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AMENDMENT
This amendment (“Amendment”) is effective as of the date of signature of the last party to sign as indicated below (“Amendment Effective Date”), by and between Tyler Technologies, Inc. with offices at One Tyler Drive, Yarmouth, Maine 04096 (“Tyler”) and the City of Richmond, with offices at 450 Civic Center Plaza, Richmond, California 94804-1661 (“Client”).
WHEREAS, Tyler and the Client are parties to an agreement dated September 27, 2007 (“Agreement”); and
WHEREAS, the Term of the Agreement expires June 30, 2024 (“Expiration Date”);
THEREFORE, in consideration of the mutual covenants contained herein, Tyler and the Client agree as follows.
1. SaaS Term. The term of the Agreement is hereby renewed for a single twelve (12) month term in accordance to the Amendment Investment Summary attached hereto as Exhibit 1 and commencing on the day following the Expiration Date (for the purposes of this Amendment, the “Renewal Term”).
2. SaaS Fees. SaaS Fees, as detailed in Exhibit 1, for year one (1) are invoiced annually in advance, beginning on the commencement date of the Renewal Term. Subsequent annual SaaS Fees are invoiced annually in advance, beginning on the anniversary of the initial invoice date.
3. This Amendment shall be governed by and construed in accordance with the terms and conditions of the Agreement.
4. Except as expressly indicated in this Amendment, all other terms and conditions of the Agreement shall remain in full force and effect.
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth below.
Tyler Technologies, Inc. Richmond, California
By: By:
Name: Name:
Title: Title:
Date: Date:
Exhibit 1
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Exhibit 1
Amendment Investment Summary
The following Amendment Investment Summary details the software, products, and services to be delivered by us to you under the Agreement. This Amendment Investment Summary is effective as of the Amendment Effective Date, despite any expiration date in the Amendment Investment Summary that may have lapsed as of the Amendment Effective Date.
Sales quotation to be inserted prior to amendment execution.
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2024-469398-V2M4F1 CONFIDENTIAL Page 1 Quoted By: Karen Grosset
Quote Expiration: 10/23/24
Quote Name: City of Richmond - ERP - SaaS
Renewal 2024
Quote Description: 2024 SaaS Renewal
Saas Term 1.00
Sales Quotation For: Shipping Address:
City of Richmond
450 Civic Center Plaza
Richmond CA 94804-1661
Tyler SaaS and Related Services
Description Qty Imp. Hours Annual Fee
Software
Accounting/GL/BG/AP 1 0 $ 102,043.20
Capital Assets 1 0 $ 30,011.10
Cash Management 1 0 $ 20,246.10
Contract Management 1 0 $ 13,781.25
Enterprise Data Platform - Program Edition 1 $ 126,000.00 eProcurement (Vendor Access and Punch-Out) 1 0 $ 0.00
eProcurement (Vendor Access and Punch-Out) Migration 1 0 $ 16,801.05 Project & Grant Accounting 1 0 $ 19,859.70
Purchase Orders 1 0 $ 29,278.20
Requisitions 1 0 $ 20,933.85
Human Resources Management
Human Resources & Talent Management 1 0 $ 28,649.25
Payroll w Employee Access Migration 1 0 $ 91,777.35
Payroll with Employee Access 1 0 $ 0.00
Exhibit 1
2024-469398-V2M4F1 CONFIDENTIAL Page 2 Revenue Management
Accounts Receivable 1 0 $ 25,613.70
General Billing 1 0 $ 14,496.30
Civic Services
My Civic 1 0 $ 10,080.00
Content Management
Content Manager Core includes Onboarding 1 0 $ 9,270.45 Data Insights
Role Tailored Dashboard 1 0 $ 3,398.85
Tyler Reporting Services ( Microsoft SQL Server ) 1 0 $ 17,626.35 Additional
Enterprise ERP Office 1 0 $ 17,909.85
Enterprise Forms Processing (including Common Form Set) 1 0 $ 14,546.70 TOTAL 0 $ 612,323.25
Tyler Annual Services
Description QTY Imp. Hours Annual Fee
Recurring Services
PACE 9 - Remote 1 0 $ 10,632.00
TOTAL: 0 $ 10,632.00
Professional Services
Description Quantity Unit Price Ext Discount Extended Price Maintenance Implementation - Remote 220 $ 200.00 $ 0.00 $ 44,000.00 $ 0.00 Project Management 28 $ 200.00 $ 0.00 $ 5,600.00 $ 0.00 TOTAL $ 49,600.00 $ 0.00
Exhibit 1
2024-469398-V2M4F1 CONFIDENTIAL Page 3 Summary One Time Fees Recurring Fees
Total Tyler License Fees $ 0.00 $ 0.00
Total SaaS $ 0.00 $ 612,323.25
Total Tyler Services $ 49,600.00 $ 10,632.00
Total Third-Party Hardware, Software, Services $ 0.00 $ 0.00 Summary Total $ 49,600.00 $ 622,955.25
Contract Total $ 672,555.25
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
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 Exhibit 1
2024-469398-V2M4F1 CONFIDENTIAL Page 4 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.
