Statement of WorkCity of San Pablo, CA
Created by: Ariana TuckeyCreation Date: 01/13/22Document Number: DD-02307Version Number: 1
1. Overview
ThisStatement of Work(“SOW”) identifiesservicesthat OpenGov, Inc. (“OpenGov”or“we”)will perform for City of San Pablo, CA (“Customer” or “you”) pursuant to that order forProfessional Services entered into between OpenGov and the Customer (“Order Form”)whichreferencestheSoftwareServicesAgreement or otherapplicableagreemententeredinto by the parties (the “Agreement”). For clarity, Customer’s use of the ProfessionalServices are governed by the Agreement and not this SOW. Upon execution of the OrderForm or other documentation referencing the SOW, this SOWshall be incorporated byreference into the Agreement. In the event of any inconsistency or conflict between thetermsandconditionsofthisSOWandtheAgreement, thetermsandconditionsofthisSOWshall governwithrespect tothesubject matter of thisSOWonly. Unlessotherwisedefinedherein, capitalizedtermsusedinthisSOWshallhavethemeaningdefinedintheAgreement.ThisSOWmaynot bemodifiedor amendedexcept inawrittenagreementsignedbyadulyauthorized representative of each party.
2. Project Schedule
OpenGov will schedule resources for thisproject uponsignatureof theorder form. Unlessspecificallynoted, OpenGovwill workwithCustomer todeveloptheprojectscheduleforallrequested deliverablesunder thisSOW. OpenGovreservestheright toadjust theschedulebased on the availability of OpenGov resources and/or Customer resources, and thetimeliness of deliverables provided by the Customer. 1 3. General Project Assumptions
In order to ensure we are able to meet the project timeline and ensure Customer issuccessful, OpenGovasksthat Customer abidebytheGeneralAssumptionsdetailedinthisSOW. ● Professional Services under this SOWwill be billed upfront as a blockof 20hours.The hours are basedonOpenGov’sbest estimate. Thesehoursshouldbeadequateto achieve the deliverables, however if they are not, the Customer will need topurchaseadditional hours. Thehoursmustbeutilizedwithintwelve(12)monthsfromexecution of the Order Form. Any unused hours after such expiration shall beforfeited with no credit or fees due to Customer.● ThisSOWislimitedtotheprofessional servicesasdefinedintheProjectScope. Anyadditional services or support not defined in Section 4 Project Scope will beconsidered out of scope and managed in accordance with Section 6 of this SOW.● Customer will commit andprovideaccesstoall necessarystakeholdersandsubjectmatter experts necessary to complete the Project Scope as defined in Section 4defined in this SOW.● Customer is responsible for internal change management associated with thepurchase of new software.● Response Protocol○ OpenGov and Customer commit to responding to inquiries, updates, or anyother project-relatedmattersinnolessthan10businessdaysthroughoutthecourse of this project. If Customer is delayed in its response, Customeracknowledges that: a) thedelaymayimpact theproject schedule; andb) anyfeesfor Professional ServicesduetoOpenGovaftersuchdelayshallbecomedue and OpenGov may invoice Customer for such prepayment.○ The Professional Services will be provided during regular business hours(8am to 6pm Pacific Time) Monday through Friday (holidays excluded).● Professional Services Offer Expiration:○ ThisSOWisvalidfor upto90daysfromtheCreationDate, orasagreedtoinwriting by OpenGov and Customer.● All services will be provided remotely.
4. Project Scope
Description OpenGov Responsibilities Customer Responsibilities Budget andWorkforceReadinessTraining
OpenGov will provide 4 one-hourtraining sessions on the followingtopics:● New platform features● Updating Workforce Plan● New Budget Instance Setup● Managing your Budget Customer will identify the appropriateparticipants to attend each trainingsession and attend training as scheduled. 2 Process in OpenGov
WorkingSessions
OpenGov will provide the Customerwith up to 6 one-hour workingsessions for the Customer to askquestions.
