Cities Index.
Attachment A - Draft Agreement

Victorville City Council
March 18, 2025

Document
Attachment A - Draft Agreement
Meeting
March 18, 2025
Body
Victorville City Council
Original file
1.1 MB
Text extracted from the city's file for reading and search. Open the original on victorvilleca.primegov.com. That file is the official record.

ATTACHMENT A

1 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 OpenGov Master Services Agreement The parties to this Master Services Agreement (this “Agreement”) are OpenGov, Inc., a Delaware corporation (“OpenGov”), and the customer named in the signature block below (“Customer”). This Agreement, which becomes binding when the parties have signed it (the “Effective Date”), sets forth the terms under which Customer will be permitted to use OpenGov’s hosted software services and receive professional services. 1. Definitions 1.1. “Customer Data” means data that is provided by Customer to OpenGov pursuant to this Agreement (for example, by email or through Customer’s software systems of record). Customer Data does not include any confidential personally identifiable information. 1.2. “Documentation” means materials produced by OpenGov that provide information about OpenGov’s software products and systems. 1.3. “Intellectual Property Rights” means all intellectual property rights including all past, present, and future rights associated with works of authorship, including exclusive exploitation rights, copyrights, and moral rights, trademark and trade name rights and similar rights, trade secret rights, patent rights, and any other proprietary rights in intellectual property of every kind and nature. 1.4. “Order Form” means the document attached as an Exhibit A, that specifies the Software Services that OpenGov will provide to Customer under this Agreement. 1.5. “Term” refers to the Initial Term defined in Section 6.1 plus all Renewal Terms defined in Section 6.2. 2. Software Services, Support, and Professional Services 2.1. Software Services. Subject to the terms and conditions of this Agreement, OpenGov will use commercially reasonable efforts to provide the commercial-off-the-shelf software solutions identified in the applicable Order Form (“Software Services”). Software Services do not include any pre-release features, functionality, and/or software that Customer elects to use while they are in beta. 2.2. Support and Service Levels. Customer support is available by email to [email protected] or by using the chat messaging functionality of the Software Services, both of which are available during OpenGov’s standard business hours. Customer may report issues at any time; however, OpenGov will address issues during business hours. OpenGov will provide support for the Software Services in accordance with the Support and Software Service Levels found at opengov.com/service-sla, as long as Customer is entitled to receive support under the applicable Order Form and this Agreement. 2.3. Professional Services

2 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025

2.3.1. If OpenGov or its authorized independent contractors provides professional services to Customer, such as implementation services, then these professional services (“Professional Services”) will be described in an applicable statement of work (“SOW”) agreed to by the parties, which is attached as Exhibit B. Unless otherwise specified in the SOW, any pre-paid Professional Services must be utilized within one year from the Effective Date. 2.3.2. Relevant travel expenses are provided in the SOW. Any other travel expenses related to the performance of the Professional Services shall be pre-approved by and reimbursed by Customer. 3. Restrictions and Responsibilities 3.1. Restrictions. Customer may not use the Software Services in any manner or for any purpose other than as expressly permitted by the Agreement. In addition, Customer shall not, and shall not permit or enable any third party to: (a) use or access any of the Software Services to build a competitive product or service; (b) modify, disassemble, decompile, reverse engineer or otherwise make any derivative use of the Software Services (except to the extent applicable laws specifically prohibit such restriction); (c) sell, license, rent, lease, assign, distribute, display, host, disclose, outsource, copy or otherwise commercially exploit the Software Services; (d) perform or disclose any benchmarking or performance testing of the Software Services, including but not limited to load testing, or stress testing; (e) remove any proprietary notices included with the Software Services; (f) use the Software Services in violation of applicable law; or (g) transfer any confidential personally identifiable information to OpenGov or the Software Services platform. 3.2. Responsibilities. Customer shall be responsible for obtaining and maintaining computers and third-party software systems of record (such as Customer’s ERP systems) needed to connect to, access or otherwise use the Software Services. Customer also shall be responsible for: (a) ensuring that such equipment is compatible with the Software Services, (b) maintaining the security of such equipment, user accounts, passwords and files, and (c) all uses of Customer user accounts by any party other than OpenGov. 4. Intellectual Property Rights; License Grants; Access to Customer Data 4.1. Software Services. OpenGov owns all interests and Intellectual Property Rights in the Software Services. The look and feel of the Software Services, including any custom fonts, graphics and button icons, are the property of OpenGov. Customer may not copy, imitate, or use them, in whole or in part, without OpenGov’s prior written consent. Subject to Customer’s obligations under this Agreement, OpenGov grants Customer a non-exclusive, royalty-free license during the Term to use the Software Services. 4.2. Customer Data. Customer Data and the Intellectual Property Rights therein belong to Customer. Customer grants OpenGov and its partners (such as hosting providers) a non-exclusive, royalty-free license to use, store, edit, and reformat Customer Data for the purpose of providing the Software Services. Customer further agrees that OpenGov and its partners may use aggregated, anonymized Customer Data for purposes of product

3 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 enhancement, customer service, and data analysis. Insights gleaned from aggregated, anonymized Customer Data will belong to OpenGov. 4.3. Access to Customer Data. Customer may download Customer Data from the Software Services at any time during the Term, excluding during routine software maintenance periods. 4.4. Deletion of Customer Data. Unless otherwise requested pursuant to this Section 4.4, upon the termination of this Agreement, Customer Data shall be deleted pursuant to OpenGov’s standard data deletion and retention practices, which is to delete Customer Data 45 days after termination or expiration of the Agreement. Upon written request, Customer may request deletion of Customer Data prior to the date of termination of this Agreement. Such a request must be addressed to “OpenGov Vice President, Customer Success” at OpenGov’s address for notice in Section 10.2. 4.5. Feedback. “Feedback” means suggestions, comments, improvements, ideas, or other feedback or materials regarding the Software Services provided by Customer to OpenGov, including feedback provided through online developer community forums. Customer grants OpenGov a non-exclusive, royalty-free, irrevocable, perpetual, worldwide license to use and incorporate Feedback into the Software Services and Documentation. OpenGov will exclusively own any improvements or modifications to the Software Services and Documentation based on or derived from any of Customer’s Feedback including all Intellectual Property Rights in and to the improvements and modifications. 5. Confidentiality 5.1. “Confidential Information" means all confidential business, technical, and financial information of the disclosing party that is marked as “Confidential” or an equivalent designation or that should reasonably be understood to be confidential given the nature of the information and/or the circumstances surrounding the disclosure. OpenGov’s Confidential Information includes, without limitation, the software underlying the Software Services, and all Documentation. 5.2. Confidential Information does not include: (a) records or data that Customer has previously released to the public; (b) records or data that Customer would be required to release to the public upon request under applicable federal, state, or local public records laws, including without limitation the California Public Records Act, Cal. Gov. Code §7920.000 et seq. (“CPRA”); (c) Customer Data that Customer requests OpenGov make available to the public in conjunction with the Software Services; (d) information that becomes publicly known through no breach by either party; (e) information that was rightfully received by a party from a third party without restriction on use or disclosure; (f) this Master Services Agreement and any attachments thereto; or (g) information independently developed by the Receiving Party without access to the Disclosing Party’s Confidential Information. 5.3. Each party agrees to obtain prior written consent before disclosing any of the other