Unless otherwise noted, prices submitted in the quote do not include travel expenses incurred in accordance with Tyler's then-current Business Travel Policy.
Exhibit 1
2024-469398-V2M4F1 CONFIDENTIAL Page 5 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 four (4) 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.
Content Manager Core includes up to 1TB of storage. Should additional storage be needed it may be purchased as needed at an annual fee of $5,000 per TB.
PACE Services: Includes the listed number of PACE days and 3 passes to Tyler Connect annually, along with one Investment assessment for every three years of PACE services purchased. PACE Flex provides the client with an option to consume PACE days either remotely or in-person at no additional cost. On-site PACE sessions must be scheduled in 3-day increments, and the client will be responsible for all travel costs incurred. For clients not yet live on Enterprise ERP, the first annual term for PACE commences on the 1st day of the month in which Phase 1 project activities are scheduled to be completed. All project-based post-live work will be provided by the Phase 1 project teams, as stated in the project plan. The PACE Project Manager will engage with the client toward the end of Phase 1 to establish continuity. For clients live on Enterprise ERP, the first annual term for PACE commences on the 1st day of the month following the date of the client's signature on the applicable sales quotation, amendment, or purchase order. The PACE annual term runs for 12 full calendar months. Upon expiration of the first annual term, the term will renew automatically for an additional one (1) year term at the current rate plus the client's contracted annual maintenance increase percentage unless terminated in writing by either party at least thirty (30) days prior to the end of the term. PACE days may only be utilized on live modules.
Tyler Connect passes for the current year are available to clients with a cycle start date on or before March 1. Clients with a cycle start date of April 1 or later will be eligible for Tyler Connect passes the following year. PACE Days, Investment Assessments, and Tyler Connect passes expire at the conclusion of the term. No credit will be granted for unused days, assessments, or passes.
Socrata Connected Government Cloud - Program: The full Socrata product suite. Limits: 25 Monthly Active Users, 500K External API calls, 2TB of data storage. Includes Silver Support and Standard Education. Excludes: Set-Up Your rights, and the rights of any of your end users, to use Tyler’s Access applications are subject to the Terms of Services, available at https://www.tylertech.com/terms/tyler-access-applications-migration-terms. By signing this sales quotation, or accessing, installing, or using any Exhibit 1
2024-469398-V2M4F1 CONFIDENTIAL Page 6 of the Tyler solutions listed at the linked terms, you certify that you have reviewed, understand, and agree to said terms.
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.
Financial library includes: 1 A/P check, 1 EFT/ACH, 1 Purchase order, 1099M, 1099INT, 1099S, and 1099G.
General Billing library includes: standard invoice, standard statement, standard general billing receipt and standard miscellaneous receipt.
Personnel Actions Forms Library includes: standard Personnel Action form - New and standard Personnel Action Form - Change.
Tyler's form library prices are based on the actual form quantities listed, and assume the forms will be provided according to the standard Enterprise ERP form template. Any forms in addition to the quoted amounts and types, including custom forms or forms that otherwise require custom programming, are subject to an additional fee. Please also note that use of the Tyler Forms functionality requires the use of approved printers as well. You may contact Tyler's support team for the most current list of approved printers. Any forms included in this quote are based on the standard form templates provided. Custom forms, additional forms and any custom programming are subject to additional fees not included in this quote. The additional fees would be quoted at the time of request, generally during the implementation of the forms. Please note that the form solution provided requires the use of approved printers. You may contact Tyler's support team for the most current list of approved printers.
Payroll library includes: standard PR check, standard direct deposit, standard vendor from payroll check, standard vendor from payroll direct deposit, W2, W2c, ACA 1095B, ACA 1095C and 1099 R.
In the event Client acquires from Tyler any edition of Content Manager software other than Enterprise Edition, the license for Content Manager is restricted to use with Tyler applications only. If Client wishes to use Content Manager software with non-Tyler applications, Client must purchase or upgrade to Content Manager Enterprise Edition.
They need to do a contract renewal. Socrata is listed as it shows on invoices now.
Exhibit 1