Customer will identify the appropriateparticipants to attend working sessionsand attend working sessions asscheduled.
5. Acceptance5.1. Acceptance Process
All Deliverables require acceptance from the Customer following the completion ofDeliverables and upon Project Closure. Customer is responsible for conducting anyadditional reviewor testingof suchDeliverablepursuant toanyapplicablemutuallyagreeduponacceptancecriteriaagreeduponbythepartiesfor suchDeliverable. Uponcompletionof these phases, the OpenGov shall notify the Customer and provide the necessarydocuments for review and sign off.
ThefollowingprocesswillbeusedforacceptingoracknowledgingDeliverablesandProjectClosure:● OpenGov shall submit the completed Deliverables to Customer to review or testagainst theapplicableacceptancecriteria. Customer shall notifyOpenGovpromptlyof its acceptance or rejection in accordance with the agreed upon acceptancecriteria.● Customer must accept all Deliverablesthat meet theapplicableacceptancecriteria.OpenGov will providetheCustomer withtheOpenGovAcceptanceformtosignoffon the Deliverable and project. Once all Deliverables required to meet a particularphase have been accepted or are deemed accepted, the phase shall be deemedcomplete.● Upon completion of the phase or project, OpenGov allows Customer 10businessdays to communicate that the particular Deliverable(s) does not meet Customer’srequirements. Failure to communicate that the particular Deliverable(s) does notmeet Customer’srequirementswill bedeemedasacceptanceandanyfurther workprovided to remedy Customer’s complaint might incur additional cost.● Customer shall provide to OpenGov a written notice detailing the reasons forrejectionandthenatureofthefailuretomeettheacceptancecriteria. OpenGovshallmakebestefforttorevisethenon-conformingDeliverable(s)tomeettheacceptancecriteri and re-submit it to Customer for further review and testing.● If theacceptanceformisnot receivedinaccordancewithSLAasdefinedinSection3General Project Assumptions, theproject phaseand/or project will beconsideredaccepted and automatically closed. 3 5.2. Acceptance Requirements● All acceptance milestones and associated review periods will be tracked on theproject plan.● TheCustomer will havedecisionauthoritytoapprove/reject all projectDeliverables,Phase Acceptance and Project Acceptance.● Any open issues shall receive response in accordance with Section 3 GeneralAssumptionsof thisSOWfollowingtheValidationAcceptancereview, orasmutuallyagreed upon between the parties, for resolution prior to advancing on in the project.● Both OpenGov and Customer recognizethat failuretocompletetasksandrespondto open issues may have a negative impact on the project.● For any tasks not yet complete, OpenGov and/or Customer will provide sufficientresources to expedite completion of tasks to prevent negatively impacting theproject.
6. Change Management
ThisSOWandrelatedeffortisbasedontheinformationprovidedandgatheredbyOpenGov.Customer acknowledges that changes to the scope may require additional effort or time,resulting in additional cost. Any change to scope must beagreedtoinwritingor email, byboth Customer and OpenGov, and documented as such via a:
● ChangeOrder - Workthat isaddedtoordeletedfromtheoriginalscopeofthisSOW.Depending on the magnitude of the change, it may or may not alter the originalcontract amount or completion date and be paid for by Customer. Changes mightinclude:○ Timeline for completion○ Sign off process○ Cost of change and Invoice timing○ Signed by OpenGov and Customer Executives approving funds.
Change documentation will be mutually agreed upon as defined in Section 3 GeneralAssumptions of this SOW. Should that not occur, the change will be added to the nextExecutive Sponsor agenda for closure.
Example of changes that might arise during a deployment:● Amending the SOW to correct an error.● Extension of work as the complexity identified exceeds what was expected byCustomer or OpenGov. 4 ● Change in type of OpenGov resources to support the SOW. For example SubjectMatter Experts to address simplifying Chart of Account structure. 5