4 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 party's Confidential Information. Each party further agrees to use the other's Confidential Information only in connection with this Agreement. Each party further agrees to protect the other party's Confidential Information using the measures that it employs with respect to its own Confidential Information of a similar nature, but in no event with less than reasonable care. If a party is required to disclose Confidential Information by law or court order, they must notify the other party in writing before making the disclosure to give the other party an opportunity to oppose or limit the disclosure. 6. Term and Termination 6.1. Initial Term. This Agreement begins on the Effective Date and ends on the date the subscription ends (“Initial Term”), according to the Order Form, unless sooner terminated pursuant to Section 6.3. 6.2. Renewal. Unless the parties enter into a new Order Form to renew the Agreement for an additional period of no less than one (1) year (“Renewal Term”), this Agreement shall terminate at the end of the applicable Initial Term or Renewal Term. 6.3. Termination for Cause. If either party materially breaches any term of this Agreement and fails to cure such breach within 30 days after receiving written notice by the non-breaching party, the non-breaching party may terminate this Agreement. 6.4. Termination for Non-Appropriation. For any term after the first full year of this Agreement, Customer may terminate this Agreement if it does not appropriate funds to continue this Agreement in a future fiscal year by providing notice in writing no less than 30 days before the end of the then-current term. Such termination shall be effective upon the expiration of the then-current term. To invoke termination under this section, Customer must use good faith efforts to secure the appropriate funds for the next year’s fees. 6.5. Effect of Termination. Upon termination of this Agreement pursuant to Section 6: (a) Customer shall pay in full for all Software Services and Professional Services for the then-current annual term, (b) OpenGov shall stop providing Software Services and Professional Services to Customer; and (c) each party shall (at the other party’s option) return or delete any of the other party’s Confidential Information in its possession. 6.5.1. For the avoidance of doubt, if OpenGov terminates this Agreement for cause, it will cease providing services and no refund to Customer will be due. If Customer terminates the Agreement for cause, pursuant to Section 6.3, OpenGov shall refund the affected pre-paid, unused Fee for Software Services . Notwithstanding the foregoing, Customer shall not be required to return or delete any Confidential Information if prohibited by applicable State law. 7. Payment of Fees 7.1. Fees; Invoicing; Payment; Expenses. 7.1.1. Fees. Fees for Software Services and for Professional Services are set forth in the applicable Order Form, and OpenGov will invoice Customer accordingly. Customer agrees to pay invoices within 30 days. Invoices are deemed received when OpenGov

5 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 emails them to Customer’s designated billing contact. Obligations to pay fees are non-cancelable, and payments are non-refundable. 7.1.2. Annual Software Price Adjustment. OpenGov shall increase the fees for the Software Services during any Renewal Term by 5% each year or as otherwise agreed upon in the applicable renewal Order Form. 7.1.3. Travel Expenses. OpenGov will invoice Customer for travel expenses provided in the SOW or Order Form as they are incurred. Customer shall pay all such valid invoices within 30 days of receipt of invoice. Receipts shall be provided for the travel expenses listed on the invoice. 7.2. Consequences of Non-Payment. If Customer fails to make any payments required under any Order Form or SOW, then in addition to any other rights OpenGov may have under this Agreement or applicable law, (a) Customer will owe a late interest penalty not to exceed of 1.5% per month or the maximum rate permitted by law, whichever is less and (b) If Customer’s account remains delinquent (with respect to payment of an undisputed invoice) for 10 days after receipt of a delinquency notice from OpenGov, which may be provided via email to Customer’s designated billing contact, OpenGov may temporarily suspend Customer’s access to the Software Service for up to 90 days to pursue good faith negotiations before pursuing termination in accordance with Section 6.3. Customer will continue to incur and owe all applicable fees irrespective of any such service suspension based on such Customer’s delinquency. 7.3. Taxes. All fees under this Agreement are exclusive of any applicable sales, value-added, use or other taxes (“Sales Taxes”). Customer is solely responsible for all Sales Taxes, not including taxes based solely on OpenGov’s net income. If any Sales Taxes related to the fees under this Agreement are found at any time to be payable, the amount may be billed by OpenGov to, and shall be paid by, Customer. If Customer fails to pay any Sales Taxes, then Customer will be liable for any related penalties or interest and will indemnify OpenGov for any liability or expense incurred in connection with such Sales Taxes. In the event Customer or the transactions contemplated by the Agreement are exempt from Sales Taxes, Customer agrees to provide OpenGov, as evidence of such tax-exempt status, proper exemption certificates or other documentation acceptable to OpenGov. 8. Representations and Warranties; Disclaimer 8.1. By OpenGov. 8.1.1. General Warranty. OpenGov represents and warrants that it has all right and authority necessary to enter into and perform this Agreement. 8.1.2. Professional Services Warranty. OpenGov further represents and warrants that the Professional Services, if any, will be performed in a professional and workmanlike manner in accordance with the related SOW and generally prevailing industry standards. For any breach of the Professional Services warranty, OpenGov will re-perform the applicable services. If OpenGov is unable to re-perform such work as warranted, Customer will be entitled to recover all fees paid to OpenGov for the

6 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 deficient work. Customer must give written notice of any claim under this warranty to OpenGov within 90 days of the completion of Professional Services pursuant to the applicable SOW to receive such warranty remedies. 8.1.3. Software Services Warranty. OpenGov further represents and warrants that for the Term, the Software Services will perform in all material respects in accordance with the Documentation. The foregoing warranty does not apply to any Software Services that have been used in a manner other than as set forth in this Agreement. OpenGov does not warrant that the Software Services will be uninterrupted or error-free. Customer must give written notice of any claim under this warranty to OpenGov within 90 days of Customer discovering the defect. For any breach of the Software Services warranty, OpenGov will repair or replace any nonconforming Software Services so that the affected portion of the Software Services operates as warranted. If OpenGov is unable to do so, Customer may terminate the license for such Software Services and will be entitled to recover all fees paid to OpenGov for the deficient Software Services. 8.2. By Customer. Customer represents and warrants that (a) it has all right and authority necessary to enter into and perform this Agreement; and (b) OpenGov’s use of Customer Data pursuant to this Agreement will not infringe, violate or misappropriate the Intellectual Property Rights of any third party. 8.3. Disclaimer. OPENGOV DOES NOT WARRANT THAT THE SOFTWARE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SOFTWARE SERVICES. EXCEPT AS SET FORTH IN THIS SECTION 8, THE SOFTWARE SERVICES ARE PROVIDED “AS IS” AND OPENGOV DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. 9. Limitation of Liability 9.1. By Type. NEITHER PARTY, NOR ITS SUPPLIERS, OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS OR EMPLOYEES, SHALL BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES; OR (C) FOR ANY MATTER BEYOND A PARTY’S REASONABLE CONTROL, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. 9.2. By Amount. IN NO EVENT SHALL EITHER PARTY’S AGGREGATE, CUMULATIVE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT EXCEED THE FEES PAID BY CUSTOMER TO OPENGOV FOR THE SOFTWARE SERVICES UNDER THIS AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY.

7 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025

9.3. Limitation of Liability Exclusions. The limitations of liability set forth in Sections 9.1 and 9.2 above do not apply to, and each party accepts liability to the other for: (a) claims based on either party’s intentional breach of its obligations set forth in Section 5 (Confidentiality), (b) claims arising out of fraud or willful misconduct by either party and (c) either party’s infringement of the other party’s Intellectual Property Rights. 9.4. No Limitation of Liability by Law. Because some jurisdictions do not allow liability or damages to be limited to the extent set forth above, some of the above limitations may not apply to Customer. 10. Miscellaneous 10.1. Logo Use. OpenGov shall have the right to use and display Customer’s logos and trade names for marketing and promotional purposes in OpenGov’s website and marketing materials, subject to Customer’s written consent. 10.2. Notice. Ordinary day-to-day operational communications may be conducted by email, live chat or telephone. For notices required by the Agreement the parties must communicate more formally in a writing sent via USPS certified mail and via email. OpenGov’s addresses for notice are: [email protected] with a mailed copy to OpenGov, Inc., 660 3rd Street, Suite 100, San Francisco, CA 94107. Customer’s addresses for notice are: [email protected], with a copy mailed to City of Victorville, 14343 Civic Drive, Victorville, CA 92393-5001, Attn: Director of Public Works & Water. 10.3. Anti-corruption. Neither OpenGov nor any of its employees or agents has offered or provided any illegal or improper payment, gift, or transfer of value in connection with this Agreement. The parties will promptly notify each other if they become aware of any violation of any applicable anti-corruption laws in connection with this Agreement. 10.4. Injunctive Relief. The parties acknowledge that any breach of the confidentiality provisions or the unauthorized use of a party’s intellectual property may result in serious and irreparable injury to the aggrieved party for which damages may not adequately compensate the aggrieved party. The parties agree, therefore, that, in addition to any other remedy that the aggrieved party may have, it shall be entitled to seek equitable injunctive relief. 10.5. Force Majeure. Neither party shall be held responsible or liable for any losses arising out of any delay or failure in performance of any part of this Agreement, other than payment obligations, due to any act of god, act of governmental authority, or due to war, riot, labor difficulty, failure of performance by any third-party service, utilities, or equipment provider, or any other cause beyond the reasonable control of the party delayed or prevented from performing; provided, however, that within thirty (30) business days of the Force Majeure event, the party whose performance is delayed provides the other party with written notice explaining the cause and extent thereof, as well as a request for a reasonable time extension equal to the estimated duration of the Force Majeure event. 10.6. Severability; Waiver. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so

