DATE:
TO:
FROM:
CONTACT:
SUBJECT:
Summary:
AGENDA REPORT CityofPoway
March 17, 2026
Honorable Mayor and Members of the City Council
Craig Schmollinger, Director of Finance @__
Brad Rosen, Assistant Director of Finance Operations �
(858) 668-4452 or [email protected] TT •
CITY COUNCIL
Approval of Agreement Between the City of Poway and N. Harris Computer Corporation for the Purchase of Northstar Utility Billing Cloud Hosting and Technical Services
The City's current utility billing application, Northstar Customer Information System (CIS), and its associated
database are operating on existing City servers that will no longer be supported by Microsoft effective January 2027. The system includes the application utilized by staff to perform customer service
and utility billing functions and the web portal utilized by the public to view their account and pay their utility bills. In anticipation of this change, staff reviewed both the option to upgrade the on-premises environment on existing City servers to supported hardware/software as well as the deployment of the CIS application in the Northstar Utilities Cloud environment. Based on that review, staff recommends a full migration of the system to the cloud-based environment.
The proposal includes one-time migration services and cloud environment setup, including all known interfaces and integrations. To streamline implementation, the upgrade also incorporates CSR7, NorthStar's web-based interface for customer service representatives, which will support more efficient account management and improve overall productivity.
Recommended Action:
It is recommended that the City Council authorize the City Manager to execute an agreement with N.
Harris Computer Corporation for the purchase of Northstar Utility Billing Cloud Hosting and Technical Services, and approve an appropriation of $19,525, from the General Fund (F1000) to fully fund the project.
Discussion:
Northstar Utilities provides the City with the software platform used to manage all aspects of utility billing. This includes maintaining customer account information, tracking water usage data, 1 of 51 March 17, 2026, Item #6
March 17, 2026, Item #6
generating monthly utility bills, and processing payments. The system supports meter reading imports, account changes, service requests, and delinquency management, ensuring accurate billing and efficient customer service operations. Northstar also provides ongoing technical support, system updates, and troubleshooting to keep the City's utility billing functions running reliably.
The City's Northstar Utilities application and database are currently hosted on existing servers in the City Hall data center. Microsoft will discontinue support for the existing servers operating systems in January 2027, which will end security updates and technical support. To maintain system operability, staff reviewed available upgrade options, including migration to a cloud-based environment and upgrading the existing on-premise servers. Based on that review, staff recommends a full migration of the system to the cloud-based environment.
Northstar Cloud is hosted on Amazon Web Services (AWS), which provides the infrastructure for NorthStar's CIS. Under this model, AWS supplies the secure hosting environment, and Northstar Managed Technical Services is responsible for system maintenance, updates, and security management. The proposed migration includes one-time services for data transfer, cloud environment setup, and configuration of known interfaces and integrations.
As part of the same project, the upgrade includes implementation of CSR7, NorthStar's web-based interface for customer service representatives. CSR7 provides guided workflows, an intelligence engine, and a streamlined interface designed to support account management activities. The platform includes built-in workflows intended to promote consistency in processing and assist staff during onboarding or role transitions.
Based on the upcoming end of support for the existing environment, the need to maintain a secure and reliable utility billing environment, and the long-term operational benefits of a managed cloud solution, staff determined that migration to Northstar Cloud and implementation of CSR7 provide the most sustainable path forward. Ongoing annual costs associated with the cloud solution include subscription fees for both the cloud infrastructure and CSR7. The cloud solution offers improved system support, enhanced security, and lower ongoing maintenance demands, aligning with the City's long-term technology strategy.
Environmental Review:
This action is not subject to review under the California Environmental Quality Act (CEQA).
Fiscal Impact:
The cloud hosting and implementation costs total $165,764, including $10,000 for estimated travel and incidental costs to be incurred by Northstar implementation staff. The adopted FY 2025-26 budget includes $146,239 (112010-43090) for this purpose. Approval of the staff recommendation authorizes an additional appropriation of $19,525, from the General Fund (F1000) to fully fund the project.
Ongoing licensing and support costs are estimated at $36,575 annually.
Public Notification:
None.
2 of 51
March 17, 2026, Item #6
Attachments:
A. Hosting Services Agreement: N. Harris Computer Corporation B. Statement of Work (Quote): N. Harris Computer Corporation Reviewed/ Approved By:
Assistant City Manager
3 of 51
Reviewed By:
Alan Fenstermacher
City Attorney
Approved By:
~ Ch,@.;;.;
City Manager
March 17, 2026, Item #6
4 of 51
NORTHISTAR™
UTILITIES SOLUTIONS
Hosting Services Agreement
Cloud Hosting and Technical Services
Northstar Utilities Solutions
1-844-888-9904 or 613-696-0127
[email protected]
1 Antares Drive, Ottawa,
Ontario, Canada, K2E 8C4
Contents
ATTACHMENT A
City of Poway, CA
March 17, 2026, Item #6
Hosting
Services
Agreement
.....
........
.....
.........
..........................
..................
................
......................
. 3
Schedule
"A"
-
Hosting
Services
and
Service
Levels
............
........
.....
....
....................
............
.....
.... 20
Schedule
"B"
-
Standard
Support
Guidelines
.............
..............
.........
.....
...........
.......................
........
24 21Page
5 of
51 March 17, 2026, Item #6
Hosting Services Agreement
THIS HOSTING SERVICES AGREEMENT (the "Agreement") made as of the day of signature on page 19 of this document (the "Effective Date").
BETWEEN: N. HARRIS COMPUTER CORPORATION ("Harris" or "Provider") -and -
City of Poway ("Organization" or "Poway")
WHEREAS the Organization has acquired the Solutions from Provider pursuant to the terms of a Licensing and Services Agreement entered into between Harris and Organization dated _____ (the "Licensing and Services Agreement") and has an active Support and Maintenance Agreement in place with Organization dated November 13, 2012 (the "Support and Maintenance Agreement").
WHEREAS the Provider wishes to offer the use of and the Organization wishes to use the Hosting Services and the Managed Services in connection with their Solutions.
NOW THEREFORE, in consideration of the mutual covenants set out in this Agreement and for other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the parties agree as follows:
ARTICLE I INTERPRETATION
1.1 Definitions
Throughout this Agreement, except as otherwise expressly provided, the following words and expressions shall have the following meanings:
a) "Hosting Services" means the Hosting Services to be provided by or on behalf of Provider under this Agreement that includes hosting, monitoring, operating and maintaining the Software on hardware and related equipment at a site owned or controlled by Harris and the delivery of exclusive access via a virtual private connection (VPN) or the Internet to Organization to use the Software granted to Organization pursuant to the Software License Agreement and Section 2 hereof. The Hosting Services shall also include storing all data entered and maintained by Users through use of the Hosting Services. Hosting Services do not include Third-Party Content. b) Managed Services" means the provision of services that may include: network management, disaster recovery, database, database tuning, operating system, operating system installation & maintenance, hardware installation, server configurations, third party software and technical troubleshooting. These Managed Services are further defined in Schedule "A" attached hereto and incorporated herein by reference. 3IPage
6 of 51
March 17, 2026, Item #6
c)
"Change
Order"
means
any
written
documentation
between
the
Organization
and
Harris
evidencing
their
agreement
to
change
particular
aspects
of
this
Agreement
or
the
Statement
of
Work.
d)
"Confidential
Information"
means,
with
respect
to
a
Party
hereto,
all
information
or
material
which:
is
(A)
marked
"Confidential,"
"Restricted,"
or
"Proprietary
Information"
or
other
similar
marking,
(8)
known
by
the
Parties
to
be
considered
confidential
or
proprietary,
or
(C)
which should
be
known
or
understood
to
be
confidential
or
proprietary
by
an
individual
exercising
reasonable
commercial
judgment
in
the
circumstances.
Confidential
Information
does
not
include
information
to
the
extent
that
such
information:
(i)
is
or
becomes
generally
known
to
the
public
by
any
means
other
than
a
breach
of
the
obligations
of
a
receiving
Party
hereunder;
(ii)
was
previously
known
to
the
receiving
Party
as
evidenced
by
its
written
records;
(iii)
is
rightly
received
by
the
receiving
Party
from
a third
party who
is
not
under
an
obligation
of
confidentiality;
or
(iv)
is
independently
developed
by
the
receiving
Party
without
reference
to
or
use
of
the
other
Party's
Confidential
Information.
Confidential
Information
of
Harris
shall
include,
without
limitation,
the
Hosting
Services,
the
Managed
Services,
and
any
information
with
respect
to
the
Hosting
Services
that
Harris
or
its
third-party
service
provider
may
provide
to
Organization
from
time
to
time,
including
without
limitation,
the
terms
and
conditions
of
this
Agreement
and
all
information
disclosed
by
Harris
relating
to
its
facilities,
computer
systems
and
product.
Confidential
Information
does
not
include
any
Data
e)
"Data"
means
all
software
(including
machine
images)
text,
audio,
video
or
images
that
are
transmitted,
transferred,
or
created
through
Organization's
use
of
the
Solution
or
Hosting
Services
[for
processing,
storage
or
hosting
by
the
Hosting
Services]
or
otherwise
provided
by
Organization
to
Provider.
f)
"Solution"
means
the
software
deployed
and
serviced
by
Harris
and
identified
in
Schedule
"8"
and
the
requisite
Licensing
and
Services
Agreement.
g)
"User(s)"
means
an
individual
authorized
by
the
Organization
to
access
or
use
the
Solutions
through
the
Hosting
Service.
The
Provider
currently
uses
AWS
as
an
additional
service
provider
that
acts
both
as
a hosting
facility
and
provides
additional
third-party
software
support
to
the
Provider.
The
following
additional
words
and
expressions
have
the
following
meanings.
Organization
acknowledges
and
agrees
that
such
defined
terms
may
change
in
the
event
that
the
Provider
changes
the
third-party
service
provider
in
accordance
with
Section
2.6:
(h)
"AWS"
means
Amazon
Web
Services,
Inc.
Amazon
Web
Services
and
AWS
are
trademarks
of
Amazon.com,
Inc.
or
its
affiliates
in
the
United
States
. and/or
other
countries.
Please
see
http://aws
.amazon.com.
(i)
"AWS
Content"
means
software
(including
machine
images),
data,
text,
audio,
video,
or
images
that
AWS
or
Provider
makes
available
related
to
the
Hosting
Services
or
on
the
AWS
Site
to
allow
access
and
use
of
the
Hosting
Services,
including
APls;
WSDLs;
sample
code;
software
libraries;
command
line
tools;
proofs
of
concept,
templates,
and
other
related
technology.
