offsite SpryPoint & Client 120 $ 24,000 $ 5,000 Post GO LIVE Review and Support (Month 1) 12-Apr-24 30 12-May-24 Onsite/Offsite SpryPoint & Client 80 $ 16,000 $ 5,000 Post GO LIVE Review and Support (Month 2) 12-May-24 30 11-Jun-24 Onsite/Offsite SpryPoint & Client 40 $ 8,000 $ - 1592 $ 318,400 $ 25,000
Implementation Summary

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Gantt Chart
05-2023 06-2023 08-2023 10-2023 11-2023 01-2024 03-2024 04-2024 06-2024 Task
Project Management (over life of project)
Project Kickoff & Refresher Demo
Analysis - SpryCIS - Customer Service - Meters, Billing, Accounting, Payments & Bill Template Analysis - SpryMobile - Mobile Field Service
Analysis - SpryEngage - Customer Engagement Platform
Analysis - Integrations & Reporting
Analsyis - Report, Review & Sign-Off
Data Conversion
Integration - TBD - GL & AP files
Integration - Paymentus or Invoice Cloud (Payment Processing) Integration - IMasterMeter (Metering)
Integration - ESRI (ArcGIS)
Reporting - Report & Dashboard Development
Configuration - SpryCIS (Iterative)
Configuration - SpryMobile (Iterative)
Configuration - SpryEngage (Iterative)
Training - SpryCIS
Training - SpryMobile
Training - SpryEngage
Testing - Functional Testing
Testing - Integration Testing
Testing - Parallel Testing - SpryCIS
Testing - SpryMobile
Testing - SpryEngage
Testing - User Acceptance Testing (UAT)
Mock Cutover
GO LIVE (includes cutover and hands-on Support)
Post GO LIVE Review and Support (Month 1)
Post GO LIVE Review and Support (Month 2)

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 16 City Resources
City resources - roles, responsibilities, average time per month City staff, whom we believe to be critical stakeholders in contributing to the project’s success, are listed below.

Role Name Staff Assigned Responsibilities
Executive
Sponsor
TBD • Attend monthly Executive Steering Committee Status Meetings
• Provides strategic leadership and oversight
• Demonstrate executive support and sponsorship through active and visible participation
• Resolve strategic, tactical, and political issues that develop over the course of the project
• Approve customizations that will require a change to the vendor base software code
Project
Manager
TBD • Assist the Project Manager with daily coordination of project tasks
• Assist in identifying key stakeholders
• Assist in collecting background documentation, and
coordinating meeting rooms and VMEU staff for factfinding and strategic planning sessions • Assist with circulating project deliverables for VMEU to review and collect feedback
• Participate in weekly PMT Status Meetings
• Participate in weekly vendor Status Meetings
• Assist with the development of monthly Status Reports • Participate in monthly Executive Team Status Meetings as needed
• Assist with the review of vendor deliverables
• Assist with identifying and making recommendations on opportunities for business process and organizational
change decisions
• Assist with identifying and making
• recommendations on retaining third-party point solution applications
• Assist with other recommendations as needed
Technical
Resource
TBD • Provide advisory-level assistance and project oversight to ensure compliance with IT Department standards,
rules, and regulations
• Participate in Technical Meeting(s) to provide information related to current hardware and software standards,

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 17 Role Name Staff Assigned Responsibilities
VMEU infrastructure, security standards, staffing and
training information, etc.
• Participate in user acceptance testing (UAT), as
determined by the City’s UAT Plan. Responsibilities may include oversight and execution of testing, technical
support, and user security
Functional
Area Lead
(FAL)
TBD • Document and review business processes, rules, and requirements
• Review project documents and deliverables
• Prepare for, and participate in, project meetings and work sessions
• Plan and execute project tasks and action items at the direction of the Project Manager
• Identify and make recommendations on opportunities for business process and organization change decisions
• Identify and make recommendations on retaining thirdparty point solution applications • Develop UAT test scripts and administer UAT
• Identify Subject Matter Experts (SMEs) to participate in project activities
• Participate in development/delivery of system training as prescribed by the Training Plan and as directed by the
Project Manager
• Make decisions regarding system configuration and set up during Analysis and Configuration sessions, as
appropriate.

Subject
Matter
Experts
(SME)
TBD • Document and review business processes, rules, and requirements
• Review project documents and deliverables
• Prepare for, and participate in, project meetings and work sessions
• Plan and execute project tasks and action items at the direction of the Project Manager
• Identify and make recommendations on opportunities for business process and organization change decisions
• Participate in UAT, including the development of test scripts, execution of test scripts, and issues
detection/troubleshooting
• Participate in development/delivery of system training as prescribed by the Training Plan and as directed by the
Project Manager
End Users • Participate in system testing phases, as determined by the Testing Plan and as directed by the Project Manager

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 18 Role Name Staff Assigned Responsibilities
• Participate in end-user training, as prescribed by the Training Plan and as directed by the Project Manager
Vendor Resources
Vendor resources - roles, responsibilities, average time per month SpryPoint
Resource Role
Named
Resources
Description Project
Allocation
(% of total)
Executive Sponsor Judy Wells Primary point of contact at the executive level. Maintains relationships at the
executive level.
5%
Project Manager Tim
MacEachern
Maintains day-to-day responsibility of
SpryPoint deliverables for the
implementation. The project manager will
work closely with the City’s project
manager to ensure that the project is
completed on time and on budget.
25%
Solution Architect Ben McInnis The Solution Architect has extensive implementation experience and will provide
on-going review and quality assurance of
all aspects of the project. They will be
involved in the implementation from
analysis, configuration, test, train, operate
and optimization.

They will develop and communicate the
new processes and procedures required to
effectively use the new system. The
consultant will also develop internal and
external project communication plans.

The Solution Architect is responsible for
running the data discovery session and
preparing the data conversion plan. They
will:
● Manage the analysis, design,
development, unit testing, and
integrated testing of all conversion
applications and modules,
● Perform audits on converted data at
various project points,
● Relate conversion technical issues to
the SpryPoint project manager.
66%

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 19 SpryPoint
Resource Role
Named
Resources
Description Project
Allocation
(% of total)
CIS Implementation
Specialist
Anshika Tandon The secondary implementation consultant
is responsible for documenting the
processes, procedures, and deliverables
produced as a result of the business
consulting.

They will assist in delivering training,
prepare training plans, and schedule
training in conjunction with the City. They
will also ensure that all reporting needs are
met. Their activities will include:
● Reviewing existing reports and
identifying gaps or redundant reports.
● Review the new reporting
functionalities of the solution with the
City.
● Creating custom reports as defined in
the analysis phase.
● Creating Executive Dashboards by
department as defined in the analysis
phase.
33%
SpryEngage &
SpryMobile
Implementation
Specialist
Wylie Tanton The SpryMobile and SpryEngage
implementation specialist will manage all
components of both product’s
implementation including analysis,
configuration, testing and training.
25%
Technical Support Data
Conversion &
Development
Team
As interfaces or enhancements will be
required, our development team will be
engaged to design and implement the
contracted changes to the system.

The technical lead will also provide system
administration assistance and perform
regular system optimization and
performance tuning during the
implementation process.

The Data Conversion Team will work
together in conjunction with the SpryPoint
Solution Architect to ensure a smooth
conversion of the City’s data to SpryCIS.
25%

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 20 Staffing Matrix

22.H.

RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 21 Process Improvement Strategy
Deploying a new, modern, intuitive CIS solution is a prime opportunity to improve dated business process that limit the productivity of City staff. Often times business processes are antiquated, based on dated software that limits staff ability to access information or it has simply been the status quo for so long nobody knows why it’s don’t that way.

A Process Improvement strategy enables teams identify bottlenecks/ log jams that City staff may be experiencing. Ways to implement and automate manual work should be top of mind throughout the deployment of SpryPoint. The end goal of any Process Improvement Strategy is to improve current inefficiencies will devising strategy to ensure continually improvements long term. SpryPoint uses the following 5 steps when preforming Process Improvement throughout the Implementation:

1. Analyze: Look at your current processes and map them from beginning to end. This is commonly known as process mapping.

2. Model: Draft out what you want the process to look like. Ideally, you'll have found any inefficiencies in the first step, and you can draft how you would like to solve them in this stage.

3. Implement: Put your model to action. During this stage, it's important to establish key success metrics so you can gauge whether the changes made were successful.

4. Monitor: Decide whether your project is successful. Are the success metrics you identified in step three improving?

5. Optimize: As the process evolves, continue looking for inefficiencies in your process and continuously optimize as you go.

Business Change Management and Tools
Change within any organization can be difficult. It has been scientifically proven that change registers as physical pain in the body (University of Chicago), so it is of no surprise that the importance of organizational change management cannot be underestimated especially when undergoing technology changes.

SpryPoint defines Organizational Change Management as the activities, events, processes, and procedures that are employed for handling transformation from one system environment to another; this relates mainly to the people and business processes.

Organizational change must be embraced by end users and not be imposed upon staff. Some steps SpryPoint emphasizes throughout the entire project implementation to encourage Organizational Change include:

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 22 Tactic Methods
Urgency Inspire City staff to make objectives real and relevant.

Team Building and
Stakeholder
Involvement
Build the correct team with a mix of people, skills across departments to ensure commitment. Buy-in and commitment are key to a successful transformation project, especially when involving a change as substantial as a billing system. The utility will need sincere involvement of others from all levels of the City who are critical to their success.

Vison Define a vision and strategy with consensus across the team. While this is a billing system replacement project, it is part of an overall transformation project involving the utility, public works, and IT department. It is critical, therefore, that there is one shared vision and set of values. Without that shared vision, confusion as to the project’s priority within one agency versus the other may occur, and the project timeline may suffer. This will be especially true given that has many different initiatives going on sequentially.

Skill Development To be successful, the utility staff will need the right tools and resources to succeed. Developing the skills necessary to utilize the system and to execute processes will be key. Failure to do so means that the staff may not be able to help create change, or at worst – resist the change entirely.

Communication Involve as many people as possible across the City in various capacities and communicate both formally and informally at regular intervals throughout the project.

Accountability During this time of change, all users must be accountable and liable for their work and the results that stem from it. For the business transformation change to take place using the new system, users must all embrace the change and be accountable for utilizing the new processes in place.

Empowerment Remove obstacles, enable constructive feedback and a lot of support from leaders – reward and recognize progress and achievements.

Quick Wins Set easy achievable goals in small chunks and determine and highlight and celebrate completed milestones across the organization.

Reinforcing
Behaviors
Staff must have their behavior recognized and reinforced throughout the project – this means that all elements must be aligned to emphasize behavior including job descriptions, performance management, salary, etc. If reinforcement and goals are misaligned, changes will not stick, and the new procedures will cause conflict and confusion long-term.

Stickiness Make change “Sticky” by reinforcing the value of successful change via recruitment, promotion. The goal should be to define end-goals and weave change into the City’s organizational culture.

Metrics In many cases, utility metrics and policies are driven from the specific systems already in place. Incentivizing or tracking based on measurements has been shown to stimulate behavior and to succeed, people will need the right measures and processes to drive the vision. We must address measurements, policies, and procedures that are outdated to ensure that they do not form a barrier to change.

Data Conversion Methodology and Tools

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 23 Quality data conversion is a central pillar of a successful implementation. Forethought and planning in this implementation phase mean the difference between a data collection system and a true management information system. All data structures must be rationalized during the data conversion process. Data structure simply means the codes/numbers used in the system to differentiate each field. Examples are GL account numbers, customer and location numbers, inventory numbers, etc.

A vital element of any solution implementation is the entry of Master Records and historical information. To ensure the integrity of the conversion, SpryPoint’s methodology provides for a multilayered series of audits and verifications.

SpryPoint will lead all conversion efforts. The City will make Information Technology (IT) resources available to assist with data extraction, mapping, and preliminary data validation during the conversion efforts. The City, under the guidance of SpryPoint, will assume responsibility for developing a repeatable, consistent, and efficient process to extract the relevant legacy data identified for conversion. Legacy system data extracts will be provided to SpryPoint in the same format unless agreed upon changes.

Since the same process will be used for system go-live conversion, repeatability, consistency, and efficiency are critical. Multiple iterations will be completed to help ensure an acceptable level of accuracy and consistency. The City and SpryPoint will jointly consider complete data conversion activities when an entire data conversion does not yield errors that would equate to a Priority 1 or 2 items defined in the Service Level Agreement for production operations.

Workshops
During the Analysis phase, SpryPoint’s implementation team will work with the City to determine the type and amount of data to be converted, how the data will be extracted, how the data will be mapped to the new data structures, any data cleansing that is expected, and the overall migration plan.

Data Conversion Plan
SpryPoint will provide a comprehensive Data Conversion Plan centered on the information gathered during the Analysis phase. The Data Conversion plan includes a strategy that outlines a detailed mapping of data fields between the Legacy CIS and SpryCIS. SpryPoint will use every effort to utilize tools to minimize manual cleansing activities during the conversion.

Data Conversion Responsibilities & Activities
The table below summarizes the various activities, roles, and responsibilities of SpryPoint and the City implementation staff during the different conversion phases.

Data Conversion Activity SpryPoint
Responsibility
City
Responsibility
1 Provide SpryPoint preferred data formats. Lead Participate 2 Provide Data extraction including file layouts/data
maps of Legacy system. Includes proofing of data
provided.

Participate Lead

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 24 Data Conversion Activity SpryPoint
Responsibility
City
Responsibility
3 Analysis of Legacy Data including:
• Identify what data will be cleaned prior to
conversion.
• Identify and develop any scripts to be used
to clean the data during migration
• Identify any data that will be cleaned after
the data conversion
• identify any standard fields where data will
be auto generated or predefined
• identify testing that will be done on the
SpryPoint system after each conversion.