8 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 that this Agreement will otherwise remain in full force and effect and enforceable. Any express waiver or failure to exercise promptly any right under this Agreement will not create a continuing waiver or any expectation of non-enforcement. 10.7. Survival. The following sections of this Agreement shall survive termination: Section 5 (Confidentiality), Section 7 (Payment of Fees), Section 4.4 (Deletion of Customer Data), Section 8.3 (Warranty Disclaimer), Section 9 (Limitation of Liability) and Section 10 (Miscellaneous). 10.8. Assignment. There are no third-party beneficiaries to this Agreement. Except as set forth in this Section 10.8, neither party may assign, delegate, or otherwise transfer this Agreement or any of its rights or obligations to a third party without the other party's written consent, which consent may not be unreasonably withheld, conditioned, or delayed. Either party may assign, without such consent but upon written notice, its rights and obligations under this Agreement to its corporate affiliate or to any entity that acquires all or substantially all of its capital stock or its assets related to this Agreement, through purchase, merger, consolidation, or otherwise. Any other attempted assignment shall be void. This Agreement will benefit and bind permitted assigns and successors. 10.9. Independent Contractors. This Agreement does not create an agency, partnership, joint venture, or employment relationship, and neither party has any authority to bind the other. 10.10. Conflicts of Interest. 10.10.1. Customer covenants that no governing body member, officer, agent, or employee thereof engaged in the selection, award, or administration of this Agreement shall have any prohibited conflict of interest, whether real or apparent, in this Agreement or the proceeds thereof. 10.10.2. OpenGov covenants that it does not have any interest, nor shall it acquire any interest, directly or indirectly, which would conflict in any manner with the performance of its services under this Agreement or which would constitute a violation of: (1) California Government Code Section 1090; (2) the California Political Reform Act (Government Code §§ 81000 – 91014) and the regulations of the Fair Political Practices Commission (“FPPC”) promulgated thereunder; or (3) any other applicable conflict of interest law. Maintenance of a conflicting interest may result in termination of this Agreement by Customer, subject to Section 6.3. 10.11. Books and Records; Audit. Customer may audit OpenGov’s books and records relating directly to this Agreement upon at least three business days advance written notice. Unless otherwise agreed, the location of the records will be the OpenGov office servicing this Agreement as referenced in Section 10.2. OpenGov will maintain complete and accurate records of time and expense relating directly to this Agreement for a period of three (3) years from the date of final payment hereunder, or such longer period as may be required by law. Books and records pertaining to costs shall be kept and prepared in accordance with generally accepted accounting principles. Pursuant to Government

9 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 Code Section 8546.7, this Agreement is subject to the examination and audit of the California State Auditor for a period of three (3) years after final payment under the Agreement. In no event shall any audit occur: (1) more than once per calendar year, (2) outside of OpenGov’s normal business hours, or (3) on systems where such audit may, in OpenGov’s sole reasonable discretion, violate its third-party confidentiality obligations. 10.12. Indemnity. 10.12.1. To the fullest extent permitted by law, OpenGov shall immediately defend, indemnify, and hold harmless Customer, its officers, employees, representatives, and agents (the “Customer Indemnitees”), from and against those third-party actions, suits, proceedings, claims, demands, losses, costs, and expenses, including legal costs and reasonable attorneys’ fees, for any personal injuries, deaths, or property damage, including property owned by Customer (collectively “Claims”) which may arise out of OpenGov’s gross negligence or willful misconduct in the performance of the services described in this Agreement, unless such Claims are proven to be caused by the gross negligence or willful misconduct of the Customer Indemnitees. 10.12.2. Customer does not and shall not waive any rights that it may have against OpenGov under this Section 10.12, because of the acceptance by or the deposit with Customer of any insurance policy or certificate required pursuant to this Agreement. The hold harmless and indemnification provisions of this Section 10.12 shall apply regardless of whether said insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost, or expense described herein. 10.13. Insurance Requirements. 10.13.1. OpenGov shall maintain at its sole expense during the Initial Term, and during any Renewal Term, the insurance requirements specified in the attached Exhibit C . The attached insurance requirements do not reduce the liability OpenGov has assumed in the Indemnity Section of this Agreement. 10.13.2. All references to the “City” in the attached Exhibit C shall mean Customer and all references to “Consultant” shall mean OpenGov. 10.14. Attorneys’ Fees. In the event any action, suit, or proceeding is brought for the enforcement of, or the declaration of any right or obligation pursuant to this Agreement, or as a result of any alleged breach of any provision of this Agreement, the prevailing Party in such suit or proceeding shall be entitled to recover its costs and expenses, including reasonable attorneys’ fees, from the losing Party. 10.15. Equal Opportunity; Nondiscrimination. OpenGov represents that it is an equal opportunity employer and agrees to comply with applicable State and Federal laws and regulations governing equal employment opportunity. In the performance of this Agreement, OpenGov shall not discriminate against any employee, subcontractor, or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, reproductive health decision making, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or veteran or military status. Such non-

10 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 10.16. Verification Of Employment Eligibility. By executing this Agreement, OpenGov verifies that it fully complies with all requirements and restrictions of State and Federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986 (8 USC Sections 1101-1525) as such may be amended from time to time, and shall require its subcontractors (if any) to also comply. 10.17. Governing Law and Jurisdiction. This Agreement will be governed by the laws of the State of California, without regard to conflict of laws principles. The parties submit to personal jurisdiction and venue in the courts of Customer’s jurisdiction, which for the avoidance of doubt shall be the State and Federal courts in San Bernardino County, California. 10.18. Complete Agreement. OpenGov has made no other promises or representations to Customer other than those contained in this Agreement. Any additional or different terms in a purchase order or click-through agreement are expressly rejected by the Parties and are void. Any modification to this Agreement must be in writing and signed by an authorized representative of each party. [END OF THIS PAGE – SIGNATURE PAGE FOLLOWS]

11 OpenGov Master Services Agreement City of Victorville, CA - Revised March 11, 2025 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the dates written below. CITY OF VICTORVILLE, a California municipal corporation and charter city OpenGov, Inc., a Delaware corporation Signature ___________________________ Signature __________________________ Name Elizabeth Becerra Name __________________________ Title Mayor Title __________________________ Date ___________________________ Date __________________________ ATTEST: ___________________________ Jennifer Thompson, City Clerk APPROVED AS TO FORM ___________________________ Andre de Bortnowsky, City Attorney ___________________________ Sandra Bostick, Risk Manager

12 OpenGov Master Services Agreement City of Victorville, CA - Revised March 4, 2025

EXHIBIT A

ORDER FORM

OpenGov Inc.
660 3rd Street, Suite 100
San Francisco, CA 94107
United States
Order Form Number: Q-05738 Prepared By: Dalton Gilbert Created On: 02/27/2025 Email: [email protected] Order Form Expiration: 03/31/2025 Contract Term: 36 Months Subscription Start Date: 04/01/2025
Subscription End Date: 03/31/2028
Customer Information:

Customer: City of Victorville, CA Contact Name: Melissa Krejckant Bill To/Ship To: PO Box 5001 Email: [email protected] Victorville, California Phone:
92392
United States
Order Details:

Billing Frequency: Annual Annual
Payment Terms: Net 30 Days
SOFTWARE SERVICES:

Product Name Start Date End Date Annual Fee
Asset Builder 04/01/2025 03/31/2026 $3,025.39
Asset Management 04/01/2025 03/31/2026 $20,168.90
Signal Domain 04/01/2025 03/31/2026 $17,287.63
Stormwater Domain 04/01/2025 03/31/2026 $18,008.24
Transportation Domain 04/01/2025 03/31/2026 $19,448.76
Walkability Domain 04/01/2025 03/31/2026 $17,287.63
Wastewater Collection 04/01/2025 03/31/2026 $18,008.24

Wastewater Treatment Domain 04/01/2025 03/31/2026 $20,168.90 Water Distribution Domain 04/01/2025 03/31/2026 $19,448.76 Water Treatment Domain 04/01/2025 03/31/2026 $20,168.90 Asset Builder 04/01/2026 03/31/2027 $3,176.66
Asset Management 04/01/2026 03/31/2027 $21,177.34
Signal Domain 04/01/2026 03/31/2027 $18,152.01
Stormwater Domain 04/01/2026 03/31/2027 $18,908.65
Transportation Domain 04/01/2026 03/31/2027 $20,421.19
Walkability Domain 04/01/2026 03/31/2027 $18,152.01
Wastewater Collection 04/01/2026 03/31/2027 $18,908.65
Wastewater Treatment Domain 04/01/2026 03/31/2027 $21,177.34 Water Distribution Domain 04/01/2026 03/31/2027 $20,421.19 Water Treatment Domain 04/01/2026 03/31/2027 $21,177.34 Asset Builder 04/01/2027 03/31/2028 $3,335.50
Asset Management 04/01/2027 03/31/2028 $22,236.21
Signal Domain 04/01/2027 03/31/2028 $19,059.61
Stormwater Domain 04/01/2027 03/31/2028 $19,854.08
Transportation Domain 04/01/2027 03/31/2028 $21,442.25
Walkability Domain 04/01/2027 03/31/2028 $19,059.61
Wastewater Collection 04/01/2027 03/31/2028 $19,854.08
Wastewater Treatment Domain 04/01/2027 03/31/2028 $22,236.21 Water Distribution Domain 04/01/2027 03/31/2028 $21,442.25 Water Treatment Domain 04/01/2027 03/31/2028 $22,236.21 PROFESSIONAL SERVICES:

Product Name Description Fee
Professional Services Deployment -
Prepaid
Custom Deployment from OpenGov Professional Services
team. Scope-dependent. $404,580.01
Professional Services Total: $404,580.01
Customer Billing/Service Periods:

Period: 04/01/2025 $577,601.36
Period: 04/01/2026 $181,672.38
Period: 04/01/2027 $190,756.01
Order Form Legal Terms:

Fees for the Software Services and Professional Services shall be due and payable, in advance, 30 days from receipt of the invoice.

13 OpenGov Master Services Agreement City of Victorville, CA - Revised March 4, 2025

EXHIBIT B

STATEMENT OF WORK

Statement of Work City of Victorville, CA

Creation Date: 2/4/2025 Document Number: PS-07972.3 Created by: Jennifer Nordin PS-07972.3 1

Table of Contents OpenGov Statement of Work 3 1. Project Scope 3 2. Adjustments to the Project Scope, Estimated Schedule, Charges and other Terms 3 3. Project Delivery 3 4. Project Understanding 4 5. OpenGov Responsibilities 4 6. Project Tracking and Reporting 4 7. Communication and Escalation Procedure 5 8. Opengov Implementation Methodology 6 8.1. Initiate 6 8.2. Validate 6 8.3. Configure 6 8.5. Launch 7 9 . Customer Responsibilities 7 10. Customer’s Project Manager 7 11. Acceptance Procedure 8 12. Estimated Schedule 9 13. Illustrative Project Timelines 9 14. Change Order Process 9 Exhibit 1: Implementation Activities 11 GIS Support Services for OpenGov Cartegraph Asset Management Implementation 11 Enterprise Asset Management Phase 1 13 Validate 14 Configure 14 Train 24 Launch 28 Enterprise Asset Management Phase 2 28 Initiate 28 Validate 29 Configure 29 Train 36 Launch 39 Enterprise Asset Management Phase 3 39 Initiate 40 Validate 40 Configure 40 Train 42 Launch 45 PS-07972.3 2

OpenGov Statement of Work This Statement of Work (“SOW”) identifies services that OpenGov will perform for City of Victorville,

CA

(“Customer”)

pursuant

to

the

order

for

OpenGov

Professional

Services.

This

SOW

may

not

be

modified

or

amended

except

in

a

written

agreement

signed

by

a

duly

authorized

representative

of

each

party.

The

OpenGov

Responsibilities

section

of

this
document can be found in Exhibit 1: Implementation Activities. Any additional services or support not detailed in Exhibit 1 will be considered out of scope.

1. Project Scope Under this project, OpenGov will deliver cloud based solutions (detailed list in “Exhibit 1”). OpenGov's estimated charges and schedule are based on performance of the activities listed in the “OpenGov Responsibilities” section below. Deviations that arise during the project will be managed through the procedure described in Section 14.

2. Adjustments to the Project Scope, Estimated Schedule, Charges and other Terms Adjustments to the deliverables in Exhibit 1 may include charges on a time-and-materials or fixed-fee basis using OpenGov’s standard rates.

3. Project Delivery 3.1. OpenGov will perform the work under this SOW remotely unless explicitly identified

below.

3.1.1. OpenGov will provide four (4) onsite trips for project-related activity which

OpenGov

determines

would

be

best

performed

at

the

Customer’s

facility.

The

customer's

facility

must

contain

a

conference

room

to

accommodate

the

number

of

attendees,

non-public

wifi

connection,

and

AV

equipment

for

projecting

OpenGov

software

on

a

screen

visible

to

all

participants.

3.1.2. The Customer is responsible for paying travel expenses as incurred on a quarterly

basis.

It

is

estimated

that

the

travel

expenses

will

not

exceed

$11,200

Written

approval

is

required

for

any

expenses

above

the

estimate.

3.2. OpenGov will use personnel and resources located across the United States, and

may

also

include

OpenGov-trained

implementation

partners

to

support

the

delivery

of

services.

PS-07972.3 3

4. Project Understanding 4.1. Deviations that arise during the proposed project will be managed through the Change Order Process (as defined in Section 14) , and may result in adjustments to the Project Scope, Estimated Schedule, Charges, and/or other terms. 4.2. The OpenGov Suites are not customized beyond current capacities based on the

latest

release

of

the

software.

Implementation

of

any

custom

modification

or

integration

developed

by

OpenGov;

Customer

internal

staff;

or

any

third-party

is

not

included

in

the

scope

of

this

project

unless

specifically

listed

in

Exhibit

1. 4.3. The customer is responsible for providing appropriate time and resources to the

project

to

meet

deliverables

as

outlined

in

the

project

plan.

4.4. Data conversion services from other software system(s) or sources are not included

in

the

scope

of

this

project

unless

specifically

listed

in

Exhibit

1. 5. OpenGov Responsibilities 5.1. OpenGov will provide project management for the OpenGov responsibilities in this

SOW.

This

provides

direction

to

OpenGov

project

personnel

and

a

shared

framework

for

project

planning,

communications,

reporting,

procedural

and

contractual

activity.

5.2. OpenGov will review the Project Plan with Customer’s Project Manager and key stakeholders

to

ensure

alignment

on

agreed

upon

timelines.

5.3. OpenGov will maintain project communications through Customer’s Project Manager.

5.4. OpenGov will establish documentation and procedural standards for deliverable materials.

5.5. OpenGov will assist Customer’s Project Manager to prepare and maintain the Project

Plan

for

the

performance

of

this

SOW

which

will

include

the

activities,

tasks,

assignments,

and

project

milestones

identified

in

Exhibit

1. 6. Project Tracking and Reporting 6.1. OpenGov will review project tasks, schedules, and resources and make changes or

additions,

as

appropriate.

OpenGov

will

measure

and

evaluate

progress

against

the

Project

Plan

with

Customer's

Project

Manager.

6.2. OpenGov will work with Customer’s Project Manager to address and resolve deviations

from

the

Project

Plan.

6.3. OpenGov will conduct regularly scheduled project status meetings. 6.4. OpenGov will administer the Change Order Process with the Customer's Project Manager.