AWS
Content
does
not
include
the
Hosting
Services
or
Third-
41Page
7 of
51 March 17, 2026, Item #6
Party Content. Some AWS Content may be provided to Organization under a separate license, such as the Apache License, Version 2.0, which will be identified to Organization in the notice file or on the download page, in which case that license will govern Organization's use of that AWS Content.
0) "AWS Site" means http:/ Jaws.amazon.com (and any successor or related locations designated by AWS), as may be updated by AWS from time to time. 'Third Party Content" means data, software (including machine images), text, audio, video or images of a third party other than AWS made available on [AWS Marketplace or on developer forums, sample code repositories], public data repositories, community focused areas of AWS Site, or any other part of the AWS Site that allows third parties to make available software, products, or data.
1.2 Schedules
The Schedules described below and appended to this Agreement shall be deemed to be integral parts of this Agreement.
• Schedule "A" -Hosting Services and Service Levels
• Schedule "B" -Northstar Standard Support Guidelines
In the event of any conflict or inconsistency between the terms and conditions in the main body of this Agreement and the terms and conditions in any Schedule, the terms and conditions of the main body of this Agreement shall control.
ARTICLE II SERVICES
2.1 Hosting Services
a) Provider shall provide all facilities, equipment, the necessary specialized software, and services required to operate the Solutions, intended to provide secure access to Organization's Users, and store all Data entered and maintained by Organization's Users through use of the Solutions. Equipment, in this context, shall not be confused with computers, network and associated equipment at Organization's facility and elsewhere, which is used by the Organization's Users to access the internet, all of which is supplied by Organization and/or Organization's Users.
b) Provider shall provide an environment that will be able to meet the criteria as listed in Schedule "A" under recommended and normal operation of the hosted Solutions. c) As part of the Hosting Services, Provider shall provide installation, configuration, system administration and maintenance of the facilities, equipment and software required to operate and ensure access to the hosted Solutions. Provider shall also perform Managed Services that include standard database administration functions to ensure efficient and secure operation of the hosted databases. Organization, not Provider, shall be responsible for creating and maintaining all User account information and for performing all other application-level system administration functions that are available within the Solutions.
SJ Page
8 of 51
March 17, 2026, Item #6
d) Provider reserves the right to provide Hosting Services using either internal resources or the services of a duly authorized and licensed 3rd party located anywhere within North America. In either case, Provider shall remain solely liable for providing the Hosting Service described herein.
e) Organization must have an active Support and Maintenance Agreement in place to use the Hosting Services and Managed Services
2.2 Set-Up Services.
The Provider shall be responsible for performing all of the set-up activities required at the hosting site to ensure that the Hosting Services will be provided in accordance with this Agreement. Provider may request assistance from Organization to ensure connectivity is properly established and tested and that the database is configured correctly.
2.3 Service Level Issues.
Provider shall make available to Organization the information listed under "Service Levels" found in Schedule "A" as per the schedule listed in said Schedule "A." The Hosting Services shall be deemed available, even if it is not accessible by the Organization, if the inaccessibility is due to Organization's network infrastructure, its connection to the Internet, or an Internet failure outside the control of the Provider. Provider may change the "Service Levels" in Schedule "A" from time to time if Provider's third-party service provider changes such service levels but Provider will provide 30 days' prior notice to Organization before materially reducing the benefits offered to Organization under the Service Levels in Schedule "A" that are available as of the Effective Date.
2.4 Support Services
The Provider shall perform the support and maintenance services as described in any Agreement providing for Support and Maintenance. Other than for services explicitly provided for in this Agreement, no general support and maintenance services will be provided under this Agreement.
2.5 Hosting Term
The initial term of this Agreement shall commence on the month the hosting environment has been set-up and is available for the Organization to use and shall continue thereafter for five (5) years. Hosting will continue upon completion of the initial period for consecutive five (5) year terms (each a "Renewal Term") until notice is provided to Provider in writing a minimum of three months prior to the end of the term. The Initial Term and any Renewal Terms shall be collectively referred to as the "Term". Provider will advise the Organization in writing when hosting environment is ready to be used.
2.6 Additional Hosting Provisions
(a) The Provider currently uses AWS as an additional service provider that acts both as a hosting facility and provides additional third-party software support to the Provider. The Organization acknowledges that the Provider may change the third-party service provider 6IPage
9 of 51
March 17, 2026, Item #6
at any time with notice to the Organization. The Organization further acknowledges that the third-party service provider may require that the Organization agree to certain additional terms in order for the Provider to allow Organization and its Users to have access to the Solution on the third-party provider's hosting platform. The Provider may, from time to time, alter the hosting facility service provider by providing notice to the Organization. Additionally, with respect to the current third-party service provider, the Organization must agree to the following policies ("Policies") as a condition precedent to using the Hosting Services which shall form an integral part of this Agreement.
Organization agrees that its Users must also agree to such Policies, as applicable to Users:
• "Acceptable Use Policy" means the policy located at http:/ /aws.amazon.com/aup (and any successor or related locations designated by AWS), as it may be updated by AWS from time to time.
• "Service Terms" means the rights and restrictions for particular made available by AWS located at http:/ /aws.amazon.com/serviceterms (and any successor or related locations designated by AWS), as may be updated by AWS from time to time.
Where a different third-party provider provides such services then alternate policies and terms will apply to Organization's use of the Hosting Services which terms the Organization will need agree with as a condition precedent of using the Hosting Services from a time provided by the Provider to the Organization. (b) The third-party service provider may change or discontinue any of the services that form part of the Hosting Services, from time to time. If Provider receives prior notice from the third-party service provider, Provider will provide prior written notice to Organization if AWS decides to discontinue a service that forms part of the Hosting Services. Provider will not be required to provide notice to Organization under this Section 2.6(b) if the discontinuation is necessary for Provider or its third-party service provider to address an emergency or threat to the security or integrity of Provider or its third party service provider, respond to claims, litigation, or loss of license rights related to third-party intellectual property rights, or comply with the law or requests of a government entity.
Lastly, if the Organization requires information related to the third-party provider's capabilities, accreditations, and other information regarding a third-party provider, the Organization must request such information directly from the Provider. The Provider will make diligent efforts to request that the third party provider provide such information for the Organization but ultimately, the Provider is not obligated to provide any such information to the Organization either (i) where the third party provider refuses to provide the information to the Provider or (ii) where the Organization refuses to agree to terms that the third party provider has requested from the Organization prior to providing the information either directly or indirectly through the Provider (such terms, for example, an NOA).
Organization agrees that it shall not seek legal action directly against a third-party provider 71Page
10 of 51
March 17, 2026, Item #6
without the prior written consent of the Organization in respect of an issue related to the Hosting Services.
2. 7 Restrictions on Use
Neither Organization nor any User may use the Hosting Services in any manner or for any purpose other than as expressly permitted by this Agreement. Neither Organization nor any User may, or may attempt to (a) modify, alter, tamper with, repair, or otherwise create derivative works of any Content included in the Hosting Services (except to the extent AWS Content included in the Hosting Services is provided to Organization under a separate license that expressly permits the creation of derivative works), (b) reverse engineer, disassemble, or decompile the Hosting Services or apply any other process or procedure to derive the source code of any software included in the Hosting Services, (c) access or use the Hosting Services in a way intended to avoid incurring fees or exceeding usage limits or quotas, or (d) resell or sublicense the Hosting Services.
2.8 Suspension of Access and Use Rights
Provider may temporarily limit (in full or in part, as set forth in this Section 2.8) Organization's or any User's right to access or use the Hosting Services upon notice to Organization (which will be reasonable prior notice unless Provider reasonably believes immediate limitation is necessary) if Provider or its third party service provider reasonably determines that Organization's or a User's use of the Hosting Services poses a security risk or threat to the function of the Hosting Services, or poses a security or liability risk or threat to Provider, AWS, either of their affiliates or any third party. Provider will only limit Organization's right to access or use the instances, data or portions of the Hosting Services that caused the security or liability risk or threat. Provider will restore Organization's access and use rights promptly after Organization has resolved the issue giving rise to the limitation. Organization remains responsible for all fees and charges for the Hosting Services and Managed Services during the period of limitation.
2. 9 Termination
a) Either party may terminate this Agreement by providing written notice no less than ninety (90) days prior to the end of the then current term of this Agreement to the other party. Where the Organization has not provided written notice above, Provider shall provide its then current fees to Organization no less than 60 (sixty) days prior to the end of the then current term. Each renewal term will be based on the agreement of the two parties to a particular cost structure no less than 30 (thirty) days prior to the end of the then current term. Failure to achieve agreement on cost structure at the time designated by this section shall, at Provider's sole discretion, be deemed to be either a notice of termination or an agreement to renew under the existing price structure. b) Either party may terminate this Agreement immediately upon notice to the other party if the other party materially breaches this Agreement, and such breach remains uncured for more than thirty (30) days after receipt of written notice of such breach. c) In addition to the other termination rights set forth herein and despite anything to the contrary herein, Provider may terminate this Agreement immediately upon written notice 8jPage
11 of 51
March 17, 2026, Item #6
to Organization(i) if Organization breaches any provision of Section 6.4 .. , Organization's confidentiality obligations under Section 6.2 or any intellectual property right of Provider or its third party service provider; or (ii) upon twenty (20) days' notice to Organization in order to comply with applicable law or requirements of governmental entities . d) Organization shall have the right to terminate this Agreement pursuant to section 3.1. e) This Agreement shall automatically terminate in the event that either the Licensing or Maintenance and Support agreements to which it attaches terminates or expires.
2.10 Effects of Termination
a) Upon termination of this Agreement, the following provisions will apply: (a) Organization will pay all amounts due under this Agreement up to and through the date of termination and all costs reasonably incurred in collecting the amounts due to Provider (including court costs, attorney fees, and repossession charges to the extent not prohibited by law) and (b) Organization will immediately cease all use of the Hosting Services. All terms and provisions of this Agreement that should by their nature survive the termination of this Agreement will survive termination or expiration of this Agreement for any reason. b) Both parties agree that the Provider has invested time, money and resources into the creation of hosting environment. If Organization terminates this Agreement other than in accordance with the terms of this Agreement, the parties agree that Organization will be required to pay to Provider as liquidated damages for compensation that cannot be readily determined, and not as a penalty, an amount which is equal to: (a) one hundred percent (100%) of the monthly recurring charge for each of the Hosting Services, multiplied by the number of months remaining in the then current term. In addition, Organization will be responsible for any other charges that Provider, acting reasonably, is liable to incur for the remainder of the then current term, including without limitation, installation charges, removal costs and rental costs, and Organization will forfeit a refund of any prepayment made for Hosting Services.
c) Upon termination of this Agreement for any reason and subject to 2.7(b) above in terms of costs, Provider will furnish the Organization with a copy of their Data unless (i) prohibited by law or the order of a governmental or regulatory body or it could subject Provider and/or its third-party service provider or their affiliates to liability, or (ii) Organization has not paid all amounts due under this Agreement. The anticipated services to supply this Data are one to two days and will be billed at Provider's then current daily rate. Upon the Organization confirming receipt of the Data, the Provider shall destroy all copies of the Data and erase all Data on the database and an Officer of the Provider shall certify the destruction and erasure to the Organization nonetheless.