Lead Assist
4 Mapping efforts of Legacy Data from Legacy System to
the Solution
Lead Participate
5 Perform Data Conversions including testing between
each conversion. This includes:
• Validation of legacy output data to
determine if the data is valid for the System
• Randomized sampling verifications on
points of failures
• Control hash total comparisons between
source provided and target conversions
• Rigorous financial reconciliation of the
conversion
• Rigorous variance analysis between
source-provided and target – emphasis on
explainable variance.

Lead Assist
6 Review and Correct Errors Share Share
7 Load Converted Data into additional environments
Database (Sandbox)
Lead Assist
8 Confirmation of Converted Data in additional
environments.

Assist Lead
9 Approval/Signoff of Converted Data in Live Database Assist Lead

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 25 Iterations
Since the same process will be used for system go-live conversion, repeatability, consistency, and efficiency are critical. SpryPoint uses an agile implementation methodology; multiple iterations of data conversion will be completed throughout the project to ensure accuracy and consistency. The City and SpryPoint will jointly consider that data conversion activities are complete when an entire data conversion does not yield errors that would equate to Priority 1 or 2 items defined in the Service Level Agreement for production operations.

Data Converted into SpryCIS
SpryPoint recommends that only 2 – 3 years of history be converted directly into the SpryCIS database. Below are our recommendations based on industry best practices.

Data Conversion
Object Source Conversion Source SpryPoint Response and Comments Account/Parcel File
Legacy
Billing
System
All Active Accounts/ Parcels Included
Active Customer
File
Legacy
Billing
System
All Active Customers, including
customer relationships (i.e.,
landlord/tenant)
Included
Active Customer
Balances
Legacy
Billing
System
All Active Customer Balances Included
Active Customer
Payment History
Legacy
Billing
System
Current - Consistent with Active
Customer File including transaction
detail information and budget billing
information.

Included - Opening
balances and current
budgets (not
Historical).

Active Customer
Deposit History
Legacy
Billing
System
All Available Included
Active Customer
Consumption
History
Legacy
Billing
System
Current, 3 Years Historical,
including each register on each
meter for a specified timeframe.

Included
Active Customer
Notes
Legacy
Billing
System
A minimum of 3 years history -
Consistent with Active Customer
File
Included

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 26 Data Conversion
Object Source Conversion Source SpryPoint Response and Comments Inactive Customers
Legacy
Billing
System
A minimum of 3 years history Included
Inactive Customers
with Balances
Legacy
Billing
System
All Inactive with Balances Included
Services on
Account
Legacy
Billing
System
All Service on Active Accounts Included
Closed Service
Orders
Legacy
Billing
System
Past 3 Years of Closed Included
Open Service
Orders
Legacy
Billing
System
All Open Service Orders Included
Meters In-Service
Legacy
Billing
System
All Active plus additional inactive
meters as required Included
Meter Read History
Legacy
Billing
System
3 Years Historical, Consistent with
Meter Inventory Included
Attachments on
Accounts
Legacy
Billing
System
All attachments To be discussed
Bill History
Legacy
Billing
System
Current, plus unlimited Historical -
Consistent with Active Customer
File including transaction detail
information
Header Level
Records. We do not
provide Bill Calculation
Details.

Credit History
Legacy
Billing
System
Current plus unlimited historical as
needed.

Included - Discussion
required on level of
detail required.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 27 Historical Data Archive
SpryPoint understands your value in your legacy CIS data, and we are committed to ensuring that you maintain access to that data in an easy-to-access tool within SpryCIS. SpryCIS is in a unique technical position that allows us to store data in several relational and non-relational database technologies to maximize the accessibility of legacy data while ensuring that legacy data does not force SpryCIS to primarily use a relational database for all transactional processing. This database is designed for referential integrity, processing performance, and inquiry performance.

Legacy data can present a challenge; for example, the billing details from prior years must reference rate details from previous years, payment data must reference financial information from last years, etc. The introduction of long-term legacy data into the SpryCIS database can result in many legacy configurations that can clutter the design and user experience. In addition, it can add significantly to the cost associated with conversion, mapping, storage, and processing.

SpryPoint has introduced the legacy data archive feature to address the challenge of legacy data, which allows for storing nearly unlimited quantities of legacy CIS data without compromising performance. This data is pre-processed and stored in a proprietary format, allowing for quick searching and retrieval within the CIS while significantly reducing the effort required to convert data from legacy data structures to SpryCIS data structures.

SpryPoint’s data team will take custody of your legacy data sets - information such as bills, notes, credit and collection history, and anything else your organization values in the legacy database. We analyze and preprocess this data and store it in the legacy data archive while configuring the in-app inquiry screens to ensure that you can query and report on data as needed. SpryPoint’s proposed structure will enable the City to start using SpryCIS with a clean set of go-forward configurations while ensuring that you will always have instant access to legacy account information within SpryCIS.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 28 This is intended to include:
• Multiple search options to retrieve historical account information from within SpryCIS. Field searches include names, addresses, account numbers, meters, and locations. • Account information will include a historical account view, including ownership and all related payments/charges/bills.
• Account data will be exportable to Excel/CSV for retrieval sharing • Meter history will be searchable to allow for historical readings on a meter to be compiled and exported
• Quick links to critical historical data from existing accounts/premises on SpryCIS pages (e.g., Account Page or Premises Page) will allow for smart links to the common object back to the historical records associated.

This data subsystem addresses several critical considerations:
• SpryCIS clients need to be able to retrieve legacy data occasionally via searches and reports.
• SpryCIS clients may wish to perform analytic operations on historical data for trending and research purposes.
• The data subsystem can also be used for archival purposes from SpryCIS to address regulatory data archival requirements.
• Relational database services are an expensive storage mechanism. AWS S3 is comparatively inexpensive and supports massively parallel data retrieval operations.

22.H.

RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 29 Testing Methodology and Tools
SpryPoint has a track record of successfully delivering proven solutions to our customers. Multiple testing levels are included in our implementation methodology to ensure our implementation's success.

Testing Assumptions
• SpryPoint will provide templates for developing test scripts. • SpryPoint and the City will jointly develop all test plans outlining the testing approach, methods, data, and participants.
• SpryPoint will lead, and the City will support conducting a product integration test to ensure the delivered product enhancements, interfaces, reports, forms, and workflows work to specification and do not adversely impact the system.
• The City will assume responsibility for conducting a business test (Day in the Life) focusing on how well the business processes flow with the new system and a comprehensive User Acceptance Test.
• The City will review and assist in testing activities under the direction of SpryPoint, for SpryPoint designated testing activities, and SpryPoint will assist in testing activities under the direction of the City’s Test Manager for the City assigned testing activities per the test plan. • SpryPoint will provide resources for product fixes resulting from errors identified during the system testing process.
• SpryPoint will deliver the completed CIS Solution to the City for review and acceptance.

SpryPoint’s Testing Methodology is based on the following steps:

Test Planning
A jointly developed test plan outlining the testing approach, methods, and processes is fundamental to the testing methodology. Although the project plan outlines functional and integrated testing for resource allocation and scheduling, a detailed test plan will be developed before testing commences. These detailed plans provide a week-by-week outline of the major tasks and the resources responsible for them, formulating our roadmap.

Functional Testing
The primary purpose of the Functional Testing step is to establish that decisions made during the project's assembly phase will align with the City’s business requirements. Functional testing will take place on clean, controlled data.

Functional Testing utilizes scripted scenarios based on industry best practices. Data (accounts, persons, locations, etc.) is entered into the system and verified before the testing. This ensures that the initial testing of the configuration decisions is on “clean” data. SpryPoint has developed several functional testing scenarios that utilize SpryCIS functionality to facilitate functional testing. The plans are broken into two categories:

Primary Scenarios – These scenarios involve functionality relating to the core business processes of SpryCIS. These primary scenarios perform the most common end-user and back-end functionality, such as move-ins, move-outs, billing, and collections. These scenarios also access the key database tables, are common for most client configurations, access a wide breadth of significant functionality, and test business processes of many different utility departments. The primary scenarios result in easy-to-determine pass/fail outcomes and provide the tester with validation data and process log information while testing. In short, these all-encompassing scenarios are the most

22.H.

RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 30 effective way to ‘touch’ the application in its entirety and identify any significant configuration or non-fit issues as early as possible.

Secondary Scenarios – These scenarios involve testing a broader spectrum of functionality in SpryCIS. These scenarios build on the functionality tested using the primary scenarios. Through preliminary scenario testing, testers will have gained a deeper knowledge of the available functionality and learned testing techniques that will assist them in testing more complex scenarios. Secondary scenarios are designed to test unique, city-specific functionality, infrequent or less common processes, and derivatives or combinations of the primary scenarios. SpryPoint and the City will review the library of available scenarios to determine whether they are needed for functional testing on the implementation project.

Integrated Testing
Integrated Testing aims to ensure that SpryCIS is ready for production. SpryPoint’s methodology recommends the following three fundamental principles to optimize both time and resources throughout Integrated Testing:

Recreate a realistic “production-like” environment
Using converted data, City and SpryPoint will agree upon a subset of data and scenarios to represent the production system. This will typically consist of running billing cycles that provide the cross-section defined in our risk tolerance analysis. In creating the ‘pseudo-production’ environment, we ensure all components of the production system have been identified and incorporated into the Integrated Test Plan. In addition to the system itself, this includes the procedures and processes that need to be in place for the system to run correctly, the production reports that supplement the system, the documentation and training of the operations personnel, and all interfaces to other internal and/or external systems.

Manage the focus and momentum of Integrated Testing
SpryPoint will ensure that all team members are clear on their activities, when they are supposed to be doing them, and whether they have completed their task(s).

Ensure all activities move the team toward a successful Go-Live SpryPoint will ensure that all activities move the City toward the final goal of a successful GoLive. The activities of all team members and project issues will be managed closely. Key timely metrics for testing progress and issue resolution must be established and monitored closely.

Deviations from the plan will be identified by reviewing testing activity metrics frequently and adjusting the plan and strategies accordingly when applicable.

SpryPoint uses a structured non-linear approach toward Integrated Testing to ensure the previously described principles are followed. The procedure involves having multiple groups of test team members performing key integrated testing activities in these five main areas:
• Core integrated testing, which tests major batch processes. • Financial scenarios which focus on validating financial transactions. • Integrated testing scenarios inclusive of primary and secondary scenarios. • Unit testing interfaces and modifications.
• Unit testing reports and bill prints.

Each cycle of testing takes the system one step closer to production. Interfaces, complete data conversion, production reports, and volume readiness are tested in this phase. From Integrated Testing, system metrics are derived to ensure the system is production-ready.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 31 Cycle Parallel – Bill to Bill Comparisons
During Parallel Testing, the project team will test the billing process in several stages. Initially, this is rapidly run billing on converted data by simply estimating reads, validating charges, and analyzing errors. Parallel scenarios will progress in complexity until the meter reading file is uploaded and bill comparisons are made with the legacy system. The bill-to-bill comparison is intended to verify that SpryCIS performs the correct calculations on new bills.

Parallel testing will be run on a cycle-by-cycle basis and will progress through iterations that refine the process. All City billing cycles will be parallel tested. The first iteration focuses on quality and issues, the second iteration focuses on speed and timing, and all additional iterations are designed to refine quality and timing in tandem.

Validation of billing accuracy is achieved through a comparison of bill results to the legacy system. Multiple iterations of this process may be required, and numerous and different meters read cycles will be utilized. The bill comparison process will be automated where possible.

User Acceptance Testing
UAT is the final testing step in preparation for cutover to SpryCIS as the production system. UAT will verify the entire system's operation in a “Day in the Life” format. Base functionality, modifications, interfaces, data conversion, and reporting will be tested to ensure SpryCIS meets the City’s requirements. Upon completion of UAT, the City will issue a Go/No-Go decision to proceed to Production. Priority 1 or 2 items defined in the Service Level Agreement will result in a No-Go decision. SpryPoint and City will jointly review the reasons for each Priority 1 and/or 2 items and determine needed corrective or mitigating action.

Performance Testing
Performance Testing ensures that SpryCIS and the software environment are correctly configured to meet a realistic data volume production level. SpryPoint will use different tools to emulate user load to provide satisfactory performance at a factor of twice the expected usage level.

SpryPoint Implementation Specialists will work with (Insert)’s implementation team to perform tests to ensure that all business processes are running within acceptable timeframes for production readiness.

Processes are run during regular business hours on selected cycles to simulate the production environment properly. Various data conversions will be performed to support the testing process and provide additional validation of the conversion routines. The reported conversion errors are addressed and fixed between each extract, then retested on the following extract.

Remediation procedures for failed tests and found errors The Test Plan will contain an outline of remediation procedures for any failed tests and directions on how to resolve errors. All issues that arise during the execution of test cases will be logged and tracked until resolved. SpryPoint’s methodology includes a Test Result Tracking Report and Incident Log, which serves as a master source for monitoring all results during testing.

Each test result that comes back as a “fail” will include a description of the problem that occurred and can be categorized via impact and severity. These classifications form a scheme for prioritizing responses to the issue. Severity 1 and 2 errors will be resolved before go-live. Responses to severity 3 and 4 problems will include a resolution plan for post-go-live and will be scheduled based on priority and the availability of resources.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 32 All resolutions are recorded on the Incident log. Information about the error incident is also maintained within the related Test Case documents. Errors are logged when they occur, and testing activities stop until the error has been categorized. Efforts to diagnose and resolve the issue will depend on the nature and severity of the problem:

Severity 1 – A critical business function is not functioning correctly or is not available. Manual processes or other alternatives are not possible. Continued testing of related downstream cases is impossible, as downstream business functions will also be severely affected.

Severity 2 – A critical business function is not functioning correctly or is severely impaired. Manual processes or other alternatives are possible but may not be practical. Continued testing of related downstream cases may be possible without extending the error to downstream business functions, and the failed test case may be resolved. Regression tested independent of the remainder of the other test cases.

