1 SECOND AMENDMENT TO THE
LICENSE AND SERVICES AGREEMENT BETWEEN
TYLER TECHNOLOGIES, INC. AND THE CITY OF REDONDO BEACH
This Second Amendment to the License and Services Agreement (this "Second Amendment") is made between the City of Redondo Beach, a chartered municipal corporation ("City") and Tyler Technologies, Inc., a Delaware corporation ("Tyler").
WHEREAS, effective July 1, 2020, the parties entered into the License and Services Agreement between the City and Tyler (the "Agreement"); and WHEREAS, on June 7, 2022, the parties entered into the First Amendment to the Agreement (the "First Amendment") to discontinue Support and Update Licensing of the ExecuTime Time and Attendance modules and services; and WHEREAS, pursuant to Section I.10 of the Agreement, the parties desire to amend the Agreement.
NOW, THEREFORE, in consideration of the promises and mutual covenants contained herein, and intending to be legally bound hereby the parties amend the Agreement as follows:
1. Additional Products and Services. Tyler shall furnish the software and related services as outlined in the attached quote. Payment for these products and services shall be as follows:
a. License Fees. License fees will be invoiced thirty (30) days from the date when Tyler provides the Client with access to the applicable Tyler Software (the “Software Access Date”).
b. Maintenance Fees. Year 1 annual maintenance and support fees, prorated for a time period commencing on the Software Access Date and ending at the same time as the end of the then-current annual maintenance term for the Tyler Software already licensed under the Agreement, will be invoiced thirty (30) days from the Software Access Date. Subsequent annual maintenance fees will be invoiced in accordance with the Agreement.
c. Disaster Recovery Service Fees. The year 1 Disaster Recovery Service fee, prorated for a time period commencing on our receipt of your data and ending at the same time as the end of the existing Disaster Recovery Service term under the Agreement, will be invoiced thirty (30) days from our receipt of your data.
Subsequent annual Disaster Recovery Service fees will be invoiced in accordance with the Agreement.
d. System Management Services Fees. The year 1 System Management Services fee, prorated for a time period commencing on the Amendment Effective date and ending at the same time as the end of the existing System Management Services term under the Agreement, will be invoiced thirty (30) days from the Amendment Effective Date. Subsequent annual System Management Services fees will be invoiced in accordance with the Agreement.
e. Services Fees & Expenses. Services added to the Agreement pursuant to this Amendment, along with applicable expenses, shall be invoiced as provided and/or incurred.
2 2. No Other Amendments. Except as expressly stated herein, the Agreement shall remain unchanged and in full force and effect. The Agreement, First Amendment, and this Second Amendment constitute the entire agreement between the parties and supersede any previous oral or written agreement with respect to the subject matter hereof. In the event of any inconsistency between the terms of the Agreement, First Amendment, and this Second Amendment, the terms of this Second Amendment shall govern.
SIGNATURE PAGE TO FOLLOW
3 IN WITNESS WHEREOF, the parties hereby have executed this Second Amendment as of this 11th day of July, 2023.
CITY OF REDONDO BEACH, TYLER TECHNOLOGIES, INC.,
a chartered municipal corporation a Delaware corporation By:
William C. Brand, Mayor Name:
Title:
ATTEST: APPROVED:
Eleanor Manzano, City Clerk Diane Strickfaden, Risk Manager APPROVED AS TO FORM:
Michael W. Webb, City Attorney
2023-407002-C3N9K6 Page 1
Quoted By: Karen Grosset
Quote Expiration: 11/19/23
Quote Name:
Quote Description:
City of Redondo Beach - ERP -
Accounts Receivable API
Accounts Receivable API
Sales Quotation For:
City of Redondo Beach
415 Diamond St
Redondo Beach CA 90277-2836
Phone: +1 (310) 372-1171
Tyler License Fees and Related Services
Description Qty License Hours Module Total
YearOne
Maintenance
Integrations
Accounts Receivable API Toolkit 1 $ 10,519.00 24 $ 10,519.00 $ 2,104.00 TOTAL $ 10,519.00 24 $ 10,519.00 $ 2,104.00
Tyler Annual Services
Description QTY Imp. Hours Annual Fee
Recurring Services
Disaster Recovery Service 1 0 $ 526.00
System Management Services Contract 1 0 $ 526.00
TOTAL: 0 $ 1,052.00
Professional Services
Description Quantity Unit Price Ext Discount Extended Price Maintenance Project Management 4 $ 200.00 $ 0.00 $ 800.00 $ 0.00
2023-407002-C3N9K6 Page 2
Remote Implementation 24 $ 200.00 $ 0.00 $ 4,800.00 $ 0.00 TOTAL $ 5,600.00 $ 0.00
Summary One Time Fees Recurring Fees
Total Tyler License Fees $ 10,519.00 $ 2,104.00
Total SaaS $ 0.00 $ 0.00
Total Tyler Services $ 5,600.00 $ 1,052.00
Total Third-Party Hardware, Software, Services $ 0.00 $ 0.00 Summary Total $ 16,119.00 $ 3,156.00
Contract Total $ 19,275.00
Unless otherwise indicated in the contract or amendment thereto, pricing for optional items will be held For six (6) months from the Quote date or the Effective Date of the Contract, whichever is later.