Provider is required by law to continue to have a copy of the Data. Except where Provider has provided the Data to Organization pursuant to this Subsection, Provider shall not delete the Data for 90 days from the date of termination except where it receives the written instructions from Organization to do so unless Provider is required by law to continue to have a copy of the Data.
9IPage
12 of 51
March 17, 2026, Item #6
The Organization will be able to revert to the non-hosted version of the software subject to the terms of any appropriate License and Services and Support and Maintenance Agreements.
d) Organization shall return to Provider or at Provider's option purge or destroy all copies of any Confidential Information of Provider or the third-party service provider including AWS Content (other than publicly available information on the AWS Site) in its possession or under its control (except as required under any statute or legislation related to retention requirements), and provide a duly authorized certificate of an officer of Organization confirming same within thirty (30) days.
ARTICLE Ill REPRESENTATIONS AND WARRANTIES
3.1 Warranty of Performance
During the duration of this Agreement, Provider warrants to Organization that the Hosting Services will perform substantially in accordance with the published user guides for the Hosting Services located at http://aws.amazon.com/documentation (and any successor or related locations designated by AWS), as such user guides may be updated by AWS from time to time.
3.2 No Other Warranties
TO THE GREATEST EXTENT PERMITTED BY LAW, THE HOSTING SERVICES AND MANAGED SERVICES THE HOSTING SERVICES ARE PROVIDED "AS IS," AND PROVIDER MAKES
NO (AND HEREBY DISCLAIMS ALL) OTHER WARRANTIES, REPRESENTATIONS, OR
CONDITIONS, WHETHER WRITTEN, ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY
IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE,
NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE USE,
MISUSE, OR INABILITY TO USE THE HOSTING SERVICES (IN WHOLE OR IN PART) THE
MANAGED SERVICES, OR ANY OTHER SOLUTIONS OR SERVICES PROVIDED TO ORGANIZATION BY PROVIDER. PROVIDER DOES NOT WARRANT THAT ALL ERRORS CAN BE
CORRECTED, OR THAT OPERATION OF THE HOSTING SERVICES SHALL BE UNINTERRUPTED
OR ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, THAT ANY DATA WILL BE SECURE OR
NOT OTHERWISE LOST OR DAMAGED, OR THAT THE HOSTING SERVICES OR MANAGED SERVICES SHALL MEET ANY OR ALL OF ORGANIZATION'S PARTICULAR REQUIREMENTS. ANY
WARRANTIES RELATED TO SOFTWARE OR MAINTENANCE AND SUPPORT SERVICES ARE NOT
PROVIDED IN THIS AGREEMENT AND ORGANIZATION MUST RELY ON THE RELEVANT AGREEMENTS FOR ANY SUCH PROVISIONS.
ARTICLE IV FEES AND PAYMENTS
4.1 Fees and Payments
lOIPage
13 of 51
March 17, 2026, Item #6
a) The Organization agrees to pay the Provider the fees set forth in Schedule "B", Fee Structure and Payment Schedule. The Fees are exclusive of taxes. Organization agrees to pay all foreign, federal, state, provincial, county or local income taxes, value added taxes, use, personal, property sales and any other taxes, tariff, duty or similar charges that may be levied by a taxing authority (excluding taxes on Provider's net income. b) During the term of this Agreement, Provider shall, as set forth in Schedule "B" and from time to time, deliver invoices to Organization. Each invoice delivered to Organization by Provider shall be due and payable upon receipt thereof by Organization. c) Any direct expenses incurred by the Provider in accordance with this Agreement, or requested through Section 4.2, shall be reimbursed in accordance with Provider's reimbursement policy. Despite the foregoing any direct expenses must be pre-approved by the organization.
4.2 Change Orders
With respect to any proposed changes to the Hosting Services, the Managed Services, and the related services defined by this Agreement that do not materially impact the scope of either party's work effort required under this Agreement, the parties will cooperate in good faith to execute Change Orders in respect thereof and will not unreasonably withhold approval of such proposed changes. If either party causes or requests a change that, in the reasonable opinion of the other party, materially impacts the scope of the parties' work effort required under this Agreement, such as, but not limited to, changes in the allocation of the resources of the Organization and of the Provider applied to a task, changes in completion schedules for individual tasks or for overall implementation, and changes in staffing that require a party to provide additional work hours, the other party may propose a change to cover the additional work effort required of it. Approval of any such proposed changes will not be unreasonably withheld (it being acknowledged that any such material changes may require modifications to the consideration paid, and timelines governing, the Hosting Services and/or the Managed Services, as applicable), and any disputes regarding changes shall be handled initially by discussions between the parties which will be convened in good faith by the parties to resolve any such matters in dispute.
ARTICLE V REMEDIES AND LIABILITY
5.1 Organization's Indemnity Obligation
Organization is solely responsible for its Software, Data, and its Users' use of the Hosting Services in any way, and all legal liability arising out of or relating thereto. Organization shall defend, indemnify and hold Provider and its third party service providers and each of their respective officers, directors, employees and agents harmless from all losses, costs and damages arising in connection with Organization's use of the Hosting Services and resulting Data in violation of this Agreement, including but not limited to any third party claims that the inclusion, use, reference, incorporation of or linking to any third party materials or the Data violates or misappropriates any third party's copyright and/or other intellectual property, privacy or other rights, or that such use is illegal.
5.2 Remedies and Liability
11 I P a g e
14 of 51
March 17, 2026, Item #6
The Organization and the Provider recognize that circumstances may arise entitling the Organization to damages for breach or other fault on the part of the Provider arising from this Agreement. The parties agree that in all such circumstances the Organization's remedies and the Provider's liabilities will be limited as set forth below and that these provisions will survive notwithstanding the termination or other discharge of the obligations of the parties under this Agreement.
a) EXCEPT FOR DAMAGES ARISING OUT OF THE PROVIDER'S INTENTIONAL
MISREPRESENTATION, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, BOTH
PARTIES AGREE THAT THE PROVIDER'S LIABILITY (UNDER BREACH OF CONTRACT,
NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), IF ANY, FOR ANY DAMAGES
RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID TO PROVIDER BY
ORGANIZATION TO PROVIDER DURING THE THEN CURRENT TERM OF THIS AGREEMENT AND IN NO EVENT BEING GREATER THAN TWELVE (12) MONTHS b) IN ADDITION TO THE FOREGOING EXCEPT FOR A BREACH BY ORGANIZATION OF THE CONFIDENTIALITY OBLIGATIONS IN SECTION 6 .2, AND A BREACH OF PROVIDER'S OR
ITS THIRD PARTY SERVICE PROVIDER'S INTELLECTUAL PROPERTY RIGHTS, NEITHER
PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL,
PUNITIVE, EXEMPLARY OR OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT
LIMITED LOST REVENUE OR LOSS OF PROFITS(OTHER THAN A FAILURE OF
ORGANIZATION TO PAY THE FEES), LOSS OF OPPORTUNITIES OR GOODWILL, FAILURE
TO REALIZE EXPECTED SAVINGS, LOST OR DAMAGED DATA, OR COSTS OF
SUBSTITUTE GOODS OR SERVICES, OR UNAVAILABILITY OF THE HOSTING SERVICES,
EVEN IF SUCH OTHER PARTY HAS BEEN ADVISED OF THE LIKELIHOOD OF THE
OCCURRENCE OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
c) CLAUSES (i) AND (ii) SHALL APPLY IN RESPECT OF ANY CLAIM, DEMAND OR ACTION
BY A PARTY IRRESPECTIVE OF THE NATURE OF THE CAUSE OF ACTION UNDERLYING
SUCH CLAIM, DEMAND OR ACTION, INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT OR TORT.
ARTICLE VI GENERAL
6.1 Force Majeure
Neither party shall be liable for delay or failure in performance resulting from acts beyond the control of such party including, but not limited to, acts of God, acts of war or of the public enemy; riots, fire, flood, or other natural disaster, acts of government, strike, walkout, communication line or power failure, failure in operability or destruction of the Organization's computer (unless by reason of the negligence of a party to this Agreement) or failure or inoperability of any software other than the Software. Any applicable delivery schedule shall be extended by a period of time equal to the time lost because of any such delay.
6.2 Confidentiality
12 I Page
15 of 51
March 17, 2026, Item #6
a) Obligations The parties agree to keep confidential any and all Confidential Information with respect to the other party which it has received or may in the future receive in connection with this Agreement and shall only disclose such Confidential Information of the other party (i) to its agents, service providers, employees or representatives who have a need to know such information, for the purpose of performance under this Agreement and exercising the rights granted under this Agreement, and who are bound by non-disclosure obligations at least as protective of the other party's Confidential Information as this Agreement, or (ii) to the extent required by applicable law or during the course of or in connection with any litigation, arbitration or other proceeding based upon or in connection with the subject matter of this Agreement, provided that the receiving party shall give the disclosing party reasonable notice prior to such disclosure sufficient to allow the disclosing party the opportunity to apply for a protective order or other restriction regarding such disclosure and shall comply with any applicable protective order or equivalent. The parties each agree to hold the other party's Confidential Information in confidence and to take all reasonable steps, which shall be no less than those steps it takes to protect its own confidential and proprietary information, to protect the Confidential Information of the other party. All Confidential Information will remain the exclusive property of the owner. b) Duty Owed in relation to Data -In addition to any other restrictions on Provider's use of the Data, the confidentiality obligations above apply except to the extent that both parties agree that the Data may be subject to privacy laws, in which case that part of the Data does not fall under the definition of Confidential Information for the purposes of this Agreement. Where privacy laws permit owners of the Data to review such Data or to challenge the collection and storage of the Data, the Organization shall be responsible for dealing with the individuals and the Organization is responsible for the payment of Provider's personnel's time associated with responding to any such requests.
Organization shall indemnify and reimburse Provider in relation to all fees (including all reasonable legal fees) and other disbursements paid by Provider to comply with such requests, whether by an individual or a governmental body, or to challenge such requests at either Provider's or Organization's request.
6.3 Client Information, Data and Privacy
a) As between Provider and Organization, all Data will remain sole and exclusive property of Organization. Organization shall have the sole responsibility for the accuracy, quality, integrity, reliability, appropriateness and right to view and use Organization's Data.