Severity 3 – A non-critical business function is not functioning correctly or is severely impaired.

Manual processes or other alternatives are possible. Continued testing of related downstream cases may be possible without extending the error to downstream business functions. The failed test case may be resolved, and regression tested independent of the remainder of the other test cases.

Severity 4 – All other test failures have minimal impact on the general customer population or affect individual users. The solutions to these test case execution failures will be proposed and addressed if time and schedules permit or are logged for inclusion in future releases.

The decision to move to production will not occur until:

All test cases and steps have been executed successfully, or reasons for non-execution documented and approved.

All severity 1 and 2 failed tests reported in the Test Case Summary Reports have been resolved, tested successfully, and closed.

All severity 3 and 4 failed tests reported in the Test Case Summary Reports are closed or have an action plan for closure before the go-live date or within a period approved by the City Training Methodology and Tools
A fundamental factor in the success of this implementation is the City’s ability to manage the change process – transitioning from the legacy system to the new SpryPoint CIS Solution. From the end user's perspective, the mutual goal is to make the transition to the new system smooth, with seamless, widespread adoption across all user levels regardless of function or computer experience. The bulk of the end-user training will be performed by SpryPoint staff, with the assistance of one or more of the City’s functional resources during the Acceptance and Go Live phases.

Training Approach
Training users on a new system is critically important to the success of any software implementation project. One size does not fit all, as end-users often learn better using a multi-pronged approach.

To address the diverse needs of system users, SpryPoint approaches training in several different ways:

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 33 Classroom Training
• Train the Trainer
• Power User Training
• Training Videos
• Documentation
• Live Webinars
• Post Implementation Training
Training Plan
A fundamental factor in the success of this implementation is the City’s ability to manage the change process – transitioning from the legacy system to the new SpryPoint CIS Solution. The primary tool used to manage this transition is the Training Plan.

During the Configure phase of implementation, SpryPoint will develop a Training Plan to identify whom to train, how training will be conducted, logistics, and training topics. The Training Plan provides a blueprint for the depth and timeline of the training deployed, based on the City’s assessment of the System's usability in conjunction with the learning requirements of the user groups.

From the end user's perspective, the mutual goal is to make the transition to the new system smooth, with seamless, widespread adoption across all user levels regardless of function or computer experience. The bulk of the end-user training will be performed by SpryPoint staff, with the assistance of one or more of the City’s functional resources during the Acceptance and Go Live phases.

Classroom Training
Through classroom training, SpryPoint works with your users hands-on to ensure they understand the system's look, feel and navigation and have the tools necessary to complete their day-to-day work. Training is catered to the job roles of the individuals in the classroom and is most effective when it is performed with your data.

Train the Trainer
For the CIS implementation, SpryPoint recommends End-User classroom training for core functionality. There are specific areas where we recommend Train the Trainer. However, these are generally focused on applications that involve many users (often external) and include the SpryEngage Customer Engagement Platform and SpryBackflow - Cross Connection Control.

The end-user training will be performed by SpryPoint staff, with the assistance of one or more of the City’s power user functional resources. SpryPoint implementation specialists will supply detailed knowledge of the applications. They will lead the instruction with the City’s resources attending to clarify any process or procedure questions specific to their environment.

The City’s functional resource Power Users will bring detailed knowledge of the City’s processes and policy to the training sessions. Additional benefits of having team members from the City supporting the training are:
• Credibility – Company representatives, will have greater credibility since their knowledge and experience with Company processes will be more detailed. • Familiarity – Company staff will have a greater familiarity with the trainees and awareness of individual requirements and nuances.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 34 • Continuity – Training will be an ongoing need and responsibility for the City. Developing Power Users among Company staff is both expedient and cost-effective. As processes change and functionality is added over time, there will be a need to develop in-house training expertise continually.

Training sessions are typically conducted on-site in a classroom setting; however, during the COVID-19 pandemic, SpryPoint has successfully trained our customers remotely using 2.5-hour Zoom sessions across various functional areas of Utility Billing.

Technical training typically focuses on system administration, reporting and user administration, and permissions as the City’s technical staff requires no hardware or infrastructure support. Power-user training is generally attended by a handful of users at a utility.

Power User Training
Power-user training is typically conducted in a classroom setting but focuses more on the application's administration and ‘power’ roles. This generally focuses on administrative tasks such as user administration and permissions. Power-user training is usually attended by up to a handful of users at a utility.

Training Videos
As part of the subscription to SpryPoint solutions, users will have access to training videos within the application. These training videos cover topics such as general navigation through more complex areas. Training videos are frequently updated and provide an excellent opportunity for refresher training for existing employees and introductory training for new employees.

Documentation
Written documentation is available electronically within the system and covers the breadth of the system. Documentation may be printed by the City as needed.

Live Webinars
When new functionality and enhancements are released into the system, SpryPoint will host live webinars to inform and train our clients on how they may benefit from it. As the name implies, webinars are broadcast via the internet and are available at no charge to our customers.

Post Implementation Training
Once an organization is live on the new system, we believe it is challenging to realize the full benefits of your investment without follow-up training. SpryPoint typically includes postimplementation training to cement the concepts taught in the initial training sessions and review the new business processes for improvement. This training is focused on increased proficiency and streamlining processes wherever appropriate.

User Groups
SpryPoint has yet to host an annual user group, although now that we have over 30 customers, we are planning our first annual user group for 2023.

Report Development Training
SpryPoint will work with the City during implementation to identify and develop all required reports. Training on SpryPoint’s ad-hoc reporting tool Meta-Base will be delivered during implementation to ensure that the City’s team has the skills to create the reports required to optimize your business operation.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 35 Year-End Processes
SpryPoint recognizes that specific key processes are often only executed once a year. It is not utility staff to forget the necessary steps to complete these processes or for new staff to be unfamiliar with managing year-end. SpryPoint will work with the City’s team during implementation to document the steps required to run year-end processes. Our support desk is also available to assist during this critical time.

SpryPoint Training Activities
• Develop a Training Plan
• Determine topics for training by group and determine the number and types of courses needed. As a minimum, the following types of training will be included:
o Initial training for the project team
o System Administration
o Customer Service Activities
o Billing Activities
o Equipment Activities
o Delinquent Activities
o Work Order/Service Request activities
o Customer Engagement Portal
o Customer Success process
o Create Training Syllabus - A Training Syllabus will be developed for each proposed course. The syllabus and actual training materials will be customized to fit the company’s business processes. The Syllabus will list the course objectives and describe each point of functionality to be addressed with the students. o Determine instructor resource needs to include classroom materials, data for student exercises, and learning aids (charts, etc.)
o Determine course schedules
o Collaborate with the City to produce a separate training database and strategy to refresh the data, as needed, to support training.
o Training will be done based on data converted from the legacy system o Conduct Training Sessions with Students per Training Plan o Monitor Student Progress on Subject Matter
o Report to Management any Training Deficiencies
Report Development
The first step in the reporting process of the implementation is the SpryPoint Team meets with the City users and reviews a list of all reports that are currently used. The purpose of the first review is to understand the initial details/purpose of the report, whether the report is still used or will be required going forward. It is important to note, it is very common that during this process, it will be determined that some of the reports currently used by the City will no longer be required in the future. Alternatively, many reports can be replaced with a single user based query or metabase dashboard.

Once configuration and some initial data has been populated in the various software solutions an agile approach will be used to build the reports. the City will be required to provide a sample of the report which the SpryPoint team will use to create a mockup. This mockup will be reviewed with

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 36 the CMWC Team to confirm the understanding of requirements. If required, after the review, adjustments will be made and another review completed. During this process some reports will be identified as required for go live and others may be identified as post go live items. During the user acceptance, it is important to test the reports required to go live, to ensure they are working as expected and that users have the data required to perform their roles.

In some instances, the client will be trained on the various reporting tools (Metabase) and help build and/or modify reports during the report building process. Training on the reporting tools will be provided by the SpryPoint Implementation team to ensure that when the implementation is completed there are users at the client site that can build and modify reports.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 37

5. Support
User: hours, guaranteed response time, resources available, escalation process
We have included a copy of our SLA as an appendix below.

Our Approach
At SpryPoint, we believe that integrating software development and software support is the optimal way to serve customers. In that spirit, we support our customers with a team of cross-functional individuals who are not only knowledgeable on the functional aspects of your SpryPoint application but have also worked in the trenches developing and testing the same application.

Phone, Email, and Portal Support
At SpryPoint, all customers receive unlimited support through phone, email, and our support portal.

Our support queue is actively monitored, and issues triaged during the following hours, Monday through Friday (excluding Federal statutory holidays):

Eastern Standard Time: 8am – 8pm
After-Hours
After-hours, on-call support is also available when requested by our clients. This additional service provides an extra layer of support when you’re migrating, updating, or upgrading integrated line of business applications. After-hours, on-call support rates are negotiated on a project-by-project basis.

What happens when I submit a support request?
At a high level, support requests are separated into two categories: Support and Enhancements.

Upon submitting a support request either by phone (855-TRY-SPRY), email at [email protected], or through our support portal, a ticket is created in FreshDesk our case management system.

Once submitted, you’ll receive an automated response indicating that we’ve received the request and identify the request ID number assigned by our system.

Incident Definition & Responsible Parties
the City will be responsible for the Support Requirements set forth and defined as Level 1 and Level below.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 38 City Responsibilities
Level Definition Description
1 First-line support, which shall be the first
level of utility contact, such as customer
interactions utility customer service
representatives, or customer interactions
with utility field office representatives.

Basic application navigation, functionality
explanation, user and password
management, and preliminary
troubleshooting and issue analysis.
2 Escalated from Level 1. Assisting Level 1 with technical issues, including preliminary technical
troubleshooting, locked IP address resets,
and other elevated administrative
functions.

Client agrees to follow escalation procedures and is responsible to provide training to Level 1 and Level 2 service desk personnel before new application or functionality related to SpryPoint services is installed into production.

SpryPoint Responsibilities

1. Maintain documentation for SpryPoint Services to be able to resolve most Level 1 and Level 2 issues without requiring a transfer to specialized application support.

2. Provide Level 3 support for all SpryPoint products which includes:
• Support for SpryPoint products including, advanced technical and system administration responsibilities which may require application log, database access, or other coderelated troubleshooting; • Clearly defined points-of-contact, available to receive and appropriately respond to notice of incidents from Level 2;
• Advice, and assistance for the applications and non-programming activities in direct support of users.
• Advise Client personnel of estimated time required to resolve an incident after root cause diagnosis.
• provide status updates during incident resolution
Incident Reporting
To report an incident, submit a support request either by phone (855-TRY-SPRY), email at [email protected], or through the SpryPoint support portal at support.sprypoint.com.

Incident reporting shall be available twenty-four (24) hours a day, seven (7) days a week, and 365 days a year.

Before reporting an incident, Client’s personnel must collect as much of the following information possible including:

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 39 Criteria Description (Examples)
Date & Time When the issue started
Product & Function SpryMobile - Dispatch board
General Description Description of the issue/incident
Replication How to replicate the issue
Severity Per the severity levels defined below
Operating System iOS, Android, Windows
Device iPad, Samsung Tab, Microsoft Surface, Google Pixel Browser Chrome, Safari, Internet Explorer, Firefox
Screenshots Provide screenshots of error if available
Once submitted, Client will receive an automated response indicating that we’ve received the request and identify the request ID number assigned by our system.

Incident Prioritization and Response SLAs
Severity
Level
Example of Severity Level Best Effort Initial
Response Time
1 Application is down or high numbers of users are unable to perform normal tasks.
1 Hour
2 Significant performance issues that limit application usability.
2 Hours
3 Application issue that can be worked around but is
impacting your efficient use of the system.
4 Hours
4 Questions on configuration or functionality. 8 Hours
5 Enhancement requests. 16 Hours
Triage
Based on the severity level of your support request you can expect a response from the SpryPoint support desk as indicated in the table above.

During this initial contact, we have several objectives:

1. Confirm and/or clarify our understanding of the support request.

2. Document the use case where the issue occurs.

3. Document the variables involved. i.e., browser, browser version, device type, user, etc.

4. Establish a resolution plan and provide an estimated resolution time if possible.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 40

5. If an estimated resolution time cannot be provided during the initial contact, we will advise as to when we will establish an estimate.

6. If your support request is Level 5 (Enhancement request), we will contact you to determine the use case and scope of the enhancement. Enhancement specification, scheduling and quotation will then be delivered.