6.5. Deliverable Materials: 6.5.1. Weekly status reports PS-07972.3 4

6.5.2. Project Plan 6.5.3. Project Charter, defining project plan and Go-live date 6.5.4. Risk, Action, Issues and Decisions Register (RAID) 6.6. Deliverable Sign-Off: OpenGov requests Sign-Offs at various deliverables during

the

implementation

of

the

project.

Once

the

Customer

has

signed-off

on

a

deliverable,

any

additional

changes

requested

by

Customer

on

that

deliverable

will

require

a

paid

change

order

for

additional

hours

for

OpenGov

to

complete

the

requested

changes.

7. Communication and Escalation Procedure 7.1. Active engagement throughout the implementation process is the foundation of a

successful

deployment.

To

help

assess

progress,

address

questions,

and

minimize

risk

during

the

course

of

deployment,

both

parties

agree

to

the

following:

7.1.1. Regular communication aligned to the agreed upon Project Plan and timing.

7.1.2. OpenGov expects our customers to raise questions or concerns as soon

as

they

arise.

OpenGov

will

do

the

same,

in

order

to

be

able

to

address

items

when

known.

7.2. Executive involvement 7.2.1. Executives may be called upon to clarify expectations and/or resolve confusion.

7.2.2. Executives may be needed to steer strategic items to maximize the value

through

the

deployment.

7.3. Escalation Process 7.3.1. Identification of an issue impeding deployment progress or outcome, that

is

not

acceptable.

7.3.2. Customer or OpenGov Project Manager summarizes the problem statement

and

impasse.

7.3.3. Customer and OpenGov Project Managers jointly outline solution acceptance

and

OpenGov

Project

Manager

will

schedule

an

Executive

Review

Meeting,

if

necessary.

7.3.4. The resolution will be documented and signed off.

PS-07972.3 5

8. Opengov Implementation Methodology
Every OpenGov implementation will contain a structured methodology to properly plan

and

collaborate.

The

methodology

consists

of

the

following

phases:

● Initiate ● Validate ● Configure ● Train ● Launch

8.1. Initiate 8.1.1. OpenGov will provide customer entity configuration. 8.1.2. OpenGov will provide system administrators creation. 8.1.3. This activity is complete when the customer has access to their site. 8.1.4. Customer will sign-off on product access to complete the Initiate Phase

of

the

project.

8.2. Validate 8.2.1. OpenGov will create a Solution Blueprint. 8.2.2. OpenGov will confirm the Data Validation strategy. 8.2.3. This activity is complete when the Solution Blueprint is presented to the

customer.

8.2.4. Customer will Sign-off on Initial Draft Solution Blueprint to complete the

Validate

Phase

of

the

project.

8.3. Configure 8.3.1. OpenGov will configure the deliverables outlined in Exhibit 1. 8.3.2. This activity is complete when all deliverables in Exhibit 1 are configured.

8.3.3. Customer will provide Sign-off that all configuration deliverables have been

completed

and

accepted.

OpenGov

will

provide

status

and

intermediate

completion

milestones

as

the

project

progresses

to

fully

configured.

8.4. Train
PS-07972.3 6

8.4.1. Training will be provided in instructor-led virtual sessions unless otherwise

specified

in

Exhibit

1. 8.4.2. OpenGov will provide Administrator training. 8.4.3. OpenGov will provide End User training (if listed in Exhibit 1). 8.4.4. Customer will sign-off that training has been completed.

8.5. Launch 8.5.1. OpenGov will provide HyperAdopt support post Go-Live to ensure successful

adoption.

8.5.2. Customer will Sign-off on the HyperAdopt phase of the project which will

transition

the

project

from

active

deployment

to

Customer

Success.

9 . Customer Responsibilities 9.1. The completion of the proposed scope of work depends on the full commitment and

participation

of

Customer’s

management

and

personnel.

The

Customer’s

Project

Manager

should

have

access

to

the

appropriate

Customer

Subject

Matter

Expert

personnel

needed

for

the

successful

implementation

of

the

project.

The

responsibilities

listed

in

this

section

are

in

addition

to

the

responsibilities

specified

in

the

Agreement

and

are

to

be

provided

at

no

charge

to

OpenGov.

OpenGov's

performance

is

predicated

upon

the

following

responsibilities

being

managed

and

fulfilled

by

the

customer.

Delays

in

performance

of

these

responsibilities

may

result

in

a

change

order

and/or

delay

of

the

completion

of

the

project.

9.2. Provide the required data to OpenGov within five (5) days of the requests being made

from

the

OpenGov

Project

Manager.

The

Customer

will

be

responsible

for

any

potential

charges

from

third

parties

to

access

and

provide

the

data.

9.3. Maintain the same format and access to data on an ongoing basis. Any changes to

the

underlying

data

or

data

source

may

require

a

change

order

or

charge

in

the

future.

10. Customer’s Project Manager 10.1. Create, with OpenGov’s assistance, the Project Charter for the performance of this

SOW

which

will

include

the

activities,

tasks,

assignments,

milestones

and

estimates.

10.2. Manage Customer personnel and responsibilities for this project (for example:
ensure

personnel

complete

any

self-paced

training

sessions,

configuration,

validation

or

user

acceptance

testing).

10.3. Identify and assign Subject Matter Experts (SME). 10.4. Serve as the communication liaison between OpenGov and Customer representatives

participating

in

the

project.

10.5. Participate in project status meetings.

PS-07972.3 7

10.6. Obtain and provide information, data, and decisions within ten (10) business days

of

OpenGov’s

request

unless

Customer

and

OpenGov

agree

in

writing

to

a

different

response

time.

10.7. Resolve deviations from the estimated schedule. 10.8. Help resolve project issues and escalate issues within Customer’s organization,

as

necessary.

10.9. Administer the Change Order Process with the Project Manager, if applicable. 11. Acceptance Procedure 11.1. The completed items in Exhibit 1 will be submitted to the Customer’s Project Manager.

11.2. Customer’s Project Manager will have decision authority to approve/reject all Project

Criteria,

Phase

Acceptance

and

Engagement

Acceptance.

11.3. Within five (5) business days of receipt, the Customer’s Project Manager will either

accept

the

Deliverable

Material

or

provide

OpenGov’s

Project

Manager

a

written

list

of

requested

revisions.

If

OpenGov

receives

no

response

from

the

Customer’s

Project

Manager

within

ten

(10)

business

days,

then

the

Deliverable

Material

will

be

deemed

accepted.

The

process

will

repeat

for

the

requested

revisions

until

acceptance.

11.4. All acceptance milestones and associated review periods will be tracked on the

Project

Plan.

11.5 Both OpenGov and Customer recognize that failure to complete tasks and respond

to

open

issues

may

have

a

negative

impact

on

the

Project.

11.6. For any tasks not yet complete, OpenGov and/or Customer will provide sufficient

resources

to

expedite

completion

of

tasks

to

prevent

negatively

impacting

the

Project.

11.7. Excluding delays caused by a force majeure event, if OpenGov in good faith reasonably

determines

that

Customer’s

personnel

or

contractors

are

not

completing

Customer’s

responsibilities

described

in

the

applicable

SOW

timely

or

accurately,

OpenGov

may

place

the

Professional

Services

on

hold

after

providing

a

minimum

of

seven

days

written

notice

to

Customer.

If

OpenGov

places

a

Customer

on

hold,

OpenGov

will

ensure

that

Customer

is

made

aware

of

its

obligations

necessary

for

OpenGov

to

continue

performing

the

Professional

Services

in

the

on

hold

notice.

Upon

placing

a

customer

on

hold,

OpenGov

may,

without

penalty,

suspend

Professional

Services

to

the

Customer

and

reallocate

resources

until

the

Customer

has

fulfilled

its

obligations.

OpenGov

shall

bear

no

liability

or

otherwise

be

responsible

for

delays

in

the

provision

of

the

Professional

Services

occasioned

by

Customer’s

failure

to

complete

Customer’s

responsibilities.