Subject to the terms and conditions of the Agreement, Organization grants to Provider a non-exclusive license to access the Data for the purpose of performing the Hosting Services and Managed Services, and as necessary to comply with the law or a binding order of a governmental body. Unless it would be in violation of a court order or other legal requirement, Provider will give Organization reasonable notice of any legal requirement or order referred to in this Section 6.3, to enable Organization to seek a protective order or other appropriate remedy Subject to the foregoing, access to the 13IPage
16 of 51
March 17, 2026, Item #6
Data shall only be by Provider's and its Third-Party Service Provider's employees and/or subcontractors whose job function requires access. Provider may not access the Data for any other purpose without the express written consent of Organization. If requested by Organization, Provider will provide a copy of the then current Data to Organization, at Organization's expense, by way of Oracle export file or equivalent. Access to Data by any outside party shall only be in accordance with the terms of this Agreement. b) Backup Data Retention Policies. It is understood that Provider provides backup and retention based on industry standards and practices, with Northstar products currently creating backups on a daily basis but backups retention period based on practices established with the customer. The software products currently create two types of backups, (i) Full Database Backup daily, with retention for thirty (30) days; and (ii) Virtual Server Backup, with daily backups retained for two (2) days and weekly backups retained for thirty (30) days.
c) Security Standards. It is understood that Provider deploys reasonably security standards based on industry standards, which currently include the following areas:
i. Service hosted to the internet uses cryptography
ii. Every external web application uses a Web Application Firewall (WAF) iii. Antivirus installed
iv. Firewall rules are applied controlling connections between any instance v. Vulnerability scanning frequently executed
vi. Operational Systems is updated every month
vii. Every 3rd party application is reviewed regularly to apply security updates available.
6.4 Data and Privacy Policy of Organization
The Organization covenants that the:
a) Data that is either provided to or acquired by Provider is owned exclusively by Organization and that the Organization has full right and title to provide the Data to Provider;
b) Data that is either provided to or acquired by Provider is subject to a privacy policy effective as of the Effective Date and for which Organization's customers have provided to Organization their consent for its collection, use and storage such that the consent allows Provider to collect, use and store the Data in accordance with this Agreement and where such storage can be provided by third-party subcontractors of Provider in any jurisdiction in North America;
c) Organization complies with all applicable laws, rules, regulations, and ordinances, including, without limitation, privacy and data protection legislation as of the Effective Date in the performance of its obligations hereunder in respect of any Data collected, used, transferred or disclosed pursuant to this Agreement and the use of Hosting Services; and
d) Organization will not provide Provider with data of any kind for which the Provider either has no need or does not have the right to store under the terms of this Agreement. 14 I Page
17 of 51
March 17, 2026, Item #6
6.4.1 Organization Responsibilities
(a) Reporting Obligations:
The Organization shall promptly and accurately report to Provider any operational failures, incidents, problems, concerns, or complaints related to the Hosting Services. This includes, but is not limited to:
I) Security incidents or breaches, including unauthorized access, malware infections, or data exfiltration attempts
II) System downtime or unavailability that affects service level agreements (SLAs) Ill) Data loss, corruption, or unauthorized disclosure of confidential or personal data Non-compliance with applicable laws, regulations, or contractual obligations, including data protection and privacy laws (e.g., GDPR, HIPAA)
IV) Any other issues that may impact the confidentiality, integrity, availability, or privacy of the Hosting Services or third-party data contained in or used by the Hosting Services (b) Reporting Process:
The Organization shall promptly report such incidents to Provider via the TeamSupport customer portal or other designated communication channels. The report shall include all relevant details, including but not limited to:
I) A detailed description of the incident or issue
11) Date and time of occurrence and detection
Ill) Systems, services, or data affected
IV) Impact assessment, including potential or actual harm to data subjects or business operations
V) Immediate containment or mitigation actions taken by the Organization VI) Contact information for the responsible personnel or incident response team (c) Cooperation and Documentation
The Organization shall fully cooperate with Provider in investigating, mitigating, and resolving any reported incidents. This includes but is not limited to:
I) Providing timely and complete access to relevant logs, records, and personnel II) Supporting root cause analysis and corrective action planning Ill) Retaining and providing documentation of incident response activities for audit and compliance purposes
15 I Page
18 of 51
March 17, 2026, Item #6
IV)
Participating
in
post-incident
reviews
as
requested
by
Harris
6.5 Mediation Except
for
termination
under
subsection
2.6(c), the
parties
agree
to
submit
any
claim,
controversy
or
dispute
arising
out
of
or
relating
to
this
Agreement
or
the
relationship
created
by
this
Agreement
to
non-binding
mediation
before
bringing
a claim,
controversy
or
dispute
in
a
court
or
before
any
other
tribunal.
The
mediation
is
to
be
conducted
by
either
an
individual
mediator
or
a
mediator
appointed
by
mediation
services
mutually
agreeable
to
the
parties.
The
mediation
shall
take
place
at
a time
and
location
which
is
also
mutually
agreeable;
provided;
however,
in
no
event
shall
the
mediation
occur
later
than
ninety
(90)
days
after
either
party
notifies
the
other
of
its
desire
to
have
a dispute
be
placed
before
a
mediator
. Such
mediator
shall
be
knowledgeable
in
software
system
agreements.
The
costs
and
expenses
of
mediation,
including
compensation
and
expenses
of
the
mediator
(and
except
for
the
attorneys'
fees
incurred
by
either
party),
is
to
be
shared
by
the
parties
equally.
If
the
parties
are
unable
to
resolve
the
claim,
controversy
or
dispute
within
ninety
(90)
days
after
the
date
either
party
provides
the
other
notice
of
mediation,
then
either
party
may
bring
and
initiate
a
legal
proceeding
to
resolve
the
claim,
controversy
or
dispute
unless
the
time
period
is
extended
by
a
written
agreement
of
the
parties
.
6.6 Trade
Compliance.
In
connection
with
this
Agreement,
each
party
will
comply
with
all
applicable
import,
re
import,
sanctions,
anti-boycott,
export,
and
re-export
control
laws
and
regulations,
including
all
such
laws
and
regulations
that
apply
to
a
U.S
. company,
such
as
the
Export
Administration
Regulations,
the
International
Traffic
in
Arms
Regulations,
and
economic
sanctions
programs
implemented
by
the
Office
of
Foreign
Assets
Control.
Organization
is
solely
responsible
for
compliance
with
applicable
laws
related
to
the
manner
in
which
Organization
chooses
to
use
the
Hosting
Services,
including
(i)
Organization's
transfer
and
processing
of
Data,
(ii)
the
provision
of
Data
to
Users,
and
(iii)
specifying
the
AWS
region
in
which
any
of
the
foregoing
occur.
Organization
represents
that
Organization
and
the
entities
that
own
or
control
Organization,
and
the
financial
institutions
used
to
pay
Provider
under
this
Agreement,
are
not
subject
to
sanctions
or
otherwise designated
on
any
list
of
prohibited
or
restricted
parties,
including
but
not
limited
to
the
lists maintained
by
the
United
Nations
Security
Council,
the
U.S.
Government
(e
.g., the
U.S.
Department
of
Treasury's
Specially
Designated
Nationals
list
and
Foreign
Sanctions
Evaders
list,
and
the
U.S.
Department
of
Commerce's
Entity
List),
the
European
Union
or
its
member
states,
or
other
applicable
government
authority
6. 7
Addresses
for
Notice
Any
notice
required
or
permitted
to
be
given
to
any
party
to
this
Agreement
shall
be
given
in
writing
and
shall
be
delivered
personally,
mailed
by
prepaid
registered
post
or
sent
by
facsimile
to
the
appropriate
address
or
facsimile
number
set
out
below.
Any
such
notice
shall
be
conclusively
deemed
to
have
been
given
and
received
on
the
day
on
which
it
is
delivered
or
transmitted
if
personally
delivered
or,
if
mailed,
on
the
third
business
day
following
the
date
of
mailing,
and
addressed,
in
the
case
of
the
Provider,
to:
16 I Page
19 of
51 March 17, 2026, Item #6
HASSAN ZAKI -NORTHSTAR
N. HARRIS COMPUTER CORPORATION
1 Antares Drive, Suite 400
Ottawa, Ontario K2E 8C4
613-226-5511
and in the case of the Organization, to:
Brad Rosen
City of Poway
P.O Box 789
Poway, CA 92064
USA
6.8 Assignment
Neither party may assign any of its rights or duties under this Agreement without the prior written consent of the other Party, such consent not to be unreasonably withheld, except that either Party may assign to a successor entity in the event of its dissolution, acquisition, sale of substantially all of its assets, merger or other change in legal status. The Agreement shall inure to the benefit of and be binding upon the Parties to this Agreement and their respective successors and permitted assigns.
6. 9 Entire Agreement
This Agreement together with the Policies which are incorporated herein by reference shall constitute the entire agreement between the parties hereto with respect to the matters covered herein. No other agreements, representations, warranties or other matters, oral or written, purportedly agreed to or represented by or on behalf of Provider by any of its employees or agents, or contained in any sales materials or brochures, shall be deemed to bind the parties hereto with respect to the subject matter hereof. This Agreement shall not be interpreted against one party or the other on account of drafting.
6.10 Independent Contractor
Organization engages Provider under this Agreement solely as an independent contractor to perform Provider duties which are described in this Agreement. Organization and Provider expressly acknowledge and agree that Provider is the independent contractor of Organization and nothing contained in this Agreement or which otherwise exists shall be construed by Organization, Provider or any third person or entity to create a relationship of joint venturers, partners, or employer and employee.
6.11 Governing Law
This Agreement shall be governed by the laws of the United States, as applicable therein; provided, however, that the Uniform Computer Information Transaction Act will not apply even if adopted as part of the laws of said State or Province. The parties agree that this contract is not 17 I Page
20 of 51
March 17, 2026, Item #6
a contract for the sale of goods; therefore, this Agreement shall not be governed by any codification of Article 2 or 2A of the Uniform Commercial Code, or any references to the United Nations Convention on Contractors for the International Sale of Goods.
6.12 Invalidity
The invalidity or unenforceability of any provision or covenant contained in this Agreement shall not affect the validity or enforceability of any other provision or covenant herein contained and any such invalid provision or covenant shall be deemed to be severable.
6.13 Counterparts
This Agreement may be executed in counterparts (whether by facsimile signature or otherwise), each of which when so executed shall constitute an original and all of which together shall constitute one and the same instrument.
18 I Page
21 of 51
March 17, 2026, Item #6
IN
WITNESS
WHEREOF
the
parties
hereto
have
duly
executed
this
Agreement
on
the
day
and
year
first
written
above.