Application Support
Item Responsibility
SpryPoint Client
Provide Tier 1 help desk support as the first point of application support Assist Lead Provide application. User password management including reset management as part of Tier support Assist Lead
Attempt to resolve Tier 1 support calls using existing knowledge base Assist Lead Maintain and update the Tier 1 system Knowledge base Assist Lead `Make determination to escalate Tier 1 issues to Tier 2 Assist Lead Service Request Management
Provide technical and functional troubleshooting for Tier 1 issues Lead Assist Work with Client to determine if a support case is for new system functionality (change) or requires assistance (bug, incident) Lead Assist Provide a web-based system for support cases Lead Assist Provide support case tracking and reporting Lead Assist Work with client to resolve support cases Lead Assist
Monitor, measure and report on the status of support cases Lead Assist Provide analysis of recurring incidents and work to establish a resolution or work around for such incidents. Lead Assist
Work with Client in reporting and resolving unplanned outages of any component or environment. Lead Assist
Provide root cause feedback for all Severity Level 1 outages Lead Assist Escalate issues as needed Lead Assist
Promptly report outages and service interruptions Lead Assist Monitor and administer Client Environment Lead Assist
Application Support
Provide application support to the functional process owners Assist Lead Address functional issues and questions involving “how to” raised by end-users Assist Lead Work with departments to leverage software to streamline business processes Assist Lead Assist with system functionality and process flow questions for software and reports Lead Assist
Provide on-site functional support for first time processing of critical client business processes
Assist Lead
Focused functional process support (i.e., end of year processing) Assist Lead Maintain application releases within X releases of the current software in the production environment Lead
Assist in reporting product issues to software vendor support and obtaining resolution Assist Lead
Provide object management support Lead Assist
Provide availability management and support Lead Assist Provide maintenance and support for all custom and standard interfaces Lead Assist Provide maintenance and support for all forms Lead Assist Provide maintenance and support for all custom and standard reports Lead Assist Provide batch program maintenance and support Lead Assist Develop, manage and maintain application workflows Lead Assist Provide functional testing support Assist Lead
Perform installation of required application software Lead Provide post-installation verification testing of required software Lead Generate and analyze customer satisfaction surveys related to application maintenance and support Lead

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 41 Provide maintenance and support of any ETL services Lead Security Administration
Provide application security maintenance and administration Lead Assist Conduct user access management and review Assist Lead
Perform security patch management Assist Lead
Perform Antivirus Management Assist Lead
Participate in and provide support for application and general control reviews. Lead Assist Operational Support
Item Responsibility
SpryPoint Client
Hosting Services
Provide hosting services Lead N/A
Provide for a replicated system architecture Lead N/A
Provide disaster recovery services including system and data restoration Lead N/A Conduct periodic testing of the disaster recovery solution Lead N/A `Provide for secure transmission of data being stored and/or archived Lead N/A Provide toll free support line. Lead N/A
Database Management
Perform database administration Lead N/A
Perform database Monitoring Lead N/A
Perform database Tuning Lead N/A
Perform database security Lead N/A
Perform database procedures Lead N/A
Perform scheduled maintenance procedures Lead N/A
Perform database patching and updates/service packs Lead N/A Communicate patch and update impact analysis Lead N/A
Perform database capacity planning Lead N/A
Perform database refresh/clones Lead N/A
Perform database backup and recovery Lead N/A
Perform any Data purging or Archiving as required. Lead N/A Release Management
Provide guidance to Client on release planning Lead Assist Assess impacts of new releases to the environment Lead Assist Perform periodic refreshes of the non-production environments from the production environment including all relevant object data Lead Assist Perform application upgrades Lead Assist
Perform maintenance pack installations Lead Assist
Perform Emergency Release updates as needed. Lead Assist Access Management
Manage Administrative user access to the environments Assist Lead Manage user access at the operating and database level Assist Lead Manage application users and their access to the various environments Assist Lead Performance Management
Monitor system performance Lead N/A
Monitor application performance Lead N/A
Monitor batch job performance Lead Assist
Analyze performance related incidents to identify factors impacting performance Lead Assist Provide recommendations to improve system performance Lead Assist Work with Client infrastructure area to ensure that network connectivity and bandwidth requirements are being satisfied. Lead Assist Technology Infrastructure Services

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 42 Item Responsibility
SpryPoint Client
Review and resolve technical issues with the system Lead Assist Assist with system debugging and issue resolution Lead Assist Resolve system technical issues with batch programs, reports, workflows, etc. Lead Assist Answer technical questions for day-to-day maintenance Lead Assist Perform system administration Lead Assist
Provide system monitoring and tuning Lead Assist
Provide system capacity planning Lead Assist
Provide storage capacity planning Lead Assist
Provide network capacity planning Lead Assist
Provide network capacity planning Lead Assist
Provide workload management and support Lead Assist
Perform infrastructure maintenance and support Lead Assist Manage the testing of all application and system changes prior to applying to production Lead Assist
Perform operating system patching and updates/service packs (servers and other system components) Lead Assist
Perform system software patching and updates/service packs (server) Assist Lead Perform system patching and updates/service packs (desktop) Assist Lead Provide change bundling analysis to reduce the frequency and length of time required to apply changes Lead Assist
Provide a back-out plan for changes to the various environments Lead Assist Apply object updates Lead Assist
Apply code patches for application software Lead
Implement minor technology updates Lead Assist
Provide system maintenance scheduling and coordination Lead Report system outages and service interruptions Lead
Perform antivirus management (server) Lead Assist
Perform object migrations Lead Assist
Provide infrastructure monitoring and alerting Lead
Manage printer services Assist Lead
Monitor and manage printer queues for dedicated ERP printers Assist Lead Provide environment set-up, maintenance and support to include the following environments:

Production Lead
Test Lead
Resolution
An Incident Resolution will indicate that the issue has been addressed and resolved, pending confirmation from Client’s designated point of contact. If for any reason Client is not satisfied with the resolution, Client may request the issue to be re-opened.

Please see SpryPoint’s Service Level Agreement “SLA” which has been attached as an Appendix.

User groups and conferences
SpryPoint is currently planning our first regional users conferences for 2023. The exact time and location are still to be determined. SpryPoint's first national user conference will be in 2024.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 43 Post go-live tools and services
The purpose of the Stabilization & Optimization phase before project close-out is to ensure complete and successful transfer to the City’s new business processes and software. During this phase, the City will continue to have direct access to the implementation team personnel.

Upon the completion of cutover and when the system is in production, the SpryPoint implementation team will continue to assist with additional processing and follow-up activities.

SpryPoint’s team will work closely with the City’s staff to ensure the Solution is well understood and properly functioning. The amount of support required by SpryPoint will be gradually reduced as the stabilization period continues. SpryPoint Technical, Development, and Systems Integration resources will also support the SpryPoint team remotely during this period.

This phase will encompass, at a minimum, two complete monthly billing cycles estimated to cover an estimated 90-day timeframe. In addition, the City has an option for additional months of stabilization services to address any issues that do not arise in the first 90 days. Our experience is that most problems will generally surface within 3-4 months.

Despite best efforts, new users often make system mistakes that are not apparent until the next billing period. During this phase, while the system is up and running, periodic reports will be generated to verify the accuracy of the setup, customer information, posting flows, and system calculations.

At the end of this phase, the SpryPoint Project Manager will prepare and deliver an Operations Audit Report and eventually a ‘handoff’ to SpryPoint’s Support Operations. The Audit Report will outline all outstanding issues, operational risks, and relevant action items to ensure the stability of your operations. SpryPoint and the City will review and sign off on the audit report before it is submitted.

At the end of this phase, all project deliverables will have been met, close-out documentation will be completed, and the City will be migrated to SpryPoint’s Maintenance and Support team for issue resolution.

SpryPoint’s Activities
• Assist with managing the batch cycle
• Resolve application issues (configuration, training, defects, etc. • Resolve post-production issues
• Resolve deferred functionality leftover from go-live. • Providing support for the business process review activities • Identify areas for improvement and further optimization. • One-on-one system assistance
• Small group training,
• Troubleshooting issues, failures, and questions
• Management reporting
• Any reasonable activity needed to improve the productivity of the City while using the new system
• Preparation of Audit report
• Introductory meeting with SpryPoint Support Desk
• Review of Support Desk transition document

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 44 City Activities
• Log and report any inconsistencies or issues when operating the system • Review and approve the Audit report
• Delegate Support Desk liaison
• Participate in the turnover to Support
After Go-Live
SpryPoint provides our platform as a service to our customers, and there is no hardware or infrastructure management required by the City. We recommend that City staff responsible for ongoing applications have the skills necessary to provide front-line application support and configuration management and work with end-users to streamline business processes. Staff with strong Business Analysts and System Administration skills are highly recommended. Most activities completed by the City will involve:
• Managing User Access
• Managing & updating Configuration
• Continuous Training
• Ad-Hoc Form & Report Creation
City Activities
• Prepare training classrooms, provide training equipment. • Complete e-learning as outlined in the Training Plan
• Schedule staff as needed
• Provide functional resources

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 45

6. Technology Overview
Options for technical architecture; hosted, on-premises, SaaS, etc.

SpryPoint Platform is offered as SaaS only.

Deployment options
SpryPoint’s platform is at the leading edge of technology, and we are proud to offer the first 100% SaaS platform built specifically for municipal utilities.

Hardware specifications
SpryPoint provides our application in the cloud as Service through a web browser and by doing so makes our software hardware agnostic. There are no operating system requirements and there is no need for any hardware.

Mobile hardware and operating system options
SpryPoint provides our application in the cloud as Service through a web browser and by doing so makes our software hardware agnostic. There are no operating system requirements and there is no need for any hardware. SpryPoint assumes responsibility for monitoring and optimizing performance. Our compatibility recommendations are as follows:
• Desktop, Workstation, and Laptop Hardware - Proposed solution is delivered as a complete SaaS offering and has no operating system, application, or web server requirements for the client.
● Software - The SpryPoint platform supports all modern web browsers. Chrome, Safari, and Firefox are recommended for their support of web standards and security. ● Mobile Devices - The SpryPoint platform is delivered as a responsive web application and operates on handheld and mobile devices. Native Applications for iOS and Android are available for SpryMobile to facilitate offline work.
● Web Browsers - The SpryPoint platform supports all modern web browsers. Chrome, Safari, and Firefox are recommended for their support of web standards and security.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 46 Support for two-factor authentication
Multi-factor authentication is provided throughout SpryCIS, SpryEngage, and SpryMobile.

The underlying AWS infrastructure provides fine-grained controls to safeguard data, and on top of this we use several layers of access control to even access the AWS services, including multi-factor authentication, geographic controls, and VPN requirements.

In addition to platform-level IDS and IPS, we tightly configure firewalls and access control lists to ensure authorized user access. AWS constantly monitors for vulnerabilities and performance, and throttles and alerts when issues are detected.

Remote access capabilities, supported technologies and portals available SpryPoint’s platform is built in the cloud to be delivered as a service and as such there is no additional maintenance & support cost beyond the annual software-as-a-service (SaaS) subscription fee.

At SpryPoint, we believe that integrating software development and software support is the optimal way to serve customers. In that spirit, we support our customers with a team of cross-functional individuals who are not only knowledgeable on the functional aspects of your SpryPoint application but have also worked in the trenches developing and testing the same application.

At a high level, support requests are separated into two categories: Support and Enhancements.

Upon submitting a support request either by phone (855-TRY-SPRY), email at [email protected], or through our support portal, a ticket is created in FreshDesk our case management system.

Once submitted, you’ll receive an automated response indicating that we’ve received the request and identify the request ID number assigned by our system.

Security Administration – SSO, SAML, etc.

SpryPoint also supports single sign on and identity management via integrations designed to support industry standards:
• Security Assertion Markup Language (SAML) is an open-standard authentication protocol that SpryPoint uses for single sign-on from an identity provider. SAML identity providers include Okta, OneLogin, ADFS, Duo, and many others. • System for Cross-Domain Identity Management (SCIM) is an open standard that SpryPoint uses to allow for the provisioning and management of application user identities from a centralized identity management system. SCIM clients include Okta • OneLogin, Active Directory, and many others.
• SpryPoint also supports Federated Identity through Azure Active Directory.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 47 Integration tools and methodologies supported
SpryPoint’s management & staff have decades of experience building and deploying system integrations. We pride ourselves on being flexible in working with new & existing systems.

SpryPoint’s approach is to build the required integration endpoints with cooperation from resources from the integrating application whenever possible. SpryPoint manages the building, testing, sandboxing, and signoff for production deployment and configuration. In many cases, existing integration endpoints can be reused for multiple integrations, reducing cost and enhancing reliability.

SpryPoint solutions are designed with REST Application Programming Interfaces (APIs) to enable real-time integration. When we need to integrate solutions that do not have API’s available, SpryPoint also has experience doing database-level integrations with other enterprise applications. We will supply information on methodologies, authentication, and authorization mechanisms.

Below is a list of completed or in-progress integrations:
• Badger – AMI/MDM • CityWorks – WAMS
• Tantalus – AMI/MDM • Watersmart – Customer Engagement • Elster – AMI/MDM • Simply Accounting – ERP
• Landis & Gyr - AMR • Quickbooks – ERP
• Itron – AMI/AMR • Kronos – Time Entry
• Sensus – AMI/AMR • EU Outage Management System
• ESRI – GIS • File Nexus – ECM
• Microsoft Dynamics GP – ERP • Open Street Maps - Mapping • SAP – ERP • Mapquest – Mapping
• Tyler MUNIS - ERP • Google Maps – Mapping
• Dynamics 365 Business Central – ERP • ETI CableBridge - Provisioning • Workday – ERP • Cogsdale CSM – CIS
• Advanced - Infinity CIS • Oracle CC&B - CIS
• Paymentus EBPP • Stripe Payment Processing
• InvoiceCloud EBPP • Moneris Payment Processing
• Active Directory • OKTA Authentication
SpryPoint will create an Integration Design Document for each interface to define the detailed design, technical approach, and the appropriate error handling if there are problems with the interface. SpryPoint will manage the building, testing, sandboxing, and production deployment and configuration.

Online data dictionary
SpryPoint's platform does not include a data dictionary, however one is not required because all table names use common sense English and are easily interpreted for reporting purposes within

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 48 Metabase. We can provide extensive data model diagrams so the City can understand dependencies within the data model during shortlist demonstrations.

Disaster Recovery Services
Disaster recovery planning is an important part of SpryPoint’s business continuity planning and is included as part of our service.

This planning was a precursor to application architecture development and continues to be an ongoing effort. Database servers have a full hot-backup failover capability - if the database service fails, the hot backup is designed pick up the production workload with no loss of data. Daily backups are taken and stored in a storage service separate from your production database. Daily database backups can also be transferred for on premise storage if required. All Database backups are currently retained for 90 days. All Backups are stored in recoverable file structures -> local database copies can be recovered from database backups in one operation.

We have designed our disaster recovery strategies to target minimal RPO and RTO. The database server structure includes a hot-failover, which when combined with our short-transaction data model and active application health monitoring, targets an RPO in the sub-second range, and a RTO in the range of 30 seconds-5 minutes.

Clients may request a copy of their data either on a recurring basis or on an ad-hoc basis when required. Backup requests are documented by the project manager and support team to ensure continuous data custody and prevent servicing of unauthorized requests. Ad-hoc backups can be made available for download via secured web services or through transfer to secure FTP site.