PS-07972.3 8

12. Estimated Schedule 12.1. OpenGov will schedule resources after the signature of the order form is received.

Unless

specifically

noted,

the

OpenGov

assigned

Project

Manager

will

work

with

Customer

Project

Manager

to

develop

the

Project

Charter

for

all

requested

deliverables

under

this

SOW.

OpenGov

reserves

the

right

to

adjust

the

schedule

based

on

the

availability

of

OpenGov

resources

and/or

Customer

resources,

and

the

timeliness

of

deliverables

provided

by

the

Customer.

12.2. The Services are currently estimated to start within two (2) weeks but no later than

four

(4)

weeks

from

signatures

on

Order

Forms.

13. Illustrative Project Timelines 13.1. The typical project timelines are for illustrative purposes only and may not reflect

Customer’s

use

cases.

The

order

of

delivery

of

the

suite(s)

will

be

determined

during

the

project

planning

activities

in

the

Initiate

Phase.

14. Change Order Process 14.1. This SOW and related efforts are based on the information provided and gathered by

OpenGov.

Customer

acknowledges

that

changes

to

the

scope

may

require

additional

effort

or

time,

resulting

in

additional

cost.

Any

change

to

scope

must

be

agreed

to

in

writing,

by

both

Customer

and

OpenGov,

and

documented

via

a

Change

Order.

No

verbal

agreement

will

be

binding

on

OpenGov

or

Customer.

14.2. A Change Order is defined as work that is added to or deleted from the original scope

of

this

SOW.

Depending

on

the

magnitude

of

the

change,

it

may

or

may

not

alter

PS-07972.3 9

the original contract amount or completion date. Changes might include but are not limited

to:

14.2.1. Timeline for completion. 14.2.2. Sign off process. 14.2.3. Cost of change and/or invoice timing. 14.2.4. Amending the SOW to correct an error. 14.2.5 Extension of work as the complexity identified exceeds what was expected

by

Customer

or

OpenGov.

14.2.6. Change in type of OpenGov resources to support the SOW. 14.3.The approval process for a Change Order is as follows: 14.3.1.Identification and documentation of a need for modification to the scope of

the

project

as

defined

in

the

Statement

of

Work

and

any

subsequent

change

orders.

14.3.2. A Change Order is created and Customer and OpenGov review. The Customer

will

then

provide

Sign-off.

14.3.3. Change Order is incorporated into the Statement of Work and implemented.

PS-07972.3 10

Exhibit 1: Implementation Activities
GIS Support Services for OpenGov Cartegraph Asset Management

Implementation

OpenGov will: ● Provide up to forty-six (46) remote hours of GIS data review services to evaluate the readiness

of

the

Customer’s

GIS

data

for

integration

with

Cartegraph

Asset

Management.
○ The following utility system and public works GIS data will be evaluated:

Water

Distribution,

Sewer

Collection,

Stormwater

Collection,

Natural

Gas

Distribution,

Electrical

Network,

Transportation

(Streets,

Street

Signs,

Sidewalk

Segments,

Curb

Ramps,

Trails,

Bicycle

Paths),

Assessment

District

Maintenance

Areas.

○ Perform a thorough evaluation to assess the completeness and attribute consistency

of

existing

GIS

datasets

from

the

identified

utility

types.

The

assessment

will

verify

the

presence

of

unique

identifiers

for

assets,

confirm

that

GIS

datasets

align

with

Cartegraph

feature

service

requirements,

and

evaluate

metadata

documentation

for

completeness.
○ Produce a memorandum of issues that will need to be addressed and recommended

improvements

to

the

GIS

data

to

prepare

for

integration

to

Cartegraph

Asset

Management.

The

memorandum

will

contain

a

narrative

of

key

findings

and

a

narrative

of

data

enhancement

recommendations.

The

memorandum

will

be

limited

to

five

(5)

8.5”x11”

pages

of

content,

plus

any

appendices

needed

to

list

errors

or

data

quality

issues

to

be

addressed

prior

to

connection

with

Cartegraph

Asset

Management.
● Provide up to sixteen (16) remote hours of non-digitized utility improvement plan and

as-built

plan

inventory

assessment

and

prioritization.
○ Work with Customer staff to retrieve and organize these plans, categorizing them

by

infrastructure

type,

geographic

coverage,

and

relevance

to

the

asset

management

system.

Once

the

plans

have

been

collected,

will

conduct

an

in-depth

assessment

of

their

content

and

relevance.

The

review

will

focus

on

identifying

key

attributes

such

as

pipe

sizes,

material

types,

installation

dates,

and

spatial

references.

The

completeness

and

accuracy

of

each

plan

will

be

analyzed

to

determine

its

value

in

supporting

the

Customer’'s

asset

management

objectives.

Any

overlapping

or

duplicate

plans

will

be

flagged

for

further

review.
○ Develop a prioritization framework to rank plans based on asset criticality, geographic

coverage,

and

their

importance

to

Cartegraph

integration.

A

ranked

list

of

high-priority

plans

will

be

created,

and

Customer

staff

will

be

consulted

to

confirm

the

prioritization

aligns

with

operational

needs.

Document

the

results

in

a

structured

report

that

provides

a

phased

approach

to

digitization.

PS-07972.3 11
● Provide up to five hundred (500) remote hours of GIS digitization services and up to one

hundred

(100)

remote

hours

of

data

quality

checking

and

quality

assurance

for

the

conversion

of

utility

or

civil

improvement

plan

and

as-built

plan

information

into

GIS

format.

○ Work through the list of prioritized plans from highest priority to lowest priority.

The

digitization

process

will

follow

a

structured

workflow

to

promote

efficiency,

data

accuracy,

and

integration

into

the

Customer’'s

GIS

infrastructure

as

best

as

reasonably

possible.
○ The process will begin with receiving the Customer's utility and infrastructure

GIS

data

schemas,

ensuring

that

all

digitized

data

aligns

with

existing

structure

and

standards.

The

customer

will

grant

access

to

GIS

feature

services

through

the

Customer’s

GIS

Portal

with

appropriate

feature

access

permissions.

This

will

enable

direct

interaction

with

existing

datasets

and

make

sure

consistency

with

enterprise

GIS

layers.
○ Once access is confirmed, will proceed with plan digitization into GIS format.

This

includes

georeferencing

each

plan

to

align

with

existing

GIS

datasets

and

extracting

key

utility

features

such

as

pipes,

valves,

manholes,

and

storm

drains.

During

this

phase,

all

reasonably

applicable

asset

attributes,

including,

but

not

limited

to,

material

type,

installation

year,

and

asset

IDs,

will

be

captured

to

maintain

data

integrity

and

compatibility

with

Cartegraph.
○ To maintain quality, all digitized data will undergo a rigorous QA/QC process.

Perform

topology

checks

to

verify

feature

connectivity,

conduct

spatial

accuracy

reviews,

and

cross-check

attributes

against

existing

GIS

layers.

Any

errors

or

inconsistencies

will

be

addressed

and

resolved

before

final

integration
○ Once each plan has been digitized and successfully quality-checked, it will be

appended

directly

to

the

GIS

Portal

feature

services.

This

makes

sure

that

the

updated

utility

and

infrastructure

data

is

immediately

accessible

to

Customer

staff

and

ready

for

use

in

Cartegraph

Asset

Management.

Metadata

documentation

will

be

generated

for

all

newly

digitized

features,

providing

transparency

in

data

provenance

and

transformation

processes,

where

applicable.
● Provide up to forty (40) remote hours of GIS map service publication and GIS integration

support

services

to

support

the

connection

of

GIS

to

Cartegraph

Asset

Management

software.

This

task

will

involve

configuring

and

publishing

GIS

feature

services

within

the

Customer's

ArcGIS

Enterprise

environment

and

making

sure

that

asset

data

is

accessible

and

properly

structured

for

use

within

Cartegraph

Asset

Management.
○ Begin by reviewing the Customer's existing GIS infrastructure and feature service

architecture

to

determine

the

most

effective

approach

for

publishing

the

necessary

datasets.

This

includes

assessing

data

schemas,

spatial

references,

enterprise

system

version,

and

attribute

structures

to

make

sure

compatibility

with

Cartegraph’s

integration

requirements.