22 of
51 N.
HARRIS
COMPUTER
CORPORATION
Per
:
Name: Title
:
Date: City
of
Poway,
CA
Per
:
Name
:
Title
:
Date:
19 I Pag
e
March 17, 2026, Item #6
Schedule "A" -Hosting Services, Managed Services, and Service Levels The Hosting Services provided will ensure, under recommended and normal operation of the hosted solutions, that;
(a) Provider will provide all facilities, equipment, software and services required to operate the Software, provide secure access to Organization's Users, and store all data entered and maintained by Organization's Users through use of the Software Product.
Equipment, in this context, will not be confused with computers, network and associated equipment at Organization's facility and elsewhere, which is used by the Organization's Users to access the internet, all of which is supplied by Organization and/or Organization's Users.
(b) Provider will provide access to the Software to Organization's Users. Such access will be provided 24 hours per day, 7 days per week, subject to scheduled periods of non availability as described below.
Availability and Uptime Objectives
Availability of the Software Hosting Services is defined as when the Software Hosting Services are operational and accessible via a public internet connection. Northstar shall strive to make the Software Hosting Services available 100% of the time. However, the Software Hosting Services may be unavailable during certain downtimes. Northstar shall not be responsible for any failure to make the Software Hosting Services available under the following circumstances:
a) Routine scheduled downtime: Periods of time for the purpose of conducting routine system maintenance. In such event, Northstar shall use commercially reasonable efforts to provide Customer with a minimum of three (3) business days prior to any period of scheduled downtime, and shall use commercially reasonable efforts to limit any such routine system maintenance to weekends between the hours of midnight and 6 AM ET.
b) Emergencies: Northstar reserves the right to suspend the Software Hosting Services and Customer's access to the Software Hosting Services in the event of an emergency or other non-routine maintenance event wherein it is deemed appropriate by Northstar, without prior notice to Customer, to address a critical system issue. In such event, Northstar will use commercially reasonable efforts to notify Customer of such suspended access as soon as possible and to restore access the system as soon as practically feasible.
c) Customer's network infrastructure: Customer's network infrastructure (equipment, software or other technology) is failing or causing the Software Service to be unavailable. This includes Customer's connection to the Internet or an Internet failure beyond the control of Northstar.
d) A breach of the Agreement by Customer, its employees, subcontractors or agents ("Customer Representatives").
23 of 51
March 17, 2026, Item #6
e) An error or the negligence or intentional acts or omissions of Customer Representatives or Users.
f) Unforeseen capacity increases based on changes in Customer's business processes or methods.
g) Any other force majeure event, as set out in Section 8.21 of the Agreement.
Security
1. Without limiting your obligations under the Agreement, Northstar shall store and process data in accordance with industry standard practices.
2. Response to Legal Orders, Demands or Requests for data. a. Where permitted by law Northstar shall:
i. Promptly notify the Customer of any subpoenas, warrants, or other legal orders, demands or requests received by Northstar seeking Data; ii. Consult with the Customer regarding its response;
iii. Cooperate with the Customer's reasonable requests, at Customer's expense, in connection with efforts by the Customer to intervene and quash or modify the legal order, demand or request; and
iv. Upon the Customer's request, provide the Customer with a copy of its response.
b. If the Customer receives a subpoena, warrant, or other legal order, demand ("requests") or request seeking Data maintained by Northstar, Customer will promptly provide a copy of the request to Northstar. Northstar will, where permitted by law, promptly supply Customer with copies of records or information required for the Customer to respond, and will cooperate with the Customer's reasonable requests, and at Customer's expense, in connection with its response.
Standard Technical Services for Hosted Environments
Service Activity Description Estimated
Frequency
Database Logging This is the required management of the Scheduled Management transaction log space.
Database Temporary Space This service is to ensure that the MS SQL Management Server temporary space has the adequate Scheduled resources as the system is used and the database grows in size.
Database Backup Routine This service is to ensure that the appropriate Management drives & files are1 backed up accordingly in Scheduled the event restores or recovery is required.
21 I Page
24 of 51
March 17, 2026, Item #6
Database Backup Routine This service is to provide notifications on the Confirmation success and failure of the database backup Scheduled routines.
Database Index This is a weekly rebuild off all of the indexes Defragmentation to manage database fragmentation to Weekly prevent performance issues.
Database Integrity Validation This routine checks the validation of table & index consistency, system catalogs, and Weekly allocated structures. The routine will attempt to repair any issues discovered.
Database Statistic Updates The update statistics plan will ensure that metrics on the data count and distribution
within a column or columns used by the Weekly
database optimizer are kept up to date for
query efficiency.
Database Patch Management As MS SQL patches are released by Microsoft they will be reviewed and applied Monthly
as required.
Database Recovery In the event the database has to be restored As or recovered Harris will perform the Required necessary tasks.
Database Test Database Refreshing Test environment Quarterly Refresh Database Archive/Purge Configure a new archive database and put processes in place to archive application Up to Semi-
information into this new database. As of a Annually
user defined date.
Operating Patch Management As MS Server patches are released by System Microsoft they will be reviewed and applied Monthly as required.
Operating File System This task is to manage the file system to System Maintenance ensure system drives do not become full and Weekly have appropriate resources allocated.
Operating Printer As new servers are added within your physical System Administration on location they will need to be added or the TM Server managed on the Terminal Server. NorthStar As will add or manage these new endpoints on Required
the Terminal Server within the hosted
environment.
Operating Backup Routine This service is to ensure that the appropriate System Management drives & files are being backed up Scheduled accordingly in the event restores or recovery is required.
22 I Page
25 of 51
March 17, 2026, Item #6
Operating Backup Routine This service is to provide notifications on the Scheduled System Confirmation success/failure of the system backup outlines Operating Backup Routine This routine will be a manual extraction and System Validation review of the backup files for validation of Monthly content and an integrity check on the files
Health Server and Ongoing monitoring of servers and databases Check database to fix, tune, and modify for optimal Ongoing performance performance.
management
23 I Page
26 of 51
March 17, 2026, Item #6
Schedule
"B"
-
Standard
Support
Guidelines
Help
Desk
Hours
Standard
hours
are
from
8:00
am
to
8:00
pm
EST
Monday
through
Friday,
excluding
designated
statutory
holidays.
Customer
requested
Support
is
available
outside
of
standard
hours
and
is
billable
on
an
hourly
basis
(minimum
number
of
hours
will
apply)
at
a
rate
of
$338/hr
. Weekend
assistance
is
available
and
must
be
scheduled
in
advance
(and
is
billable
on
an
hourly
basis
with
a
minimum
number
of
hours
that
apply)
.
Holiday
Schedule
Northstar
Support
Services
will
be
closed
on
the
Canadian
and
US
statutory
holidays
below
.
Support
will
be
available
on
all
Canadian
statutory
holidays
when
there
is
no
US
corresponding
statutory
holiday.
New
Year's
Eve
Early
Closure
New
Year's
Day
Closed
Labor
Day
Closed
Christmas
Eve
Early
Closure
Christmas
Day
Closed
Boxing
Day
Early
Closure
Customer
Care
Program
•
Technical
Support
Bulletins
•
Communication
on
new
products
and
services
•
Dedicated
Customer
Support
Account
Lead
as
first
point
of
contact
as
required
•
Participation
in
Regional
User
Group
Meetings
•
Participation
in
Northstar
Webinars
•
Opportunity
to
take
part
in
validation
and
focus
groups
•
Opportunity
to
take
part
in
Harris
Annual
Customer
Conference
"So
ftware
for
Life"
Guarantee
•
Support
on
existing
Harris
software
applications
for
life
o
Products
reach
the
end
of
their
product
life
cycle for
a
number
of
reasons
. These
reasons
include
market
demands,
technology
innovation
and
development
driving
changes,
or
the
products
simply
mature
over
time
and
are
replaced
by
functionally
richer
technology
. If
Northstar
determines
a
product
to
be
end
of
support
we
will
ensure
the
existing
product
software
license
grants
access
to
new
platforms
Within
the
same
product
class.
•
Software
transferability
and
cost
effective
upgrades
TeamSupport
Access
24/7
•
Open
new
tickets
•
View
open/closed
tickets
for
your
organization
•
Post
Screen
Recordings
and
Video
Recordings
to
tickets
24 I Page
27 of
51 March 17, 2026, Item #6
• View Knowledge Base Articles
• View Product Information
• Report on Ticket Metrics
• Find out the latest Northstar News; Events; Product Releases Ticket Priorities
In an effort to assign our resources to incoming tickets as effectively as possible, Northstar has identified four types of ticket priorities PO, P1, P2 and P3.
PRIORITY O -PRODUCTION DOWN
Deemed by Northstar Team to be Extremely High Priority (Production Only) Production Down
Complete loss of service
PRIORITY 1 -BUSINESS CRITICAL
Deemed by Northstar Team to be of high priority as NO workaround exists Performance issue impacting critical processes
No workaround exists
Examples: Inability to create bills
PRIORITY 2 -MEDIUM TO HIGH BUSINESS IMPACT
Deemed by Northstar Team to be important; however, workarounds are available State of Degraded Performance
Workaround exists.
Examples: usability issues; non-critical performance issue; calculation issues PRIORITY 3 -MINIMAL BUSINESS IMPACT/REQUESTS
Deemed by Northstar Team to be more general/cosmetic in nature OR Scheduled Minimal Business Impact
General Product Issues/Questions/ Aesthetic Issues/Formatting Issues/Questions on Documentation
Enhancement Requests/Requests for Statement of Work/To be Scheduled items NOTE: Northstar reserves the right to reclassify the priority level at any time if we reasonably believe the classification is incorrect.
Response Times
Response times will vary and are dependent on the priority of the call. We do our best to ensure that we deal with incoming cases in the order that they are received; however, cases will be escalated based on the urgency of the issue reported.
NorthStar's standard response times are as follows:
Priority O
Priority 1
Priority 2
Priority 3
Standard Software Re/eases and Updates
• Defect corrections
28 of 51
Response within 2 business hours
Response within 4 business hours
Response within 8 business hours
Response within 24 hours
25 I Page
March 17, 2026, Item #6
• Planned enhancements
• Payroll regulated changes (additional charges may apply) • Participation in BETA program
• Release notes
• State, Province and/or Federal mandated changes (additional charges apply) Scheduled Assistance for Updates During Regular Business Hours • Additional charges apply outside of regular business hours. • Charges may apply depending on scope of work.