In the event of termination of service, once the final copies of databases have been transferred to the former client, we will decommission the application infrastructure instance, decommission the database and unstructured file storage for the organization, and hard-delete all database backups and application logs for the organization. Development and support data custody logs will be scanned to ensure that all database traces are eliminated. We will provide a written affidavit to the former client outlining the efforts undertaken to this effect.

Timing and frequency of software updates – scheduled and automatic As a true cloud platform, all maintenance and upgrades are included with our annual subscription and are managed by SpryPoint at no additional cost outside of the annual Software as a Service subscription fee. There are no major upgrades required and all customers are continuously on the most recent version of our applications.

All SpryPoint updates and application patches can be applied throughout the workday at whatever frequency required with no loss of functionality or performance. Administrators will be notified of bug fixes that they reported, and of any new or changed functionality that might affect their operations. Release notes are not always provided in the case of minor bug fixes or UI updates.

For major/breaking feature rollouts are normally released every two weeks. In the event of major maintenance such as moving to new database services we perform the deployment during off-hours and with notice given to affected users. Detailed release notes are provided as part of each release, although they are not always provided in the case of minor bug fixes or UI updates.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 49 Administrators will be notified of bug fixes that they reported, and of any new or changed functionality that might affect their operations.

GIS integration – Esri ArcGIS
SpryCIS and SpryMobile have built-in WMS integration capabilities which supports integration with ESRI ArcGIS WMS layers. This allows administrators to point SpryCIS/SpryMobile to existing WMS services and configure the display of WMS layers on maps within the SpryPoint applications. This capability is dependent the client having access to WMS services.

Description: Bidirectional interface where SpryPoint will:
i.Send to the GIS new meter and backflow information
ii.Receive parcel updates in SpryCIS when items are updated in the GIS.

Other Examples of GIS data layers which can add value:
i.Streets and other selected layers
ii.Premise and parcel information.
iii.Service locations (includes pseudo addresses for such items as irrigation meters) iv.Meter location coordinates
v.Backflow Device attributes
vi.Ownership layer
GIS administrators can access and export data from SpryCIS using built-in report tools such as Metabase.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 50 Microsoft 365 GCC integration
SpryPoint would like to discuss the needs of the City around integration to Microsoft 365 GCC.

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 51

7. References
Item Response
Current Customer #1
Name City of East Palo Alto
Employee Count 80
Population 30,000
Contact Name Wendy Welser
Contact Telephone 312.835.5190
Contact Email [email protected]
Project Scope
SpryCIS - Customer Information System
SpryEngage - Customer Engagement Portal
SpryMobile - Mobile Field Service
Implementation Duration 12 Months
Go-Live Date Aug-20
System Replaced Rostech
Current Customer #2
Name Mesa Water District
Employee Count 78
Population 110,000
Contact Name Kurt Lind
Contact Telephone 949.207.5408
Contact Email [email protected]
Project Scope SpryEngage – Customer Experience Platform SpryMobile – Mobile Field Service
Implementation Duration 3 months
Go-Live Date SpryMobile – October 2020
SpryEngage – December 2020
System Replaced
Current Customer #3
Name Easton Utilities Commission
Employee Count 105
Population 17,000
Contact Name Fred Christie
Contact Telephone 401-763-9403
Contact Email [email protected]
Project Scope
SpryCIS – Customer Information System
Spry Mobile – Mobile Field Service
SpryMobile – Work Orders and Asset
Management

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 52 Item Response
Implementation Duration 10 months
Go-Live Date October 2021
System Replaced Harris Computer Systems - Cogsdale
Item Response
Prior Customer #1
Name NA – SpryPoint does not have any past
customers
Employee Count
Population
Contact Name
Contact Telephone
Contact Email
Project Scope
Implementation Duration
Go-Live Date
System Replaced
Prior Customer #2
Name NA – SpryPoint does not have any past
customers
Employee Count
Population
Contact Name
Contact Telephone
Contact Email
Project Scope
Implementation Duration
Go-Live Date
System Replaced

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 53

8. Contract Performance
At no point in the last 5 years have any SpryPoint customers, for any reason terminated their

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 54

9. Contract Samples

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RFP For Enterprise Resource Planning & Implementation Services Confidential | Copyright © 2023 SpryPoint Services Inc. All Rights Reserved 55 Sample – Statement of Work
Remainder of page intentionally left blank.

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Statement of Work
45 Queen Street
Charlottetown, PE sprypoint.com
C1A 4A4, Canada
Statement of Work

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 1 1 Statement of Confidentiality
The contents of this proposal are confidential and are supplied on the understanding that they will be held confidentially and not disclosed to third parties without the prior written consent of SpryPoint.

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 2 Table of Contents
Table of Contents

1. Introduction ....................................................................................................................... 4

1.1. Background ............................................................................................................................4

2. Project Goals and Objectives.......................................................................................... 4

2.1. Goals and objectives .............................................................................................................4

2.2. Guiding Principles..................................................................................................................6

3. Scope of Work................................................................................................................... 7

3.1. Overall Project Approach .....................................................................................................7

3.2. Pre-Project Initiation..............................................................................................................8

3.3. Project Initiation................................................................................................................... 10

3.3.1. Project Initiation – Deliverables, Roles & Responsibilities..................................................................10

3.4. Analysis ................................................................................................................................. 12

3.4.1. Analysis – Overview/System Familiarization..........................................................................................12

3.4.2. Analysis - Workshops....................................................................................................................................12

3.4.3. Analysis – Planning Documents ................................................................................................................13

3.4.4. Analysis – Data Migration............................................................................................................................14

3.4.5. Analysis - Reporting ......................................................................................................................................14

3.4.6. Analysis – Organizational Change Management..................................................................................14

3.4.7. Analysis – Deliverables, Roles & Responsibilities.................................................................................15

3.5. Configuration ....................................................................................................................... 17

3.5.1. Configuration – Configuration Workbook & Workshops .................................................................... 17

3.5.2. Configuration – Data Migration ............................................................................................................18

3.5.3. Configuration – Integrations & Enhancements.....................................................................................23

3.5.4. Configuration – Core Team Training.......................................................................................................24

3.5.5. Configuration – Reports.........................................................................................................................24

3.5.6. Configuration – Security & Roles ........................................................................................................24

3.5.7. Configuration – Organization Change Management..........................................................................24

3.5.8. Configuration – Deliverables, Roles & Responsibilities ................................................................25

3.6. Test ........................................................................................................................................27

3.6.1. Test – Test Scripts........................................................................................................................................ 27

3.6.2. Test – Training Material .........................................................................................................................28

3.6.3. Test – Tester Training .................................................................................................................................28

3.6.4. Test – Enhancement Testing.....................................................................................................................28

3.6.5. Test – Integration Testing .....................................................................................................................28

3.6.6. Test – Functional Testing......................................................................................................................28

3.6.7. Test – User Acceptance Testing ..............................................................................................................29

3.6.8. Test – Organizational Change Management...................................................................................29

3.6.9. Test – Deliverables, Roles & Responsibilities..................................................................................29

3.7. Deploy ...................................................................................................................................32

3.7.1. Deploy – Prerequisites................................................................................................................................ 33

3.7.2. Deploy – Go Live Cutover Plan................................................................................................................. 33

3.7.3. Go/No Go Decision ...................................................................................................................................... 33

3.7.4. Deploy – End User Training Material ...................................................................................................... 34

3.7.5. Deploy – End User Training....................................................................................................................... 34

3.7.6. Deploy – Mock Go Live............................................................................................................................... 34

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 3 3 3.7.7. Deploy – Customer & Vendor Notifications .......................................................................................... 34

3.7.8. Deploy – Go Live ..........................................................................................................................................35

3.7.9. Deploy - Deliverable(s), Roles & Responsibilities.................................................................................35

3.8. Operate ................................................................................................................................ 36

3.8.1. Operate – Post Go Live Support .............................................................................................................. 37

3.8.2. Operate – Transition to Customer Success ..................................................................................... 37

3.8.3. Operate – System Acceptance & Project Close Out .......................................................................... 37

3.8.4. Operate – Deliverables, Roles, & Responsibilities...............................................................................38

3.9. Project Governance............................................................................................................ 39

3.9.1. Project Management....................................................................................................................................39

3.9.2. Project Communications & Tools ........................................................................................................40

3.9.3. Acceptance Period........................................................................................................................................ 41

3.9.4. Agreed Priority Definitions .......................................................................................................................... 41

3.9.5. Milestone Acceptance Process ............................................................................................................ 41

3.9.6. Scope & Project Change Management .............................................................................................42

3.9.7. Issues and Risk Management.................................................................................................................... 43

3.9.8. Conflict Resolution and Escalation Process ..................................................................................... 43

3.9.9. Project Working Times ........................................................................................................................... 44

3.9.10. Executive Steering Committee ............................................................................................................46

3.9.11. Project Management Reoccurring Deliverables .............................................................................46

3.9.12. Project Completion ................................................................................................................................. 47

4. Integrations & Enhancements....................................................................................... 47

4.1. Integrations.......................................................................................................................... 48

4.2. Enhancements..................................................................................................................... 48

5. Project Assumptions ......................................................................................................49

5.1. General Assumptions......................................................................................................... 49

5.2. Data Conversion Assumptions: ........................................................................................ 50

5.3. Development Assumptions: .............................................................................................. 50

5.4. System Testing Assumptions:........................................................................................... 50

5.5. Training Assumptions: ........................................................................................................ 51

5.6. Production Readiness and Cutover Assumptions:.......................................................... 51

6. Appendixes.......................................................................................................................51

6.1. Definitions............................................................................................................................. 51

6.2. Milestone Schedule ............................................................................................................ 55

6.3. Document Samples ............................................................................................................ 55

6.3.1. Project Status Report...................................................................................................................................56

6.3.2. Risk Log......................................................................................................................................................56

6.3.3. Change Order................................................................................................................................................56

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 4 4 1.Introduction
This Statement of Work (SOW) is entered into per the Agreement Date by and between SpryPoint Services Inc. (hereinafter “SpryPoint”), with principal offices in Charlottetown, PE, and XXXX (“Client”) with offices at XXXX, XXXX, XX 0000, United States Background Statements:
● SpryPoint will provide a range of software solutions and services to achieve a business solution that meets the identified Customer Information System (CIS) Solution (“Solution”) requirements of Client.
● The Solution will encompass several SpryPoint products which include:
o SpryCIS – Customer Information System
o SpryEngage – Customer Engagement Portal
o SpryMobile – Mobile Field Service
o SpryBackflow – Cross Connection Control
● Client wishes to work together with SpryPoint for the implementation of the Solution and SpryPoint agrees to provide such services and/or software as agreed to in the terms provided herein.
● This Statement of Work provides the general detailed terms and provisions that govern the delivery of all services and/or deliverables to Client by SpryPoint.

This document is one of several that constitute the Agreement. As such, if any discrepancy exists between the documents, the precedence shall be listed in the Statement of Work.

These documents help define the project’s scope and will guide its execution.

1.1. Background
XX

2. Project Goals and Objectives

2.1. Goals and objectives
The Client’s goals for this project and their supporting objectives are to take advantage of the newest technology and harness efficiencies by reviewing business processes or

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 5 5 implementing technology to enhance existing business processes. The primary objective is to procure, implement, and maintain a system or systems that mitigates current challenges, allows for streamlined collection and processing of information, and facilitates standardization and timely access to information.

Objectives for this project include:

Successful Implementation
● Implement a new CIS Solution built on a modern and cloud-based technology platform in accordance with SpryPoint’s proposal:
● Install a system that will interface with (or provide replacement solutions for) the Client’s other information systems.
● Implement advanced options for calculating customer bills, and providing customer self-service capabilities, mobile field service, backflow program management and other common functions and features.
● Provide a system that is flexible enough to accommodate business changes, requests for new services, and the need for enhanced business information.
● Install a system that is upgraded and enhanced regularly by SpryPoint. ● Install a system that provides best business-practice methodologies. ● Install a cost-effective system that can be easily maintained. ● A Web based CIS that allows for automation and streamlining of the utility billing processes and improves data management, including collection, reporting and record keeping.

Greater transparency and visibility into the CIS system:
● User-friendly reporting tools & advanced data analytics ● API driven interfaces into and from the CIS system
● An automated method for uploading meter readings to the CIS ● Automated dispatching and Mobile Field Service
● Audit Trails throughout the application.
● See alerts and consumption history on the mobile application Provide better customer service:
● Provide the following benefits: easy access to information, user friendliness, process automation, real-time system changes, billing flexibility, and 24/7 access.
● Accurately calculate bills for all Customer classes, services, cycles, allocations, and capital recovery.
● Correctly allocate accounts receivable and payments among general ledger funds.
● Correctly process account and property activities.
● Provide Customer Service Reps (CSRs) with quicker access to customer information in one centralized location.

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 6 6 ● Integrate customer self-service capabilities (that is, account information, payment options, service activities, etc.).
● Increase the efficiency and effectiveness of both employees and business processes to increase and improve employee job satisfaction, resulting in better customer service.
● Generate customer service metrics to satisfy the Client’s desire to improve as well as meet future regulatory requirements. ● Improve data access through reporting & dashboarding tools. ● Ability for customers to sign up for and receive bills via email. ● Ability for customers to sign up for leak alerts, financial alerts and usage alerts.
● Ability to manage meters, registers, and endpoint (ERT) Manage the project well:
● Deliver the project on time and within budget.
● Employ a formal project management process
● Engage the users of the system in the communication and decision- making processes to develop ownership and acceptance of the new system.
● Provide adequate knowledge transfer throughout the project. ● Ensure that the implementation is as non-disruptive as possible to customers.