Customer Approval: Date:
Print Name: P.O.#:
All Primary values quoted in US Dollars
2023-407002-C3N9K6 Page 3
Comments
Client agrees that items in this sales quotation are, upon Client's signature or approval of same, hereby added to the existing agreement ("Agreement") between the parties and subject to its terms. Additionally, payment for said items, as applicable but subject to any listed assumptions herein, shall conform to the following terms:
• License fees for Tyler and third party software are invoiced upon the earlier of (i) deliver of the license key or (ii) when Tyler makes such software available for download by the Client;
• Fees for hardware are invoiced upon delivery;
• Fees for year one of hardware maintenance are invoiced upon delivery of the hardware; • Annual Maintenance and Support fees, SaaS fees, Hosting fees, and Subscription fees are first payable when Tyler makes the software available for download by the Client (for Maintenance) or on the first day of the month following the date this quotation was signed (for SaaS, Hosting, and Subscription), and any such fees are prorated to align with the applicable term under the Agreement, with renewals invoiced annually thereafter in accord with the Agreement.
• Fees for services included in this sales quotation shall be invoiced as indicated below. • Implementation and other professional services fees shall be invoiced as delivered. • Fixed-fee Business Process Consulting services shall be invoiced 50% upon delivery of the Best Practice Recommendations, by module, and 50% upon delivery of custom desktop procedures, by module. • Fixed-fee conversions are invoiced 50% upon initial delivery of the converted data, by conversion module, and 50% upon Client acceptance to load the converted data into Live/Production environment, by conversion module. • Except as otherwise provided, other fixed price services are invoiced upon complete delivery of the service. For the avoidance of doubt, where "Project Planning Services" are provided, payment shall be invoiced upon delivery of the Implementation Planning document.
Dedicated Project Management services, if any, will be invoiced monthly in arrears, beginning on the first day of the month immediately following initiation of project planning.
• If Client has purchased any change management services, those services will be invoiced in accordance with the Agreement. • Notwithstanding anything to the contrary stated above, the following payment terms shall apply to services fees specifically for migrations: Tyler will invoice Client 50% of any Migration Fees listed above upon Client approval of the product suite migration schedule. The remaining 50%, by line item, will be billed upon the go-live of the applicable product suite. Tyler will invoice Client for any Project Management Fees listed above upon the go-live of the first product suite. Unless otherwise indicated on this Sales quotation, annual services will be invoiced in advance, for annual terms commencing on the date this sales quotation is signed by the Client. If listed annual service(s) is an addition to the same service presently existing under the Agreement, the first term of the added annual service will be prorated to expire coterminous with the existing annual term for the service, with renewals to occur as indicated in the Agreement.
• Expenses associated with onsite services are invoiced as incurred.
Tyler's quote contains estimates of the amount of services needed, based on our preliminary understanding of the scope, level of engagement, and timeline as defined in the Statement of Work (SOW) for your project. The actual amount of services required may vary, based on these factors.
Tyler's pricing is based on the scope of proposed products and services contracted from Tyler. Should portions of the scope of products or services be altered by the Client, Tyler reserves the right to adjust prices for the remaining scope accordingly. 2023-407002-C3N9K6 Page 4
Unless otherwise noted, prices submitted in the quote do not include travel expenses incurred in accordance with Tyler's then-current Business Travel Policy.
Tyler's prices do not include applicable local, city or federal sales, use excise, personal property or other similar taxes or duties, which you are responsible for determining and remitting. Installations are completed remotely but can be done onsite upon request at an additional cost.
In the event Client cancels services less than two (2) weeks in advance, Client is liable to Tyler for (i) all non-refundable expenses incurred by Tyler on Client's behalf; and (ii) daily fees associated with the cancelled services if Tyler is unable to re-assign its personnel.
The Implementation Hours included in this quote assume a work split effort of 70% Client and 30% Tyler.
Implementation Hours are scheduled and delivered in four (4) or eight (8) hour increments.
Tyler provides onsite training for a maximum of 12 people per class. In the event that more than 12 users wish to participate in a training class or more than one occurrence of a class is needed, Tyler will either provide additional days at then-current rates for training or Tyler will utilize a Train-the-Trainer approach whereby the client designated attendees of the initial training can thereafter train the remaining users.
Each API Toolkit or Connector comes with 8 free hours of API Development Consulting hours. Each API Bundle comes with 16 free API Development Consulting hours. Additional hours can be purchased beyond this standard offering.
Standard Project Management responsibilities include project plan creation, initial stakeholder presentation, bi-weekly status calls, updating of project plan task statuses, and go-live planning activities.
Tyler's Disaster Recovery Service is calculated at 25% of the Enterprise ERP annual maintenance. There is a $5,000 minimum annual fee for Disaster Recovery service. The Disaster Recovery fees are applicable only to one Live Enterprise ERP database and excludes all test and training databases. Disaster Recovery Services are invoiced annually in advance upon our receipt of your data. Disaster Recovery services will be provided in accordance with the terms of service for Disaster Recovery Services found here: https://www.tylertech.com/terms/disaster-recovery-termsof-service.
Tyler's System Management Services is calculated at 25% of the Enterprise ERP annual maintenance. There is a $2,500 minimum annual fee.
Systems Management Services are invoiced when you sign this sales quotation and are provided in accordance with the terms of service for Tyler Systems Management found here: https://www.tylertech.com/terms/tyler-systems-management-terms-of-service.
Tyler will hold billing of the license and all maintenance fees until 30 days after signing. Any implementation services utilized will be billed as incurred.