Third Party Support
Standard Third Party Support and Maintenance Services are provided, for those clients with maintenance on 3rd party products, based on the descriptions below. Northstar provides 1st line support for all 3rd party products listed below and will escalate to the vendor if required. Please note that 3rd party installations & preventative maintenance services are not included as part of your maintenance unless otherwise indicated below.
a) Microsoft SQL Server
• Initial SQL Server installation & configuration
• Establish database connections to Northstar database
• Limited troubleshooting and/or repair of database related issues b) 4Js (3rd Party graphical user interface software)
• Entitlement to new GUI software releases
• Installation and configuration for test and live Northstar environments • Limited troubleshooting and/or repair of database related issues c) BitStew (As part of the CustomerConnect web portal)
• Installation & configuration for test and live CustomerConnect environments d) IBM Cog nos (as part of the Reports Anywhere reporting solutions) • Initial installation & configuration of IBM Cognos for use with Reports Anywhere • Set up of IBM Cognos license/establishment of connections with the Northstar software
• Limited assistance in utilizing embedded report writer functionality. • Updates to IBM Cognos data model which reflect changes in Northstar database schema due to upgrades
• Limited assistance in locating information within the IBM Cognos data model • Assistance with existing reports
NOTE: Northstar recommends Microsoft SQL Server and supports Microsoft supported versions of the SQL database. Those versions of SQL Server that are no longer supported by Microsoft should no longer be considered supported by Northstar.
26 I Page
29 of 51
March 17, 2026, Item #6
Billable Support Services
The list below are deemed to be out of scope from our standard Annual Maintenance and Support Agreement. These items may be optionally available as billable services and includes, but may not be limited to;
• Post Go-Live Training
• Post Go-Live Project management
• Form creation and redesign
• Handheld interface of new interface, setups and changes • Setup of new services or changes to services (PAP, ACH, etc) • File imports and exports and interfaces to other applications • Refresh backups, restores, setting up test areas
• Setup of new printers, printer setup changes
• Custom modifications (reports bills, forms, reversal of customizations) • Setting up additional companies/agencies/tokens/general ledgers • Data conversions and global modification to setup table data • Database maintenance, repairs and optimization (unless specifically listed as a Support deliverable)
• Extended hardware and operating system support
• Upgrades and support of third-party software
• Installations and re-installations (workstations, servers) • Creation of Test databases and environments
NOTE: Modifications to data in the Northstar database via non-sanctioned Northstar solutions or partner solutions are strictly prohibited and not supported.
Test Databases & Environments
Northstar recommends that customers maintain an independent Test environment for testing purposes. This allows customers the opportunity to test fixes, modifications, new business processes and/or scenarios without risking any potentially unwanted changes to the Production (Live) environment. The creation of additional Test databases & environments is a billable service, if performed by Northstar Support post Go-Live. 27 I Page
30 of 51
March 17, 2026, Item #6
Connec
tion
Information
1. Direct
Tunnel
2. VPN
-Example
:
a.
Cisco
Any
Connect
b.
Microsoft
VPN
C.
Forti
Client
d.
SonicWall
Net
Extender
e.
Bomgar
f.
Global
Protect
g.
Zywall
3. Web:
a.
Citrix
b.
BomgarWeb
C.
Beyond
Trust
d.
CyberArk
4. Customer
controlled
connections:
a.
WebEx
b.
GoToMyPC
How
to
Contact
Us
Existing
customers
can
login
to
our
Customer
Hub
at:
https
://northstarutilitiessolutions
.na2
.teamsupport
.com/login/user
Contacts
for
Escalations
1 .
Dawn
lvanochko
•
Director,
Support
Services
•
1-888-847-7747
X2032
•
[email protected]
2. Diane
Vieson
•
Manager,
Support
Services
•
1-888-847-7747
X2012
•
[email protected]
3. Brian Ladd
•
Manager,
Support
Services
•
[email protected]
4. Karen
McKernan
•
Vice
President,
Support
Services
•
1-888-847-7747
X2744
•
[email protected]
31 of
51 28
I Page
March 17, 2026, Item #6
32 of 51
NORTHISTAR™
UTILITIES SOLUTIONS
Statement of Work:
Northstar Cloud Migration and
CIS7 Suite Upgrade Project
City of Poway, CA
February 13, 2026
SOW VALID UNTIL: APRIL 13, 2026
ATTACHMENT B
March 17, 2026, Item #6
TABLE OF CONTENTS
1. Introduction .................................................................................................................... 3
1.1. Objective ............................................................................................................................... 3
2. Service Description ......................................................................................................... 4
2.1. Areas within Scope .............................................................................................................. 4
2.1.1. Cloud Migration Scope ................................................................................................ 4
2.1.2. Upgrade Scope ............................................................................................................. 4
2.1.3. Modules in Scope ........................................................................................................ 4
2.1.4. Integrations .................................................................................................................. 5
2.1 . 5. Data Transfers ............................................................................................................. 5
2.1.6. CIS7 Suite Installation ................................................................................................. 6
2.1.7. Training ......................................................................................................................... 6
2.1.8. CIS7 User Acceptance Testing (UAT) ........................................................................ 7
2.1. 9. Northstar Go LIVE ........................................................................................................ 7
2.1.10. Northstar Post LIVE Support ...................................................................................... 7
2.1.11. Poway Upgrade Responsibilities ................................................................................ 8
2.1.12. Poway Migration Responsibilities .............................................................................. 8
2.1.13. Engagement Completion Criteria ............................................................................... 9
2.2. Areas Out of Scope ............................................................................................................ 1 O
3. Estimated Timeline ....................................................................................................... 11
4. Change Management Process ....................................................................................... 13
5. Fees & Payment Schedule ............................................................................................. 14
5.1. Fees ..................................................................................................................................... 14
5.2. Payment Schedule ............................................................................................................. 14
5.3. Travel and Living Expenses ............................................................................................... 15
6. Termination .................................................................................................................. 16
7. Project Assumptions ..................................................................................................... 17
8. Document Acceptance and Signoff ................................................................................ 19
9. Appendix A-CIS7 -Hardware Recommendations ......................................................... 20 2 33 of 51
March 17, 2026, Item #6
1. INTRODUCTION
Poway, hereafter referred to as "Poway", requires an on premise to cloud migration, along with an upgrade of their current Northstar customer information and billing system from Northstar version 6.x to Northstar version 7. Northstar 6.x and CIS7 share the same core business logic and leverage the years of investment both Poway and Northstar have made in your current CIS/billing system. The billing engine and many of the processes will not be affected by the upgrade. However, significant changes have been made to the user interfaces and how Poway will access them.
The purpose of this document is to provide information on the features and value of CIS7 Suite, along with the level of effort associated with the upgrade.
An AWS hosting and managed services agreement will be signed under separate cover.
1.1. Objective
This Statement of Work (SOW) defines the work to be performed by Northstar, an unincorporated division of N. Harris Computer Corporation, for Poway CIS Northstar 6.x to CIS7 Suite upgrade and cloud migration. This SOW includes a high-level timeline, fees, and other terms and conditions specific to the services requested by Poway.
Any additional requests for services that are not defined within this SOW will result in change orders with applicable fees. Changes to this document shall be made through a change management process as described later in this SOW.
34 of 51
3 March 17, 2026, Item #6
2. SERVICE DESCRIPTION
2.1. Areas within Scope
2. 1. 1. Cloud Migration Scope
Northstar applications to be ported to the new Poway environment include:
• Northstar CIS
• Cognos Reports Anywhere (RAW)
• Executive Information System (EIS)
• eDocs
• CC6
• Existing integrations currently in production as noted in section 2.1.5 below
2. 1.2. Upgrade Scope
The scope of this statement of work is to upgrade Poway's Northstar CIS version 6.x to CIS7 Suite.
Poway will also change their environment from fully on-premise servers to a Northstar Amazon Web Services (AWS) Cloud Hosted environment with cloud hosting managed services.
Migration Notes:
Northstar will configure database synchronization to an on-premise SQL environment. This will have an incremental daily backup performed and placed on a network accessible by Poway.
Poway is responsible for importing into their local SQL environment.
2. 1.3. Modules in Scope
The following modules will be implemented as part of this upgrade:
• User Dashboard
o Task Management
o Quick Links
o Billing Calendar
• CSR7
o Customer, Account and Service Location information
o Contact Roles, Addresses, Phone Numbers and Email Addresses o Balance, Billing and Account Transaction History
o Service Details, Usage History, Start/Stop Dates, and Status o Meter Information and Reading Instructions
o Update Rates, Add Payment Plans, Arrangements and Alerts o Generate and View Logged Calls and Service Orders
o Access to electronic files through SkyDocs
• Biller7
35 of 51
o Information Center -Dashboards, Highlights Panel, and Meter Reading Entry o Reading Management -Reading Load, Import File Creation, Export File Translation, Reading Verification, and Transfer to Billing
o Billing Management -Transfer Warning, Accounts Review, Bill Calculation, Verification Listing, Bill Print, Journal Print, and Post 4 March 17, 2026, Item #6
o Finals Processing -Loading Finals From Account Review, Load Finals Filter, Final Readings Transfer to Billing Report
• Cashier7
o Counter Payments
o Electronic Payments
o Payment Reversals
o Payment Plan Calculations, Reviews and Removals
• Collections?
o Multi-level Collection Process
o Generate Late Payment Penalties
o Load and process Write Offs
o Load and process Liens
o Load and process credit or deposit refunds
• Analytics?
o EIS Reports
o Trial Balance and Aging reports
o Development of customer-specific reports using advance data modelling • Admin7
o Security configuration
o General Ledger configuration and file generation
o Cashiering configuration
o Billing configuration
o Rates
o Meter Inventory
2. 1.4. Integrations
Northstar applications, known integrations and integration points that will be ported to the new CIS7 environment are:
• Financials -GL and AP
• Lockbox Payments
• Pre-Authorized Payments
• Online Payments
• Meter Reading Import/Export
Supported Integrations
• lnvoiceCloud
• lnfoSend
Other Known Integrations:
• Open Gov Asset Management (Formerly Cartograph), (flat file) • ESRI (SQL Link)
• Tokay (SQL Read)
Requests for new or updated integrations will be considered out of scope and inclusion will be handled via the Change Management process.
2.1.5. Data Transfers
This upgrade project includes three (3) data transfers throughout the project. The initial data refresh will be included with the installation of CIS7 for training and UAT. The second data 36 of 51
5 March 17, 2026, Item #6
refresh will be performed upon completion of UAT, in preparation for End User training. The final data refresh will be performed upon Go LIVE cutover. Requests for additional data transfers will be considered outside the scope of the project and will be handled via the Change Management process.
2. 1. 6. Migration and Upgrade Approach
A Northstar Project Manager (PM) will be the primary point of contact for Poway on the Northstar migration and upgrade. The PM has the overall accountability to successfully deliver the services required for a successful version 7 upgrade within agreed upon timeframe and budget. The project team will directly report to the PM and the PM will have the authority and support to manage the project team in the best interest of the project. The PM is also accountable for the following high-level project activities:
• Interface with Poway assigned PM.