Work

closely

with

Customer

staff

to

confirm

which

layers

need

to

be

published,

ensuring

alignment

with

asset

management

workflows.
○ Once the data and system structure is validated, will proceed with configuring

and

publishing

the

GIS

map

services.

This

process

involves

PS-07972.3 12
setting up appropriate symbology, feature access permissions, editor tracking,

and

attribute

visibility

settings

to

make

sure

that

the

services

meet

operational

needs

while

maintaining

data

security.

Services

will

be

published

to

the

Customer's

GIS

Portal

or

ArcGIS

Server

environment,

depending

on

the

Customer's

preferred

deployment

method.
○ Upon completion of the service publication, will provide technical guidance to

Customer

staff

on

managing

and

maintaining

the

published

GIS

services.

If

requested,

a

brief

documentation

guide

will

be

developed

outlining

best

practices

for

updating

and

maintaining

the

services

to

make

sure

continued

reliability

and

accuracy.

○ Provide the Customer with technical guidance for making the connections to

the

published

GIS

feature

services

within

the

GIS

Integration

settings

of

Cartegraph

Asset

Management,

as

well

as

consulting

services

for

developing

Cartegraph

recordset

structure

changes

to

support

GIS

attribute

field

connections.

○ Perform the GIS integration work within Cartegraph Asset Management software.

This

task

provides

the

customer

with

the

flexibility

to

receive

expert

GIS

support

in

publishing

high-quality

map

services,

streamlining

the

integration

between

GIS

and

Cartegraph

Asset

Management

while

ensuring

that

asset

data

remains

accurate,

accessible,

and

well-structured

for

operational

use.
● Provide up to 16 remote hours of GIS data correction services to address any findings

or

recommendations

outlined

in

the

GIS

Readiness

Assessment

Memorandum

to

facilitate

connectivity

to

Cartegraph

Asset

Management.

The

services

provided

in

this

task

are

meant

to

address

the

following

GIS

setup

requirements

for

Cartegraph

Asset

Management:
○ Unique Identifiers: Create unique identifier strings for each row in each feature

class

connected

to

Cartegraph

Asset

Management

or

fill

any

gaps

in

any

existing

unique

identifier

stings

using

automated

calculation

tools.

The

unique

identifier

column

will

serve

as

the

asset

ID

number

in

Cartegraph

Asset

Management.
○ Editor Tracking: Enable editor tracking for any feature classes that are currently

not

enabled

for

editor

tracking

within

the

Enterprise

Geodatabase.

Editor

Tracking

is

a

required

functionality

of

any

GIS

layer

being

connected

to

Cartegraph

for

bi-directional

integration

setup.

Enterprise Asset Management Phase 1 Use Cases Build for Enterprise Asset Management: ● Water Distribution ● Water Treatment ● Wastewater Treatment ● Wastewater Collection / Sanitary Sewer Initiate

PS-07972.3 13
OpenGov will: ● Setup a hosted, sandbox and production OpenGov Asset Management environment. ● Provide an overview, up to two (2) hours, of OpenGov and ArcGIS Online user-based logins

and

User/Role

functionality.
● Provide a template file to be utilized by Customer staff to populate Roles and Users to

be

utilized

for

OpenGov

Asset

Management.
● Utilize the template to create users and roles in OpenGov Asset Management. (Note:

Subsequent

User

and/or

Role

changes

will

be

Customer

administrator’s

responsibility.)
● Provide documentation and guidance, up to four (4) hours, for Customer technical GIS

staff

to

configure

Esri

Basemap

Services

for

OpenGov

Asset

Management

integration.

Guidance

will

be

geared

towards

OpenGov

Asset

Management/Esri

integration

functionality

and

requirements.
● Setup the OpenGov Asset Management Platform, including the Request, Work, Resource,

and

Asset

Management

areas

of

the

software.

Asset

Management

solutions

will

be

set

up

for

all

solutions

referenced

in

the

Assets

section

of

the

scope

unless

otherwise

noted.
● Implement identity provider initiated SSO for Microsoft ADFS, Microsoft Azure AD, or

Okta.

OpenGov Assumptions: ● OpenGov assumes that the customer is responsible for performing quality control measures on

its

data

in

EAM.

Completion Criteria: ● The project kicked off with an initial project timeline delivered.

Validate
OpenGov will: ● Provide a three-day (3-day) onsite requirement gathering workshop to increase our understanding

of

Customer

business

and

functional

goals.

Through

workshops

and

interviews,

OpenGov

will

identify

best

fit

scenarios

for

OpenGov

Asset

Management

and

provide

a

brief

including

any

challenges

as

well

as

recommendations

for

OpenGov

Asset

Management

best

practices

relevant

to

Customer

implementation.

Completion Criteria: ● Completion of requirements gathering workshop.

Configure

Configurations

OpenGov will: ● Provide configuration services, including: o Up to ten (10) custom fields and up to two (2) custom layouts per asset type listed

in

the

Assets

section

below

PS-07972.3 14
o Up to thirty (30) custom fields and up to ten (10) custom layouts to be utilized in

any

of

the

shared

areas

of

the

system,

such

as

Tasks
o Up to twenty (20) automations o Up to twenty (20) preventative maintenance plans ● Provide up to ten (10) custom reports to be determined during requirements gathering.

● Provide up to eight (8) hours for use in the definition, development and configuration of a backflow

testing

methodology.

This

methodology

will

enable

assigning

and

managing

testing

Tasks,

using

reports

to

create

constituent

communication,

and

automating

the

creation

of

recurring

Tasks.

○ The services may include: ■ Workflow consultation ■ System configuration, including: ● Automations ● Preventative maintenance plans ● Structure and layouts ● Filters and layers ■ Training ○ Configure and provide five (5) custom report(s) as it pertains to backflow letters. ■ Customer will be responsible for providing sample reports or mockups to assist

OpenGov

staff

in

report

requirement

gathering

tasks.
■ Report configuration will be performed utilizing standard software functionality.

■ Reports requiring script or other non-standard elements are not included in the

scope

of

this

project.

OpenGov Assumptions: ● Implementation of any custom modification developed by OpenGov; your internal staff; or any

third-party

is

not

included

in

the

scope

of

this

project

unless

specifically

listed

above.

Data Services OpenGov will: ● Provide one sandbox and one production data load service through standard import/export

functionality.

OpenGov

will

provide

template

documents

for

data

population.

Once

populated

by

Customer

staff,

OpenGov

will

load

the

data

into

Customer

sandbox

or

production

OpenGov

Asset

Management

environment.

Data

loads

may

include

data

such

as:
o Parent level asset records o Asset location (spatial x/y) attributes o Parent level resource (Labor, Equipment Material, Vendor) records o Resource Rate (Labor, Equipment, Material) records o Standard system libraries ● Provide service for Customer historical data listed below:

PS-07972.3 15
o Sedaru sewer data (<10 asset types, <50k records) related to: assets, work history,

and

condition

inspection

history.

For

the

custom

data

conversion

service(s)

listed

above,

OpenGov

will

provide:
● A review of the historical data along with recommendations for

OpenGov

Asset

Management

best

fit.
● A field map workshop, which will identify where and how historical

data

will

appear

within

OpenGov

Asset

Management
● A test conversion service to facilitate data conversion validation

and

testing
● One revision of the field map used for the test conversion service
● A production conversion service utilizing the final, approved field

map
▪ All data must be accessible to OpenGov from a SQL DB, SQL View, Access

DB

or

Comma

Delimited

Files.
▪ Maximum historical record count: ● Requests : 150,000 ● Tasks: 1,000,000 ● Overall Asset count: 2,000,000 ▪ Exclusions: ● Child records and associated child-level attributes, total cost history,

request

history,

attachments,

and

Labor

and

labor

rates,

Equipment

and

equipment

rates,

Materials

and

quantity

on

hand.
o Sedaru water data (<17 asset types, <215k records) related to: assets, work history

and

condition

inspection

history.