2.2. Guiding Principles
The project will employ the following guiding principles throughout its operation and execution:

1. Standardize and align business operations to Industry best practices where it makes sense.

2. The project will be based on a ‘Solution-Based’ approach rather than a ‘System- based’ approach focusing on high value processes and driving efficiencies. 3. Client will empower designated project team members knowledgeable on current state operations to make decisions that will bind the organization in future state business process operations. These designated team members will be represented in each workshop.

4. Leverage base application capabilities as much as possible and minimize customizations

5. SpryPoint and Client will operate as a unified team and partners in the execution of the project

6. There will be a focus and commitment to organizational change management and staff preparation and readiness throughout the project.

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 7 7 7. Transparency of project status and readiness will not be compromised regardless of desired outcome

8. Client will measure the success of the project against the following statement: “A fully delivered solution of acceptable quality, on time and within budget that delivers accurate and timely customer and meter to cash processes.”:
● Scope as defined in this agreement is fully met at the acceptance of the system: project is “fully delivered”;
● Acceptance of delivered scope at the completion of the project occurs as scheduled: project is “on time”;
● Costs do not exceed the projected budget as appropriated at the start of the project and/or any additional approved change orders: project completes “within budget”;
● Acceptance criteria according to that defined in this agreement and subsequent deliverables, are met: project deliverables are of “acceptable quality”.

3. Scope of Work

3.1. Overall Project Approach
SpryPoint shall use its implementation methodology, to deliver the SpryPoint Service, while reporting and delivering to the Client the requested deliverables and service levels in this SOW. SpryPoint will use its hybrid approach that brings together the best of the traditional waterfall methodology and combined it with the best elements of the agile methodology. This methodology encompasses Project Management tasks, Preproject tasks, and five (5) phases, as follows:
● Analysis
● Configure
● Test
● Deploy
● Operate
The project scope assumes all SpryPoint Products will go live at the same time. If it is determined during implementation to split up the go live of one or multiple products; the change order process will be engaged to outline any project impacts.

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 8 8 3.2. Pre-Project Initiation
Upon contract signing befo SpryPoint shall use its implementation methodology, to deliver the SpryPoint Service, while reporting and delivering to the Client the requested deliverables and service levels in this SOW. SpryPoint will use its hybrid approach that brings together the best of the traditional waterfall methodology and combined it with the best elements of the agile methodology. This methodology encompasses Project Management tasks, Pre-project tasks, and five (5) phases, as follows:
● Analysis
● Configure
● Test
● Deploy
● Operate
The project scope assumes all SpryPoint Products will go live at the same time. If it is determined during implementation to split up the go live of one or multiple products; the change order process will be engaged to outline any project impacts.

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 9 9 Before Project Initiation there are several pre-project activities the client can choose to prepare for the implementation. Completion of these activities is not mandatory to start the project but will need to be at some point through the project. ● Documentation to gather
● Operating policies
▪ Any documentation on Standard Operating Procedures
▪ Published rules/polices
▪ Internal documentation – How Tos/Workflows, etc
● Gather Lists of Information
▪ Customer Forms (online or printed)
▪ Communications – letters (collections, budgets, payment plans, etc)
▪ Service Order Types
▪ Credit Memos
▪ Miscellaneous Charges
▪ Billing Rates/details
▪ Penalty and collection rules
▪ GL codes used in CIS
▪ Meter data (counts, types of meters, inventory)
● Staffing and Roles
▪ Identify Subject Matter Experts

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 10 10 ▪ Grid of staff, roles, and responsibilities
▪ Field Operation users that will need to be engaged with SpryMobile
● Bill Statement
▪ Do you want to redesign? If yes,
▪ Who needs to be involved in this decision?
▪ What do you want to change?
▪ Goals of redesign
▪ Who needs to approve a new design?
▪ Does the new design need to be approved by a committee? If so, how long does this process take
● Reporting
▪ What reports do you have today?
▪ Do you still use this report and what is it for?
▪ Fill out Report list
▪ Collect report samples
● Data Cleansing
▪ Start to identify problem records (accounts, customers, premises) ▪ Start to identify duplicate records
▪ Identify problems with data that you would like to resolve ▪ Identify fields that are multipurpose

3.3. Project Initiation
Project Initiation describes the collaboration between the Client and SpryPoint to begin the project. SpryPoint cannot start project initiation until the contracts have been fully executed.

Upon execution of the contract, SpryPoint will initiate the project, and start preparation and mobilization of its resources in accordance with the requirements defined in this SOW.

3.3.1. Project Initiation – Deliverables, Roles &
Responsibilities

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 11 11 No. Deliverable
Name
Deliverable
Description
ManagerProject
Specialist (s)Implementation Sponsor
Executive
Project Manger
Core Team
Testers
End UsersSponsor
Executive
SpryPoint Client
.1 Mobilize Project
Team
Identify and assign team
members and introduce
teams
A R I
.2 Mobilize Client
Project Team
Identify and assign team
members and introduce
teams

A R I I C
.3 Pre-Project Kickoff Initial Project Managers
Meeting to introduce people
outline next steps, schedule
meetings, and start project
work

A I R I
.4 Prepare project
infrastructure
Send welcome information,
setup shared drives and
access
A R
.5 Initial Project
Schedule Update project plan that will
be used as baseline for
project
A R
.6 Project Kickoff Formal meeting to kickoff
project. This includes the
following activities:
● Meeting agenda
● Meeting
presentation

A R R C C I I I
.7 Environment Setup Provision environments and
provide access for core team

A R R R
Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 12 12 3.4. Analysis
The purpose of the Analysis phase is to gather the specific information needed to complete configuration of the SpryPoint Products. This phase is also used to clarify any business requirements and processes and/or identify any gaps that may exist.

3.4.1. Analysis – Overview/System Familiarization
During this phase either before or as part of the workshops SpryPoint will complete an overview training session. The purpose of this training is to introduce the core team member to the SpryPoint product(s).

3.4.2. Analysis - Workshops
A SpryPoint team member will lead workshops involving appropriate SpryPoint project resources, and Client business process experts to create an Analysis Report. These workshops and the resulting documentation will work to define the future business processes and also identify any gaps between the future business processes and SpryPoint Functionality.

SpryPoint and Client will jointly identify and document the business processes. SpryPoint will provide draft copies of the Analysis Report and other documentation on an agreed upon timeframe for review by Client to ensure accuracy of the information gathered.

Prior to the workshops SpryPoint will:
▪ Develop Workshop schedule/agenda with input from the Client ▪ Prior to interviews, SpryPoint staff will familiarize themselves with the Client’s legacy system using available material provided by the Client, personal interviews, and other such information as needed.

During this activity SpryPoint will:
● Conduct workshops to discuss possible organizational changes that may result from implementing the new system, and how to manage them.
● Conduct individual or group interviews to confirm current business processes, review standard configuration of the SpryPoint Service in relation to these processes, recommend process changes based on the best practices with the SpryPoint Product(s), and identify enhancements or configuration changes that are needed, or that could be mitigated by the adoption of recommended business practice changes.
▪ Customer Service

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 13 13 ▪ Premises
▪ Service Orders
▪ Meters
▪ Billing
▪ Accounting, Payments, Collections and Bankruptcy including debt remaining at Property and recovered through transfer of title
▪ Customer Engagement
● Customer Communications
● SpryEngage
▪ Mobile Field Service
● Dispatching
● Meter activities
● Other Long Cycle Activities
▪ Work and Asset Management
● Work orders
● Employees and crews
● Equipment
● Materials
● Time
● Inventory Catalog
▪ Backflow & Cross Connection
● Notices
● Testers
● Workflow
● Communications methods
Note: other workshop sessions may be identified and required to ensure all business needs are being met.

3.4.3. Analysis – Planning Documents
During the Analysis Phase there are several documents that are created. To create these documents SpryPoint will meet with the appropriate Client resources ● Test Plan – A document that outlines the strategy for testing. As part of the test plan testing success parameters will be agreed to with the client. For example: it will include criteria like X % of residential accounts need to be checked or 100% of industrial account with no unexplainable discrepancies
● Training Plan – a document that outlines the requirements for training. This includes a training matrix that can be used to plan end user training for the various

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Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 14 14 user roles and courses. The Client will be responsible to match training needs to individual end users.
● Security Plan - Based on the workshops and interviews, SpryPoint will provide the out of the box security plan. In addition, SpryPoint provides base security roles. The Client will be responsible to match individual users to the security roles. ● Reporting – review the reports & dashboards that are needed in the operational areas, determine which reports are already available within the SpryPoint Service, and identify which reports need to be modified, or newly written, to meet business needs.

3.4.4. Analysis – Data Migration
Data Conversion is a critical part of every implementation project. During the Analysis Phase workshop(s) will be held to define
● Where the data is
● What records will be converted
● What format the data will be received in
● Data cleansing options
● Parameters for data checking/validation
● How data will be mapped to the new data structure
This information will be gathered and documented in the data conversion strategy document.

3.4.5. Analysis - Reporting
During the Analysis Phase a Report Analysis will be completed. This analysis will be used to review the reports that the client has and what their uses are. Once this is established SpryPoint will group the report into different categories:
● No longer needed – the report will be deemed as no longer needed because either the client currently doesn’t use it, or because of a business process change or the new system functionality the report is deemed unnecessary ● Match report – the report is matched to an equivalent SpryPoint Report that exists in the system to build
● Report to Build – the report will be needed going forward so SpryPoint will create the report. Note: Often many client reports will be replaced with one base SpryPoint report that has multiple views to meet the needs of different users

3.4.6. Analysis – Organizational Change Management
The objective of Organization Change Management (OCM) in the Analysis phase is for the SpryPoint team to better understand the current state of Client, assess the organizational culture and the capacity to change. During this phase SpryPoint will:

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 15 15 ● Identify Stakeholders
● Develop OCM strategy & schedule
● Work with client to develop internal communications Plan ● Review decisions log from workshops – identify impacts to staff ● Identify training requirements

3.4.7. Analysis – Deliverables, Roles & Responsibilities No. Deliverable
Name
Deliverable
Description
ManagerProject
Specialist (s)
ImplementationSponsorExecutive Project Manger
Core Team
Testers
End Users
Sponsor
Executive
SpryPoint Client
.1 System
Familiarization
A product overview
session(s) that are
designed to provide the
client with a look at how
the SpryPoint product(s)
work before the analysis
workshops

C A C R
.2 Workshop
Questionnaires
Document(s) with
questions that will need
to be answered by the
core team and are used
as part of the discovery
workshop sessions.

Note: The SpryPoint PM
may determine these
are not required for the
project

C A R R
.3 Topic Specific
Workshops
Workshop(s) will be
completed to discuss
the requirements in
each area and identify
any gaps. An agenda
will be provided for each
workshop.

R A C R
.4 Analysis Report A document that
outlines the information
gathered during the
discovery. This
document will outline
any gaps identified
during the workshops

R A C C I

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 16 16 No. Deliverable
Name
Deliverable
Description
ManagerProject
Specialist (s)
ImplementationSponsor
Executive
Project Manger
Core Team
Testers
End Users
Sponsor
Executive
SpryPoint Client
.5 Analysis Report
Updates Updates to the Analysis
Report with any
changes/feedback from
client

R A C R
.6 Analysis Report
Review &
Approval
This deliverable is the
time required to for the
client to review the
Analysis Report and
provide feedback
and/or approve the
document

C C A R
.7 Report Plan This plan is used to
identify which reports
are required, what tool
will be used to create
the report and who is
responsible to develop.

A R C R
.8 Test Plan A document that
outlines the testing
strategy for the client’s

A R C C
.9 Training Plan A document that defines
all the data that will be
converted, where the
data comes from and
how much data is to be
converted. This
document defines the
details and plan for
conversion throughout
the implementation.

A R C C
.10 Data
Conversation
Strategy
A document that defines
all the data that will be
converted, and where
the data comes from.

This document defines
the details and plan for
conversion throughout
the implementation.

R A C C

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 17 17 Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action

3.5. Configuration
The configure stage is the period in the project where the project teams work to complete the initial “setup” of the SpryPoint product(s) to meet the specific business process requirements of the Client as defined in the Analysis document.

3.5.1. Configuration – Configuration Workbook &
Workshops
To document and track the configuration, SpryPoint uses a configuration workbook. To populate the configuration workbook an agreed upon schedule of Configuration meetings are scheduled. While SpryPoint is accountable for maintaining the workbook, the client No. Deliverable
Name
Deliverable
Description
ManagerProject
Specialist (s)
ImplementationSponsor
Executive
Project Manger
Core Team
Testers
End Users
Sponsor
Executive
SpryPoint Client
.11 Security Plan and
Baseline Roles
(out of box)
A document(s) that
outlines the security and
the out of the box
security roles.

A R C C
.12SSecurity Plan Role
Assignment Updates to the
document matching
users to security roles

C C R A
.13 Change
Management
Plan
A document that
outlines a strategy for
Organizational Change
Management

A R C R
.14 Client
Communication
Plan
A document that
outlines recommended
client communications
throughout the project
both internal and
external

A R R R
.15 Updates to client
communications
plan
Go forward
communication plan for
employees & customers

C C A R C

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 18 18 will be asked to be responsible to provide updates and input into the workbook. The purpose of the configuration workbook is as follows:
● Provide a checklist of all required configuration
● Document configuration settings
● Show where configuration have been completed (i.e Production Environment or Staging Environment)
At this point in the project this will be referred to as the initial configuration. As SpryPoint works with the client through the testing and data conversation activities changes to configuration may be required. SpryPoint will be responsible to ensure the configuration is updated with these changes.

3.5.1.1. Other Configuration Items
Other items required to be configured during this phase are:
● Bill Statement - SpryPoint will work with appropriate Client project team members to analyze and document all the requirements and specifications for the bill print or integration to bill presentment provider. ● Service Orders - SpryPoint will gather requirements for developing Client’s Service Order processes including service types.
● Letters & Templates – Report deliverables (letters) will be created by SpryPoint with respect to the Client logo, contact information, return address and text.