• Conduct regular internal project meetings to ensure that all aspects of the project are understood by the team and that progress and risks are properly reported. • Conduct regular project meetings with Poway.
• Review of project status, schedule, risks, resources as well as any other issues that may affect the success of the project.
2. 1. 7. C/S7 Suite Installation
• Build the Cloud Hosted environment for Poway including the database, interface connections, Northstar CIS and the above-noted modules. • Upgrade the new database to CIS7 patch level.
• Backup the Northstar CIS database from the existing production server • Restore backup and configure database access to the new Northstar instance • Update application to current CIS7 release
2.1.8. Training
Training will consist of ten (10) days of onsite training.
For CSR7, remote training will be delivered remotely, and this is in addition to the 1 O days of onsite training.
Core Team Training:
The Core Team Training sessions are held with the Core User Group. The objective of these sessions are to introduce users that have been working on the Northstar 6.x software to the -new CIS7 Suite product. The CIS7 Suite GUl-(Graphical User Interface) is a significant change from the version 6.x GUI, and one of the primary goals of these sessions is to reassure all users that although the look and feel of the application may have changed, the core functionality remains the same. There will be time spent on initiation to the navigation of the various modules, as well as reviewing the business processes specific to your utility. Upon completion of the Core Team Training sessions, the Core User Group will be able to proceed with CIS7 Suite User Acceptance Testing.
6 37 of 51
March 17, 2026, Item #6
End User Training:
The End User Training is held with the group of end-users that will be working with the application once it is live. As some of these users will not have taken part in the Core Team training, the first area of focus for the training sessions is targeted to the areas that are specific to the day-to-day work of the end-users attending the session. Agendas for the training are created in collaboration with Poway prior to the training sessions.
2.1.9. C/S7 User Acceptance Testing (UAT)
• Northstar will provide standardized test plans that will be adjusted to reflect the <Customer's> current service offerings, but these will not reflect <Customer's> specific processes and business rules. Upon completion of testing, Poway will submit a signed copy of the UAT test plans confirming all areas of the CIS7 Suite have been successfully reviewed as a prerequisite for Northstar to schedule the Go Live activities. • Poway will have four (4) weeks to complete the initial round of User Acceptance Testing.
Northstar will have two weeks of remediation for all priority 1 issues. Poway will then have two weeks of remediation testing prior to scheduling End User Training and Go LIVE.
• If a project delay is encountered due to external factors outside of NorthStar's control, and User Acceptance Testing needs to extend beyond the initial four week and subsequent two week windows for UAT remediation testing, Northstar and Poway will analyze the results of this external factor on the project timeline to determine if there is a need for a change request to reflect a substantial change to the project plan, budget, ortimeline.
2. 1. 10. Northstar Go LIVE
• Perform a final data transfer to the CIS7 Suite database. • Upgrade the new database to CIS7 Suite patch level.
• Apply permanent client licenses to the new CIS7 database. • Disable user access to Northstar 6.x.
2. 1. 11. Northstar Post LIVE Support
• Provide 5 days of onsite support with a Northstar Application Consultant the first week of LIVE.
• Create the CIS7 Suite Staging instance.
• Provide dedicated remote support with Northstar Application and Technical Consultants for 20 business days Post LIVE before transitioning Poway back to Northstar Support Services.
7 38 of 51
March 17, 2026, Item #6
2. 1. 12. Poway Upgrade Responsibilities
Following are the key responsibilities of Poway under this agreement:
• Assign a project lead to act as an internal resource and guide throughout this engagement.
• Provide appropriate staff during relevant phases of the project including decision makers and those familiar with day-to-day operations.
• Provide access and support from the IT group and any other stakeholder, as deemed necessary by Northstar throughout this engagement.
• Provide appropriate training facilities for Core Team and End User training sessions. • Conduct User Acceptance testing.
• Assist with End User Training which will be run by Northstar. If Poway requires additional training sessions due to staff size, a Change Order will be issued for the effort. • Lead Go LIVE activities
2. 1. 13. Poway Migration Responsibilities
• Configure peripheral devices (printers, scanners, cash drawers, etc.). • Northstar provides Operational System and DBMS licenses for applications hosted in our Cloud offering. It does not include dependencies installed on the customer network (on-premise).
• Northstar provides valid SSL certificates for applications hosted in our Cloud offering. It does not include certificates for on-premise dependencies, such as APls or 3rd party software. If requiring a customized URL other than the default Northstar URL, Poway is responsible to approve the certificate generation upon the Certificate Authority used by Northstar.
• DNS (Domain Name System) configurations for domains not under Northstar responsibility.
• Ensuring Northstar has direct, dedicated remote technical connection capabilities with administration access to any server that the Northstar applications reside on for the duration of the project.
• If the hosted application needs to connect with non-hosted application (on-premise), Poway is responsible for network configurations on the customer side to establish network communication. This configuration might include:
39 of 51
o Exposing some on-premise APls to the internet, using HTTPS, and filtering by source IP address. Northstar supports the HTTPS installation in Northstar products, but the network configuration and the SSL certificate are Poway's responsibility
· o Installing a site-to-site VPN. Northstar will try to use the internet over SSL and IP filtering to reduce the complexity. However, if a VPN is mandatory, Poway is responsible to provide, configure, and maintain the VPN peer on the customer side.
o Allowing SFTP connection from the customer network to the hosted environment. This is necessary for file-based integrations other than API integration.
8 March 17, 2026, Item #6
2. 1. 14. Engagement Completion Criteria
The Engagement is deemed completed once the upgraded application has been deployed to the live environment for twenty business days, and any Priority 1 items raised during that period have been resolved. Northstar has the exclusive right to classify call types according to the definitions below.
Call Type
Priority 1 -
Urgent or
High Priority
Priority 2 -
Medium Priority
Priority 3 -
Low Priority
40 of 51
Definition
• System Down (Software Application, Hardware, Operating System, Database) • Impacts Critical Business Function without an alternate solution • Performance issues of severe nature impacting critical processes.
Critical business functions are defined as:
• Production system down and complete loss of service
• Bill generation (all bills)
• Payment processing
• Meter reading load
• Critical-scored (CVSS 9.0-1 O) security vulnerabilities • Compromised data integrity related to core product offering • System errors that have interim solutions and defects that prevent important business functions without an alternate solution
• Impact to business function is not critical:
o Performance issues not impacting critical processes
o Usability issues
o Workstation connectivity issues (Workstation specific) Important business functions are defined as:
• Bill generation (subset of bills)
• Account information lookup
• Bill reprint
• Meter creation and association
• Credit control
• Move-ins and move-outs
• Letter prints
• Call/service order management
• High-scored (CVSS 7.0-8.9) security vulnerabilities
• Minimal or no impact to critical business function
• Report formatting issues
• Training questions, how to, or implementing new processes • Aesthetic issues
• Issues with alternate solutions for large majority of accounts • Recommendations for enhancements on system changes
• Questions on documentation
9 March 17, 2026, Item #6
2.2. Areas Out of Scope
Anything in this section and not listed in the above "Areas within Scope" is considered out of scope for this SOW. Specific items that are currently out of scope of this engagement include:
• Additional User training if deemed required above End User training. • Post Live Refresher training if deemed required following Go LIVE. • Migration of Northstar add-ons, not outlined as In Scope .. • Professional Services related to data archive and purge activities. • Migrating automated scheduled tasks
10 41 of 51
March 17, 2026, Item #6
3. ESTIMATED TIMELINE
While the estimated duration of this engagement is approximately 8 months, a phased approach will be used to ensure sufficient time to successfully transition to an AWS environment as well as the adoption of the new user interfaces in the CIS7 Suite. The possibility and feasibility of a reduced duration will be evaluated during the Customer Preparation phase as it will depend on what needs to be ported to CIS7, availability of resources and involvement of Poway. Adherence to the project plan and timeline is critical. Northstar will prepare a formal project plan and timeline. Poway will review, provide comments on, and provide Northstar with approval of the project plan and timeline.
Anticipated Project Phases:
Phase 1:
Will include building the new environment(s), all migration activities, transferring the data, and ensuring users have access to the software and are familiar with new login procedures.
Phase 2:
Will include core team training on the new CIS7, CSR7 as well as time to complete User Acceptance Testing on these three modules.
Phase 3:
Will include implementation and core team training on the remaining modules -Biller?, Cashier?, Collections 7, Analytics? and Admin7 and dedicated time to complete User Acceptance Testing on these modules.
Phase 4:
Will include End User Training and the Go Live and post Go Live activities.
These will be broken down as follows:
Timeline Phase Activities
• Customer Preparation
• On premise to cloud migration activities
C/S7 Installation
Confirm user access to A WS environment
Core Team Training (Remote) -CIS7, CSR7
User Acceptance Testing on above
Core Team Training (Onsite) -Biller7, Cashier?, Collections7, Analytics 7, Admin7 User Acceptance Testing on above
End User Training Data Refresh
End User Training (Onsite)
Go LIVE Cut Over
• Post Go LIVE Support (Onsite)
• Post Go LIVE Support (Remote)
Create Northstar Staging (Test) Instance
11 42 of 51
March 17, 2026, Item #6
There are a number of factors to be considered that will have an associated unplanned increase in effort and will therefore impact the project schedule. These factors are typically not determined until project kick-off and will be a key input into the final Go LIVE date and may result in additional cost. Northstar will notify Poway of any increase in effort and will provide Poway with a Change Order according to section 4 Change Management Process. These factors include:
• Custom Modifications:
o All custom modifications with user-interface elements need time allocated for coding. o Some Northstar programs will require modification if the database is changing as part of the scope of the upgrade.
o The number of custom modifications that need to be ported to the new environment will have an impact on the time associated with coding and testing. • Data:
o Data clean-up (if required) by Poway.
o Amount of data -consideration needs to be given to the amount of historical data required and how long it will take to obtain the data.
• Peripherals:
o If Poway has special print handling -paper source, special commands, this will create additional effort.
o An increase or replacement of equipment with the upgrade (i.e. cash drawer). • Project Resourcing:
o In the event that Poway staff is unable to be dedicated to the agreed upon project plan, resulting in an extension of the timeline, Northstar will evaluate the need for a Change Order for additional Project Management and dedicated support services to extend the project timeframe.
12 43 of 51
March 17, 2026, Item #6
4. CHANGE MANAGEMENT PROCESS
Northstar will maintain the SOW with formal documentation denoting agreed upon changes.
Poway and Northstar may propose changes to this SOW addressing services falling outside the scope of services described in this SOW ("Change"). The Change Order form must be used for all change requests. Northstar shall have no obligation to commence work in connection with any change until the fee and schedule impact of the change is agreed upon in a written Change Order form signed by the designated representatives from both parties.
