1 AMENDMENT NO. 4
This amendment (“Amendment No. 4”) 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 Vernon, California, with offices at 4305 S. Santa Fe Avenue, Vernon, California 90058 (“Client”).
WHEREAS, Tyler and Client are parties to an agreement dated January 13, 2021 (“Agreement”); and WHEREAS, Tyler and Client desire to amend the terms of the Agreement as provided herein.
NOW THEREFORE, in consideration of the mutual promises hereinafter contained, Tyler and Client agree as follows:
1. Enterprise Permitting & Licensing; Environmental Health; GIS. a. The items set forth in the sales quotation attached as Exhibit 1 to this Amendment are hereby added to the Agreement as of the earlier of (i) commencement of implementation of the Tyler Software set forth in Exhibit 1; or (ii) October 1, 2024 (“Start Date”) and, notwithstanding anything to the contrary in Exhibit 1, ending at the same time as the SaaS Term as defined in the Agreement, as amended. Payment of fees and costs for such items shall conform to the following terms:
i. The annual SaaS fees payable under the Agreement shall be increased in the amount of $95,190, for the Tyler Software added herein. The prorated SaaS Fees shall be invoiced on the Start Date. Subsequent SaaS Fees shall be invoiced in accord with the terms of the Agreement.
ii. Services added to the Agreement pursuant to this Amendment, along with applicable expenses, shall be invoiced as provided and/or incurred. b. Client acknowledges that Tyler will neither make the Tyler Software set forth in Exhibit 1 available nor commence providing the professional services set forth in Exhibit 1 until the Start Date.
2. Inventory; Citizen Self Service.
a. The following Tyler Software as a Service (SaaS) are hereby removed from the Agreement as of February 1, 2024:
Inventory
Citizen Self Service
b. As of such date, Client’s right to access the above-listed software is terminated, as are Tyler’s obligations to maintain, support, host and update such software. 2 c. Additionally, Client’s SaaS fees payment obligation the above-listed software ends on the same date.
3. Resident Access.
a. The items set forth in the sales quotation attached as Exhibit 2 to this Amendment are hereby added to the Agreement as of February 1, 2024 and, notwithstanding anything to the contrary in Exhibit 2, ending coterminous with the SaaS Term as defined in the Agreement. Payment of fees and costs for such items shall conform to the following terms:
i. The annual SaaS fees payable under the Agreement shall be increased in the amount of $10,440, for the Tyler Software added herein. The first year’s annual SaaS Fees shall be invoiced on February 1, 2024. Subsequent SaaS Fees shall be invoiced in accordance with the terms of the Agreement. ii. Unless otherwise provided herein, services identified at Exhibit 2 and added to the Agreement pursuant to this Amendment, along with applicable expenses, shall be invoiced as provided and/or incurred.
4. This Amendment shall be governed by and construed in accordance with the terms and conditions of the Agreement.
5. Except as expressly indicated in this Amendment, all other terms and conditions of the Agreement shall remain in full force and effect.
[SIGNATURE PAGE FOLLOWS]
3 IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth below.
Tyler Technologies, Inc. City of Vernon, California
By: By:
Name: Name: Carlos R. Fandino Jr.
Title: Title: City Administrator
Date: Date:
Attest:
By: By:
Name: Name: Yonnie Parker
Title: Title: Deputy City Clerk
Date: Date:
Approved as to form:
By:
Name: Zaynah N. Moussa
Title: City Attorney
Date:
Abigail Diaz
Chief Legal Officer
March 11, 2024
Robert Kennedy-Jensen
Group General Counsel
March 11, 2024
Exhibit 1
4 Exhibit 1
Investment Summary
The following Investment Summary details the software, products, and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date, despite any expiration date in the Investment Summary that may have lapsed as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. In the event of conflict between the Agreement and terms in the Comments section of this Investment Summary, the language in the Agreement will prevail.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
Exhibit 1
5 Exhibit 1
6 Exhibit 1
7 Exhibit 1
8 Exhibit 1
9 Exhibit 1
10 Exhibit 1
11 Exhibit 2
12 Exhibit 2
Investment Summary
The following Investment Summary details the software, products, and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date, despite any expiration date in the Investment Summary that may have lapsed as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. In the event of conflict between the Agreement and terms in the Comments section of this Investment Summary, the language in the Agreement will prevail.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
Exhibit 2
13 Exhibit 2
14 Exhibit 2
15 Exhibit 2
16