Client will supply the logo, contact information, return address, and text to SpryPoint for development of the letters. Some examples include:
o Welcome Letter
o Delinquent
o Disconnection / Cut-off Notice
o Returned Check
o Payment Arrangement
o Bankruptcy
**Note During implementation SpryPoint will work with the client to build and deliver all letter(s) and template(s) that are required to meet the needs of identified business processes.

3.5.2. Configuration – Data Migration
SpryPoint uses an agile project approach during the data migration process. It should be noted that while SpryPoint will complete conversion until the data is correct, any more than 4 conversions can result in schedule delays.

3.5.2.1. Data Mapping
Before data can be extracted from the legacy system or imported into the various SpryPoint products, a data mapping document must be completed. SpryPoint will provide a document outlining all the data points that need to be mapped. The client will be responsible to fill out required information about their legacy system in this document.

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 19 19 It is agreed that SpryPoint will convert 3 full calendar years plus the number of months to go live of history into SpryCIS.

The following table provides specific details of the objects to be converted where the agreed time is 3 full calendar years plus the number of months to go live of history.

SpryCIS Objects to Convert
Object Details
Customers Active customers with balances within the specific time limits, including relationships (i.e landlords/tenants). This also includes customer addresses and contact information
Note: in the agreed time if there are inactive customers with balances these will be included in conversion.

Premises All active premises in the agreed time
Accounts Active accounts only within the time range and inactive accounts with a balance and inactive accounts that have historical activity and/or has been closed in the agreed time
Meters All active meters within the agreed time range, regardless of account status.

Service
Points
Active service points within the agreed time range
Meter
Readings
For all converted meters per the agreed time
AR Balance All active account balances within agreed time Service
Orders
All active service orders within the agreed time frame.

Bill History Includes transactional data for any active accounts, inactive accounts with historical transactions within the agreed time period.

Deposits If applicable, active deposit values will be converted

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 20 20 Equipment All active equipment
Remotes All active meters within the agreed time range, regardless of account status (If applicable)
SpryMobile Work and Assets Management Objects to Convert Object Details
Work Orders All active work order header details within the agreed time
Assets All active asset records which will not
otherwise be integrated or consumed from
an alternative system of record (Esri
ArcGis)
SpryBackflow Objects to Convert
Object Details
Backflow Assemblies All active backflow assemblies and if applicable, any devices not yet installed
but maintained in Client inventory
Backflow Tests Backflow tests within the agreed time
frame
Backflow Testers All active backflow testers
Additional history can be brought into the SpryCIS Archive Data Store. The Archive Data Store allows for inquiry and retrieval of historical, non-editable transactional data within the SpryCIS application.

3.5.2.2.Data Migration, Iterations & Refreshes
SpryPoint will design, develop, and create validation processes (for example, dollars AR balances, meter reads, consumption, record counts). The process starts with extracting and importing core data elements, and then with each conversion iteration, additional data elements will be added. After each conversion iteration, data validation reports will be provided to the client to review and sign off on. During the conversion process the client

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 21 21 is expected to provide extracted data in mutually agreed to format(s). SpryPoint will be responsible to import the data into the SpryPoint solution(s). In addition to this the client is expected to complete Data Acceptance Testing. SpryPoint will run the data conversion programs and provide reports to assist the client with data quality validation – for example reconciliation reports (extracted = loaded).

3.5.2.2.1. Iteration 1A
This is the initial data extraction and as a result is the first test of the data mapping. When this iteration of data is completed, users will be able:
● Review client data in SpryPoint solution on the following record types o Accounts
o Customers
o Premises
o Services
o Service Points
o Meters
o Service Agreements
o Billing Agreements
o Meter Reads
● Complete data acceptance testing
● Create bills, install meters, create billing & service agreements, and transitions

3.5.2.2.2. Iteration 2
The goal of this iteration is to fix issues found during the first iterations (1A, 1B, 1C) and additional record types required to start bill validation testing and other product testing.

The following activities must be completed before iteration 2 can be completed:
● Completion of iteration 1 data conversion and data acceptance testing ● Completion of data cleansing activated identified in iteration 1 ● Completed configuration adjustments identified
Upon the completion of iteration 2, users will be able to see and review:
● Client data in SpryPoint solution to include:
● Updated records from iteration 1 and transaction history and deposit records ● Complete data acceptance testing
● Complete Bill Validation Testing

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 22 22 3.5.2.2.3. Iteration 3
The goal of iteration 3 is to fix issues identified in the previous iteration and convert any remaining records identified in the data conversion mapping document that have not been converted yet.

To complete iteration 3; the following prerequisites are required to be completed:
● Completion of iteration 2 data conversion and data acceptance testing ● Completion of data cleansing activities identified in iteration ● Completed configuration adjustments identified
Upon completion of iteration 3, users will be able to:
● Address any edge cases or record types that have not been previously completed ● Complete User Acceptance Testing
● Complete Mock Go Live between iteration 3 and 4

3.5.2.2.4. Iteration 4
The goal of this iteration is to support go live.

In between data iterations, one or multiple data refreshes may be completed. Data refreshes can be requested by any project member but the final decision maker of whether to complete the refresh is the SpryPoint Project Manager. A data refresh is defined as the rerunning of the conversion processes using more recently extracted data. Another key tenet of a data refresh is that extract routine, conversion script, and/or, mapping changes will be minimal in comparison to a full iteration. A minor change is defined as script change that takes less then 1 hour to fix, such as fixing a mapping to support an edge case; adding handling for meter switches; changing rate mapping.

Depending on the quality of the data each SpryPoint product may require a different number of data iterations. For example, SpryBackflow may only require 2 major data iterations while SpryCIS may require 4 data iterations.

3.5.2.3. Data Cleansing
During the data migration process there will be requirements to clean up data, this will be referred to as data cleansing. There will be several methods used to complete this cleansing activity. The main ones are:
● Correct during the extraction – In some instances it is easiest to correct the data using scripting on the export from legacy system
● Correct during the import process – In some instances it is easiest to correct the data using scripting on the import into the SpryPoint product(s)

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 23 23 ● Manual correction in legacy system- In some instances, the client will be asked to correct the data in the legacy system
● Correction in SpryPoint Product(s) – In some instances. The client and/or SpryPoint Consultant will be asked to correct the data in the SpryPoint Product(s). This may be completed manually or by scripting.

SpryPoint will work with the client to decide the best approach on how data cleansing will be conducted and which of the above methods will be used or if an alternative method is required. SpryPoint and the client will work together to come to a mutually agreed decision that is in the best interest of the project.

3.5.2.4. Data Acceptance Testing
After each data migration SpryPoint will provide data validation reports that will outline what data has been converted, control totals and areas of concern, areas where data cleansing may need to occur or any other data abnormalities.

The client will be required to review these reports with SpryPoint. In addition, the client will be required to complete data acceptance testing. SpryPoint will provide checklists to use as guides for data acceptance testing. The client is required to review and validate data for all records as outlined in the data conversion plan.

3.5.3. Configuration – Integrations & Enhancements
During the configuration stage requirements documents will be created for each interface, and enhancement that are included in this scope of work. These documents will include more detailed information on the interface, or enhancement. The document(s) will be provided to the client to review, provide feedback, and sign off on. Once the specification is signed off on then it will be scheduled with the development team for completion. Also, during this process each identified interface, and/or enhancement will be identified as required for go live or not. This information will be used to help prioritize the delivery of this work.

3.5.3.1. Interfaces
During the contracting process in scope interfaces were identified and a high-level description of the functionally has been outlined in this document. To see a complete list of Interfaces and their description included in the scope of the project click here.

Note: If interfaces not listed in this document are identified or requested, they will be deemed out of scope and the change order process will be initiated.

3.5.3.2. Enhancements
During the contracting process in scope product enhancements were identified and a high-level description of the functionality has been outlined in this document. To see a complete list of Enhancements included in scope of this project click here.

Note: If enhancements not listed in this document are identified or requested, they will be deemed out of scope and the change order process will be initiated.

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 24 24 3.5.4. Configuration – Core Team Training
To assist with the Client’s Core Team Members understanding of the SpryPoint product(s) SpryPoint will provide Core Team Training. This training is designed to give the Core Team members a full understanding of how to use the SpryPoint Product(s). As point of this endto-end system training, SpryPoint will provide the Client copies of the training presentations and student workbooks. During the training activities and assessments will be completed to help reinforce key concepts. Training material during core team training will be based on the out of the box system functionality and may include functionality that is not applicable to you.

3.5.5. Configuration – Reports
During configuration any reports and dashboards identified as required for go live in the Report Plan will be developed
As identified in the Report Plan, SpyPoint will work with the client to build/configure:
● Dashboard – SpryPoint will work with Client to configure a Customer Service Dashboard of key metrics using Metabase.
● Reports - SpryPoint will work with appropriate Client project team members to modify existing reports or write new reports using out of the box reporting tool and Metabase.

3.5.6. Configuration – Security & Roles
Based on the security plan, the client will be responsible to assign security roles to users.

The client can either use the out of the box security roles or they can create their own.

When new functionality is released, SpryPoint is responsible to update the out of the box security roles only. If the client has created their own custom security roles, they will be responsible to update any security related to new features into these roles.

3.5.7. Configuration – Organization Change
Management
The objective of OCM in the Configure phase is to drive change results. Activities will include effective communication strategies, execution of action plans, tracking and evaluation, and formation of strong and effective team structures to achieve project success. The main activities involved in delivering the change include:
● Communicating the change
● Identifying and managing resistance
● Producing quick wins where possible
● Develop Change Impact Document
● Develop additional OCM training materials (as identified in the OCM Strategy)

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 25 25 3.5.8. Configuration – Deliverables, Roles &
Responsibilities
No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
na
ger
Imple
mentat
ion
Specia
list (s)
Sponsor
Executive Project Manger
Core Team
TestersEnd UsersSponsor
Executive
SpryPoint Client
.1 Configuration
Workshops
Workshops that are held on
an agreed upon schedule to
determine the initial
configuration requirements

R A C R
.2 Configuration
Workbook
Completed
The configuration workbook
is filled out for the initial round
of configuration

R A I R
.3 System
Configuration(s)
The process to complete
configuration in environments

R A C R
.4 Integration
Requirements
Document(s)
For any in scope interfaces,
this document validates the
interface business
requirements. One document
will be created for each
identified integration.

A R C R
.5 Core Team
Training
Full system training provided
to core team members per the
training plan that ensures the
core team understand how
the SpryPoint product(s)
works
A R R
.6 Enhancement
Requirements
Document(s)
If there are enhancements
included in scope, this
document validates the
business use case and
captures the requirements
business of how this feature
will work. If there are multiple
enhancements one document
will be completed for each

A R C R
.7 Data Mapping
Document
A spreadsheet that maps
each field being converted
from the legacy system to a
field in an appropriate in
scope SpryPoint product

C A C R

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 26 26 No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
na
ger
Imple
mentat
ion
Specia
list (s)
Sponsor
Executive
Project MangerCore Team
Testers
End UsersSponsor
Executive
SpryPoint Client
.8 Data Extraction
from legacy
system
The activities required to get
data out of the client’s legacy
system

C C R A
.9 Data Import into
SpryPoint
Product(s)
The activities required to
bring data into the SpryPoint
product(s)

R A C C
.10 Data Conversion
Results Report
The report(s) that is generated
after the data conversion
round is completed

R A C C
.11 Data Conversion
Results Review
A meeting(s) to discuss the
data conversion results and
answer any questions, issues
or concerns

R A R R
.12 Data Acceptance
Checklist
A list of recommended
parameters and data that
needs to be tested after data
conversion

R A R R
.13 Data Acceptance
Testing
Testing that is completed by
the client to check and
validate the data that has
been converted.

C R R A
.14 Data Cleansing
Activities &
Decisions
Identified data that must be
cleansed and the approach
that will be used to clean the
data** see Data Cleansing
Section above.

C A C R
.15 Reports &
Dashboards
Build/Configure reports and
Dashboard as determined by
the report plan

R A C R
.16 Security
Configuration
The process of assigning
users to security roles
C A R
.17 System Ready for
Testing
Initial system configuration
completed and system ready
for testing

A R R R
.18 OCM Training
Materials
Materials that will be used to
teach end users and assist
with OCM sessions

A R R R

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 27 27 No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
na
ger
Imple
mentat
ion
Specia
list (s)
Sponsor
Executive
Project MangerCore Team
Testers
End UsersSponsor
Executive
SpryPoint Client
.19 Communications
Document
Updates
Complete any updates to the
internal and external
communication document
and/or the strategy document

A R R R
.20 OCM Change
Impact Document
A document that outlines the
changes highlights the
impacts, risks, training
method, etc for the impacted
users

A R R R
Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action

3.6. Test
The Test phase’s primary focus is on testing and training. The key to mitigating risk and gain user confidence in the new business processes. This completed through SpryPoint’s systematic and thorough testing and training. SpryPoint’s iterative testing methodology adds a layer of thoroughness at each step, building on the success of the previous steps.

3.6.1. Test – Test Scripts
A test case is a document that outlines an element or scenario to be completed during a specific test cycle (feature, function, interface, etc.). Each test case must meet the following requirements:
● Uniquely numbered and named
● Identifies the functional/business domain recommended to be tested ● Describes the testing purpose
● Specifies the environment to be used
● Outlines any dependencies
SpryPoint will provide out of the box test scripts based on the standard business processes. The client will be responsible to modify test scripts to meet their custom needs.

SpryPoint will be available to review, answer questions and provide recommendations for custom test scripts.

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 28 28 3.6.2. Test – Training Material
To assist the Client’s Testing Team Members with understanding of the SpryPoint product(s); SpryPoint will provide end to end system training. As part training, SpryPoint will provide the Client copies of the training presentations and student workbooks. During the training activities and assessments will be completed to help reinforce key concepts.