Upon identifying the need for a change, Northstar shall submit the change on our standard Change Order form describing the change, including the impact of the change on the schedule, fees and expenses.
Within 5 consecutive business days of receipt of the change order form, Customer shall either indicate acceptance or rejection of the proposed change by signing the Change Order form or any other period of time mutually agreed to by the parties. If Northstar is advised not to perform the change, then Northstar shall proceed only with the original services. In the absence of Customer acceptance or rejection of the Change Order, Northstar will not perform the proposed change. 13 44 of 51
March 17, 2026, Item #6
5. FEES & PAYMENT SCHEDULE
5.1. Fees
Northstar Migration and CIS7 Upgrade
Annual Hosting
Description One Time Fees Subscription
Professional Services:
-Project Management $119,189 $36,575
-Installation & Configuration
-RAW Update
-CIS Update and implementation
-Migration Testing Support
-Go LIVE Cut Over
-Post LIVE Support
Database Daily Back Up File:
Process to generate a file and update the necessary tables and push it over to an SFTP file that will be accessible by Poway to consume, and then add a secondary process to
pull the file down from SFTP and make the necessary
updates.
Project Total $119,189 $36,575
5.2. Payment Schedule
Any mutually agreed upon change controls will be billed at the prevailing hourly rate when incurred. Price excludes any applicable taxes.
The Northstar fees for the scope of services described in this Statement of Work, is $119,189 USD based on fixed price plus any travel and logistics (T&L) which may be required.
Services:
1. 50% on contract signature
2. 20% at cloud installation
3. 10% on CSR7 solution installation to Poway's non-production environment
4. 10% on End User training delivered
5. 5% on final Go LIVE
6. 5% on upgrade project completion
Annual Cloud Hosting and Managed Services Subscription:
• 100% on signing and then billed annually thereafter on anniversary of date • Due 30 days from invoice date
Invoices are payable upon receipt.
45 of 51
14 March 17, 2026, Item #6
Quote is valid for 60 days from date of delivery. After 60 days the quote will be considered expired and would need to be reassessed and re-quoted if still required.
Other Hosting and Managed Services Fees Information
The pricing is based on production environment and testing environment.
Northstar Hosting and Managed Services are listed above and include:
•
•
•
Up to twenty-eight (28) concurrent users accessing the Northstar Cloud Production environment
Up to five (5) concurrent users accessing the Northstar Cloud Test environment.
AWS licensing for up to fifteen (15) named users .
o AWS named user licenses are required for users needing direct access to the CIS and add ons. If you have users who only use CC6 applications, they do not require an AWS named user license and will not have access permissions tied to their login to access the CIS when the cloud configurations are setup. o Customers who require read-only or view only permissions may require a Remote Desktop Protocol license (RDP)
o Any additional required AWS named user licenses will be at the expense of Poway and can be purchased at any time outside of this agreement.
5.3. Travel and Living Expenses
The above-mentioned fees do not include any travel and per diem expenses incurred for on-site visits required for this engagement.
Any travel time will be billed at $75/hour. Travel time will be capped at up to 10 hours of travel time per trip.
Poway shall also pay or reimburse travel expenses plus a per diem reasonably incurred in furtherance of Northstar duties hereunder.
46 of 51
15 March 17, 2026, Item #6
6. TERMINATION
Unless Northstar and/or Poway exercises its right to terminate this SOW due to material breach or default, Northstar must provide, and Poway must purchase, services from Northstar for the items defined within this SOW.
If Poway and/or Northstar exercises its right to terminate this SOW due to material breach or default, or Customer and/or Northstar terminates this SOW without cause, Customer's obligation includes the following:
1. Provide notice of 10 calendar days for termination without cause;
2. Return the software to Northstar and certify, under the hand of a duly authorized officer of the Organization, that all copies of the software or any part thereof, in any form, within the possession or control of the Organization have been returned to Northstar. (if applicable)
3. Complete payment for services performed and expenses incurred prior to termination including:
a. Any amounts previously invoiced but unpaid;
b. Fees for services performed through the termination date which has not been invoiced; and
c. Any approved travel and living costs.
NorthStar's obligation includes the following:
1. Provide notice of 1 O calendar days for termination without cause.
Under no circumstances shall Northstar be liable for any special, indirect, consequential, punitive or incidental damages of any kind and shall not be liable for loss of profits, works stoppage, system failure or malfunction, loss of data or any other damages or losses in connection with this statement of work, even if Northstar has been advised of the possibility of such damages. In any event, Northstar shall not be liable to pay any amount, in the aggregate, that is greater than the fees received by Northstar under this statement of work. 16 47 of 51
March 17, 2026, Item #6
7. PROJECT
ASSUMPTIONS
The
services,
fees
and
delivery
schedule
for
this
engagement
are
based
upon
the
following
assumptions:
•
Any
items
not
explicitly
identified
within
this document
are
considered
out
of
scope.
Any
changes
to
those
responsibilities
and/or
deliverables
will
be
considered
a change
in
scope
for
the
engagement.
Any
proposed
change
to
the
engagement
scope
must
be
put
into
written
format
and
be
submitted
to
Northstar
during
this
engagement
for
review
and
consideration.
•
This
engagement
currently
has,
and
will
continue
to
have,
the
support
of
senior
Poway
management
and
will
be
assigned
sufficient
priority
with
respect
to
other
projects
to
ensure
its
success.
•
Poway
will
assign
a
Lead
to
act
as
an
internal
resource
and
guide
throughout
this
engagement.
•
Poway
will
secure
the
appropriate
staff
in
a timely
fashion
in
order
to
discuss
or
review
the
various
materials
produced
when
required.
It
is
expected
that
the
individuals
involved
will
have
experience
in
Poway's
day-to-day
operations
and
will
work
closely
with
the
Northstar
Consultants
to
resolve
issues
as
required.
The
main
purpose
of
this
interaction
is
to
provide
a quick
and
consistent
response
to
procedural
issues.
•
Poway
will
provide
access
and
support
from
the
IT
group
and
any
other
stakeholder,
as
deemed
necessary
by
Northstar
throughout
this
engagement.
•
Poway
agrees
to
facilitate
any
required
corporate
logistics
for
the
fulfillment
of
this
agreement.
•
Poway
will
provide
the
appropriate
remote
access
to
its
network,
facilities,
and
systems
as
may
be
required
to
perform
activities
from
one
of
NorthStar's
locations.
Northstar
shall
abide
by
all
rules
and
directions
of
Poway
when
accessing
the
Poway's
network,
facilities
or
systems
.
•
Poway
will
provide
a training
room
complete
with
workstations
for
their
staff
for
the
Northstar
onsite
activity.
This
is
to
allow
the
Northstar
Consultant
and
Poway
Team
members
to
focus
on
the
upgrade
activity
without
any
external
interruptions.
•
All
documentation
provided
by
Poway
shall
be
up-to-date
and
accurate
or
if
that
is
not
the
case,
advise
Northstar
as
such.
•
All
hardware,
software,
and
network
components
supplied
by
Poway
are
working
properly
and
are
free
of
defects
and
will
meet
minimum
hardware
standards
provided
during
the
engagement.
•
The
environment
that
has
been
built,
configured,
and
validated
during
the
upgrade
implementation
will
become
the
production
environment
at
Go
LIVE
. In
the
event
this
production
environment
is
required
to
be
migrated
to
another
server
after
the
initial
installation a Change
Order
may
be
applicable.
•
Once
the
initial
installation
of
Northstar
has
been
completed
and
connectivity
has
been
confirmed,
Northstar
strongly
recommends that
the
environment
remains
static
for
the
duration
of
the
project.
Troubleshooting
performance or
Northstar
functionality
issues,
resulting
from
environment
changes,
such
as
operating
system
updates
and
network
modifications,
is
considered
outside
the
scope
of
the
upgrade
project.
Poway
will
be
issued
a
project
change
order
for
time
incurred
reviewing
such
issues
. If
at
any
point,
it
is
confirmed
that
the
issue
is
caused
by
Northstar,
all
service
charges
will
be
waived.
17 48
of
51 March 17, 2026, Item #6
• All third-party software and hardware products are assumed to perform correctly in Poway's environment, in accordance with the appropriate third-party vendor's specifications.
• To minimize project costs, the majority of project work will be performed at one of the NorthStar's locations except for project activities where face-to-face is deemed more effective.
• Price does not include Poway approved travel and living expenses that may be required as part of the delivery of the engagement. (i.e. air fare, car rental, gas, per diem and hotel) Northstar will work with Poway to identify the most cost-effective accommodations for Poway's onsite activities that are mutually agreed upon. • Price for this proposal is based upon Poway obtaining all hardware and associated operating systems.
• The number and complexity of the custom modifications included in Poway's current system must be fully assessed before the project schedule can be finalized as this will affect the effort in the User Acceptance Testing phase. This assessment will take place during the Upgrade Preparation phase of the engagement. • Poway data provided will be complete and clean. It is the responsibility of Poway to clean data if deemed required due to the identification of inaccurate entries. • There are 3 data refreshes included (initial, refresh, final). Any requests for additional data refreshes will be considered at an additional cost/schedule impact to the project. • All data refreshes will be performed during regular business hours, 5:00 a.m.-2:00 p.m.
PST, with the exception of Live cut-over which is typically performed over a weekend.
However, Poway prefers a Friday Live cut-over and Northstar will make every effort to accommodate this as it's Poway's preferred approach.
• Poway is responsible for preparing the underlying IT infrastructure (hardware installation, operating system, and network connectivity). This must be in-place per agreed upon project plan.
• Any new add-ons currently not within the North Star 6.x environment will be considered at an additional cost and effort if not included in this SOW. 18 49 of 51
March 17, 2026, Item #6
8. DOCUMENT
ACCEPTANCE
AND
SIGNOFF
Please
sign
and
return
this
SOW
via
a TeamSupport
ticket,
or
by
email
to
Andrea
Evans
at
aevans@harriscomputer
.com
Accepted
on
this
day
by:
City
of
Poway,
CA
Northstar
Utilities
Solutions
By:
By:
Name:
________
_
Name:
_________
_
Title:
Title:
Date:
Date:
so
of
51 19
March 17, 2026, Item #6
9. APPENDIX A -CIS7 -HARDWARE RECOMMENDATIONS
Optimal Hardware Optimal Software
: Northstar CIS7.X Client Computer
/ Quad C~re ~PU -(Intel ~~~e-2, ;~D--Wi~d;ws 11
Phenom ... ) OpenJDK/Webstart 11
40GB hard drive (or higher) Microsoft Office 2010
8GB Memory
I Minimal resolution: 1360 x 786
20 51 of 51