Training material used during tester training will be localized to use client data for hands on exercises and will only contain details about system functionality that is being used as part of the go forward business processes.

3.6.3. Test – Tester Training
To ensure the project team has captured as many scenarios as possible and addressed all business cases it is important that other users be identified and performs testing during User Acceptance Testing. SpryPoint is responsible to ensure users receive the required training, so they have the tools required to complete their assigned testing.

Although SpryPoint is responsible to provide the training, it is highly recommended that a core team member be part of the training session to help facilitate buy in of the new functionality and business processes.

3.6.4. Test – Enhancement Testing
Enhancement Testing is the stand-alone testing of the system enhancements, performed during development, by the SpryPoint developers and Implementation specialists.

SpryPoint is responsible to test enhancement to ensure they meet the requirements as outlined in the requirements document(s).

3.6.5. Test – Integration Testing
Integrated Testing will focus on these five main areas:
● Core integrated testing which tests major batch processes; ● Financial scenarios which focus on validating financial transactions; ● Integrated testing scenarios inclusive of primary and secondary scenarios; ● Unit testing interfaces and modifications;
● Unit testing reports and bill prints.

3.6.6. Test – Functional Testing
The main purpose of the Functional Testing step is to establish that decisions made during the configuration phase of the project will be in line with Client’s business requirements.

Functional Testing utilizes scenarios based on industry best practice. To facilitate functional testing, SpryPoint and Client will test scenarios as broken into two categories:

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 29 29 ● Primary Scenarios - These scenarios involve functionality relating to the core business processes and are the most common end-user functionality, such as move-ins, move-outs, billing and collections.
● Secondary Scenarios - These scenarios involve testing a broader spectrum of functionality designed to test unique, Client-specific functionality and infrequent or less common processes.

3.6.7. Test – User Acceptance Testing
User Acceptance Testing cannot be deemed completed or accepted until all objects including but not limited to configuration, data migration, reports, modifications, interfaces, business processes and user security deemed as required for go live.

Note: In some cases, there may be a reason why an item may not be available during user acceptance testing. If this occurs this item(s) needs to be documented with a plan for to validate the item(s).

During User Acceptance Testing the Client will be accountable to complete any required testing, however, the SpryPoint team will be available to answer questions and help resolve any questions, issues, or concerns.

The client’s identified testers will complete the test cases as defined in the approved test script list and agree to complete testing to meet the parameters defined in the test plan. If tests fail, SpryPoint resources will be available to help and answer questions and/or work with the customer to fix the issues. Once SpryPoint has deemed the issue fixed, the client will be required to retest.

3.6.8. Test – Organizational Change Management
The objective of OCM activities in the Test phase is to complete Client transformation from the as-is to the to-be and embed all business changes. Activities will begin towards the end of the training sessions and continues into post go-live. SpryPoint will use an agile approach to monitor user adoption of new business processes throughout cutover and post go-live.
● Modify OCM plan as needed
● Collect feedback
● Modify communications plan as needed
● Finalize future state & new organization design
● Coordinate & support trainees
● Identify impacted employees
● Assist in development of transition plan

3.6.9. Test – Deliverables, Roles & Responsibilities

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 30 30 No. Deliverable
Name
Deliverable
Description
ManagerProject
Specialist (s)
Implementation Sponsor
Executive
Project Manger
Core Team
TestersEnd Users
Sponsor
Executive
SpryPoint Client
.1 Tester Training Training provided to any
non-core team users that
will be involved in testing
activities

R A R R R
.2 Data Refreshes An updated data
conversion iteration that
is used to support
testing
R A C
.3 Provide Test
Scripts
Provide out of box test
scripts based on
standard business
processes

A R C C
.4 Update Test
Scripts
Activities required to
update out of box test
scripts to match Client’s
future state and edge
cases

C C A R
.5 Execute Bill
Validation
Testing
Activities required to
complete a round of bill
validation testing

R A R R
.6 Bill Validation – Issue
Corrections
Correction of issues
found during bill
validation. This could be
in the form of changes to
configuration, training
for client, development,
etc

R A R R
.7 Bill Validation
Testing
Acceptance
A sign off provided by
the client that represents
acknowledgment that
the client has reviewed
the testing results and
approves the results of
the testing round

C C A R
.8 Execute
Integration
Testing
Activities required to
complete a round of
integration testing

A R R R
.9 Integration
Testing – Issue
Resolution
Correction of issues
found during bill
validation. This could be

A R R R

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 31 31 No. Deliverable
Name
Deliverable
Description
ManagerProject
Specialist (s)
Implementation Sponsor
Executive
Project Manger
Core Team
TestersEnd Users
Sponsor
Executive
SpryPoint Client
in the form of changes to
configuration, training
for client, development,
etc
.10 Integration
Testing Signoff
A sign off provided by
the client that represents
acknowledgment that
the client has review the
testing results and
approves the results of
the testing round

C C A R
.11 Execute
Functional
Testing
Activities required to
complete a round of
functional testing

A R R R
.12 Functional
Testing – Issue
Resolution
Correction of issues found
during bill validation. This
could be in the form of
changes to configuration,
training for client,
development, etc

A R R R
.13 Functional
Testing Signoff A sign off provided by the
client that represents
acknowledgment that the
client has review the
testing results and
approves the results of the
testing round

C C A R
.14 Execute User
Acceptance
Testing
Final testing performed by
the client Key Users and
any identified testers prior
to system sign-off.

Security, Modifications
and Reports testing will be
performed as part of UAT.

R R A R R
.15 User
Acceptance
Testing – Issue
Resolution
Correction of issues found
during bill validation. This
could be in the form of
changes to configuration,

A R C C R

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 32 32 Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action

3.7. Deploy
The Deploy phase is the point at which Client and SpryPoint decide whether all critical pieces are in place to turn the system over to production. This phase includes a production readiness evaluation, cutover planning, and remaining end user training.

SpryPoint and Client will develop a Cutover Plan prior to the proposed Go-live date.

SpryPoint and Client will stage all aspects of the system in preparation for production cutover.

The Production Readiness phase focuses on four critical areas:

1. Application Readiness. Is the application tested and ready for production? This includes modifications, interfaces, and reports needed to run in full operations.

2. Data Readiness. Is the data conversion ready for operations? Have all data cleansing issues been resolved or planned for during the cutover period?

3. Process Readiness. Have the business processes been reviewed? Have all business process-reengineering tasks been completed and made ready for operations?

4. Resource Readiness. Are all the end-users trained? Is Client’s staff trained to deal with problem-solving during the business cycle?
No. Deliverable
Name
Deliverable
Description
ManagerProject
Specialist (s)
Implementation Sponsor
Executive
Project Manger
Core Team
TestersEnd Users
Sponsor
Executive
SpryPoint Client
training for client,
development, etc
.16 User
Acceptance
Testing Signoff
A sign off provided by the
client that represents
acknowledgment that the
client has completed user
acceptance testing and
approves the results of the
testing

C C A R R
.17 Update OCM
Impact
Document
Updates to OCM Impact
Document

A R R R R

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 33 33 3.7.1. Deploy – Prerequisites
To cutover to production the following criteria must be met:
● User Acceptance Testing must be completed and signed off ● All issues marked as required for go live must be completed and signed off ● All product enhancements and integrations marked as required for go live must be completed, tested, and signed off
● Converted data has been validated, balances, any discrepancies can be explained and signed off on
● Required training is completed and signed off on
Note: the above list is the standard agreement, however, in some cases there may be item(s) that may not be accomplished until go live. Any desired expectation(s) to this list need to be document with a plan outlined and relevant details and mutually agreed upon by both parties.

3.7.2. Deploy – Go Live Cutover Plan
SpryPoint will develop a Go Live Cutover Plan which outlines all issues pertaining to the achievement of operational stability. The plan is based on experiences gathered from other SpryPoint production cutovers, an on-going evaluation of best practices in the industry, and specific issues that arose during the configuration and testing of the software for Client.

This plan which will include a post conversion “fix” library, a “workaround” library, and onetime activity library, and an emergency fall back plan. An assessment of this checklist and evaluation of the business model provides enough information to determine “production readiness”.

3.7.3. Go/No Go Decision
This is a critical decision point in the project, where the state of the project is reviewed against the Deploy Prerequisite to determine the readiness for to go live. This step should occur approximately 30 days before Go Live. If the Client has specific needs that more than 30 days’ notice is required, this decision point should occur further out than 30 days before.

This process occurs in two steps.

Step 1 – SpryPoint Internal Go/No Go Decision
This is an internal meeting with the SpryPoint Project Team, SpryPoint Executive Sponsor and other SpryPoint Stakeholders to discuss the project and evaluate go live readiness. If this meeting results in a Go Decision a Client Go/No Go meeting is scheduled. In the event a No results from this meeting a meeting will be scheduled with the Client’s Executive Sponsor and Key Stakeholder to discuss the concerns and established action plan.

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 34 34 Step 2 – SpryPoint/Client Go/No Go Decision
When a Go Decision results for the SpryPoint Internal meeting, the project status, risk, cutover plan is discussed with the Client’s Project Team, Executive Sponsor and any Key Stakeholders. If the client makes a go decision, plans for the cutover are finalized. If the client makes a no-go decision SpryPoint and the Client will work together to determine if the change is in or out of scope, and the appropriate actions will be taken to resolve the issues/concerns.

3.7.4. Deploy – End User Training Material
To assist the Client’s End User with understanding of the SpryPoint product(s); SpryPoint will provide end to end system training. As part of training, SpryPoint will provide the Client copies of the training presentations and student workbooks. During training, activities and assessments will be completed to help reinforce key concepts. Training material used during end user training will be localized to use client data for hands on exercises and will only contain details about system functionality that is being used as part of Client’s go forward business processes.

3.7.5. Deploy – End User Training
The end-user training will be performed by SpryPoint staff, with the assistance of one or more Client core team members. The SpryPoint instructor will supply the detailed knowledge of the applications being taught, and the Client functional resource will bring the detailed knowledge of Client processes to the classroom. The SpryPoint instructor will lead the instruction with the Client resource attending to clarify any process or procedure questions specific to their environment.

While SpryPoint will make every effort to complete end user training as close to go live as possible, there may still be a period between training and go live. As a result, the client agrees to establish a practice lab and a schedule where trained users are schedule and required to spend time practicing what they have been trained on.

3.7.6. Deploy – Mock Go Live
The Mock Go Live acts as a dress rehearsal for the actual go live weekend and Monday morning activities. This practice run is used to ensure everyone understands their roles and responsibilities for the actual go live. In addition, it allows SpryPoint to validate the schedule and timings for the cutover weekend. This includes any manual entries required after the completed conversion and validation of all reporting. Some users will be asked to run testing to ensure they understand what is going to open when the business opens on Monday morning.

3.7.7. Deploy – Customer & Vendor Notifications
As the client prepares for go live the client may need to notify customers, vendors and other third parties of the system go live. It will be the responsibility of the client to prepare and complete these notifications. However, SpryPoint can be used as a resource to talk about their experiences in what other clients have done.

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 35 35 3.7.8. Deploy – Go Live
This phase includes the system shutdown time when the cut-over to production occurs.

Most of this work is performed when the office is closed. During this time, the final data conversion is completed, and all other steps as identified in the cut-over plan are completed, and validation is performed to ensure everything is in place to open the office.

3.7.9. Deploy - Deliverable(s), Roles & Responsibilities No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
na
ger
Imple
mentat
ion
Specia
list (s)
SponsorExecutive Project MangerCore Team
TestersEnd UsersSponsor
Executive
SpryPoint Client
.1 Go Live Plan A document that outlines the
plan for go live, including any
schedules and checklists for
the go live weekend.

A R I R R R I
.2 SpryPoint Internal
Go/No Decision
An internal SpryPoint meeting
where the client’s readiness
for go live is reviewed

A R R I
.3 SpryPoint/Client
Go/No Go Decision
A meeting upon the
acceptance of prerequisite
activities that gives the
approval to move forward with
the go live

A R R R R R R
.4 End User Training Training for users is teaching
them how to use the
SpryPoint products, as
identified in the training plan.

C A C R R
.5 Customer/Vendor
Notifications
Notice of go live for any
customers, vendors, and
other interested parties of the
go-live planned date

I I A R I C
.6 Schedule Practice
Sessions for
Trained End Users
A schedule that assigns
system practice time to
trained users
A C R
.7 Practice Lab A space where trained end
users can go to use the
SpryPoint Product(s) and
practice their system skills
A R I
.8 Practice Session(s) The time an end user(s)
spends practice what they
learned is training sessions
C R A

22.H.

Statement of Work
Confidential | Copyright © 2022 SpryPoint Services Inc. All Rights Reserved 36 36 No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
na
ger
Imple
mentat
ion
Specia
list (s)
Sponsor
Executive
Project MangerCore Team
Testers
End UsersSponsor
Executive
SpryPoint Client
.9 Mock Go Live A complete dress rehearsal of
the go live activities to ensure
all parties understand their
role in go live.

A R R R I
.10 Final Data
Conversion
Exports
All activities required to
complete the final data
conversion exports from the
legacy system

C C R A
.11 Final Data
Conversion
Imports
All activities required to
complete the final data
conversion import in the
production system

R A C C
.12 Go Live Activities Complete all cutover activities
as defined in the cutover plan

A R I R R R I
.13 Issues Log
Updates
The issues log that gets
updated with any issues that
occur during cutover

A R R R
.14 Go Live Signoff A document that confirms that
the system is ready for
production use and that the
client is ready to being using
the SpryPoint solution(s) as
the system of record

R R I A R C
Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action

3.8. Operate
The purpose of this phase is to ensure complete and successful transfer to the new customer information system as well as the other applications included in the project scope and provide Client with direct access to the implementation team personnel. The SpryPoint implementation team will work together with your production staff to ensure the systems are well understood and functioning properly.