For

the

custom

data

conversion

service(s)

listed

above,

OpenGov

will

provide:
● A review of the historical data along with recommendations for

OpenGov

Asset

Management

best

fit.
● A field map workshop, which will identify where and how historical

data

will

appear

within

OpenGov

Asset

Management
● A test conversion service to facilitate data conversion validation

and

testing
● One revision of the field map used for the test conversion service
● A production conversion service utilizing the final, approved field

map
▪ All data must be accessible to OpenGov from a SQL DB, SQL View, Access

DB

or

Comma

Delimited

Files.
▪ Maximum historical record count: ● Requests : 150,000 ● Tasks: 1,000,000 ● Overall Asset count: 2,000,000 ▪ Exclusions: ● Child records and associated child-level attributes, total cost history,

request

history,

attachments,

and

Labor

and

labor

PS-07972.3 16
rates, Equipment and equipment rates, Materials and quantity

on

hand.
o Munis water data (<25 asset types, <365k records) related to: assets and work

history.

For

the

custom

data

conversion

service(s)

listed

above,

OpenGov

will

provide:
● A review of the historical data along with recommendations for

OpenGov

Asset

Management

best

fit.
● A field map workshop, which will identify where and how historical

data

will

appear

within

OpenGov

Asset

Management
● A test conversion service to facilitate data conversion validation

and

testing
● One revision of the field map used for the test conversion service
● A production conversion service utilizing the final, approved field

map
▪ All data must be accessible to OpenGov from a SQL DB, SQL View, Access

DB

or

Comma

Delimited

Files.
▪ Maximum historical record count: ● Requests : 150,000 ● Tasks: 1,000,000 ● Overall Asset count: 2,000,000 ▪ Exclusions: ● Child records and associated child-level attributes, total cost history,

condition

inspection

history,

request

history,

attachments,

and

Labor

and

labor

rates,

Equipment

and

equipment

rates,

Materials

and

quantity

on

hand.

OpenGov Assumptions: ● OpenGov assumes that the customer is responsible for performing quality control measures on

its

data

in

EAM.
● Data conversion services from other software system(s) or sources (including Navigator databases)

are

not

included

in

the

scope

of

this

project

unless

specifically

listed

above.

Integrations
OpenGov will:

OpenGov will provide a bi-directional integration service between 811 and OpenGov. The integration includes

the

following:

● 811 Tickets (formatted as XML text files) are requested from a Google Gmail account. ● Tasks are created in OpenGov from 811 Ticket Data. ● This integration only adds Task records. Records are never updated. ● When Tasks are completed in OMS the Positive Response will be updated in your 811 system ● Integration Fields ○ Ticket Number → OpenGov 811 Ticket PS-07972.3 17
○ Ticket Revision → OpenGov 811 Revision ○ Member Number → OpenGov 811 Member ○ Printable Text Information → OpenGov 811 Details ○ OpenGov 811 Response Code → Positive Response ○ OpenGov 811 Response Comment (If required by state) → Positive Response Comment

○ 811 Response Status (Positive Response) → OpenGov 811 Response Status ○ 811 Response Results (Positive Response) → OpenGov 811 Response Results ○ OpenGov Fields set by Integration by default ■ Task ID: <ticket>-<revision>-<member>-<year> ■ Asset Type: Non-Asset ■ Activity: Utility Locates ■ Department: 811 ■ Priority: Important (for EMER, SHRT, RUSH) or None.   ■ Shape: Polygon if available, otherwise centroid.   ■ Address Number: <st_from_address>   ■ Street: <street>, if already in Streets library.   ■ Intersecting Street: <cross1>, if already in Streets library.   ■ Location Description: (doesn’t require values to be in OMS libraries)   ■ Address: 3330 TEMPLETON GAP RD     Cross: CHAIN DR   ■ Place: COLORADO SPRINGS     County: EL PASO   ■ Subdivision: OAK PARK ESTATES   ■ Grids: 13S066W32NE   13S066W33NW   ○ OpenGov Attachments ■ Original Ticket ■ Map URL ■ Printable text as HTML ○ Errors are handled as such: ■ Any files with errors are skipped. The error files are moved to a folder labeled

Other

within

the

Gmail

account

for

manually

processing.

■ Errors can be reported via email using the standard ‘If an automation fails send

a

notification’

automation

template

within

OMS.

■ All files not designated as 811 tickets are skipped but will not produce an error.

■ Duplicate records cause an error

Provide the following bi-directional (two-way) integration service between MUNIS and OpenGov. ○ The Tyler Munis Utility Billing Work Order integration interacts with the Task record set.

Munis

Utility

Billing

Work

Orders

will

be

created

in

OpenGov

as

Tasks.

Optionally

it

also

supports

creating

a

parent

OpenGov

Work

Order.

The

Munis

work

order

will

be

brought

over

based

on

the

Munis

department

assigned

to,

Munis

reason

code

and

Munis

work

order

status.

Once

a

new

Munis

work

order

is

found

a

record

will

be

created

in

Tyler

Munis

UB

Incoming

Library.

An

automation

will

then

control

PS-07972.3 18
creating a task from the record in Tyler Munis UB Incoming Library and the optional OpenGov

work

order.

Once

the

task

and

the

optional

work

order

are

completed

an

automation

will

create

a

record

in

Tyler

Munis

UB

Outgoing

Library

with

the

information

to

complete

the

Munis

work

order.

The

integration

will

read

from

the

Tyler

Munis

UB

Outgoing

Library

and

send

the

update

to

Munis

to

complete

work

order.
● Filtering Rules: ○ Tyler Munis UB Departments library will contain all the available departments from Munis.

Only

work

orders

that

have

an

department

in

the

Tyler

Munis

UB

departments

library

with

In

Use

With

Integration

set

to

true

will

be

imported
○ Tyler Munis UB Reasons library will contain all the available reasons from Munis.

Only

work

orders

that

have

a

reason

in

the

Tyler

Munis

UB

Reasons

library

with

a

valid

Activity

set

and

In

Use

With

Integration

set

to

true

will

be

imported
○ Tyler Munis UB Work Order Statuses library will contain all the available statuses from

Munis.

The

Tyler

Munis

UB

Work

Order

Status

records

that

have

the

field

Import

as

New

set

to

true

will

be

used

to

filter

which

work

orders

should

be

imported

as

a

new

Task

during

the

sync

process.
● Field List: ○ Work Order Fields that are available from Munis to OpenGov as part of the import integration:

Description Text
Code Text
Id Integer
WorkOrderHeaderId Integer
Status Text
Status Description Text
UB Entry Date DateTime
Schedule Date DateTime
Request Date DateTime
UB Type Text
Type Description Text
Reason Code Text
Reason Description Text
Service Code Text
Department Text
PS-07972.3 19
Department Code Text
Assigned To Code LookUp
Account Type Text
District Text
Location Service Address Text
Location Service City Text
Location Service State Text
Priority Code Text
Rate Code Text
Rate Code Description Text
Rate Code Short Description Text
External Reference Id 1 Text
External Reference Id 2 Text
Comment 1 Text
Comment 2 Text
Comment 3 Text
Comment 4 Text
Last Reading Integer
Last Read Date DateTime
Account Number Text
Parcel Text
Customer Number Integer
Customer Primary Name Text
Customer Secondary Name Text
Customer Addresses Text
Customer Email Addresses Text
PS-07972.3 20
Customer Phone Numbers Text
Is Service Meter Current Check box
Meter Id Integer
Meter Sequence Integer
Meter Number Of Dials Integer
Meter Size Code Number
Meter Type Text
Meter Service Status Text
Meter Remote Id Serial Number Text
Meter Additional Serial Number 1 Text
Meter Additional Serial Number 2 Text
Meter Serial Number Text
Meter Status Text
Meter Next Calibration Date DateTime
Meter Purchase Date DateTime
Meter Return Date DateTime
Meter Retire Date DateTime
Meter Service Date DateTime

● Meter Fields that are available from Munis to OpenGov as part of the Work Order import integration:

Work Order Header Id Integer
Is Service Meter Current Check box
Meter Id Integer
Meter Sequence Integer
Meter Number Of Dials Integer
PS-07972.3 21
Meter Size Code Number
Meter Type Text
Meter Service Status Text
Meter Remote Id Serial Number Text
Meter Additional Serial Number 1 Text
Meter Additional Serial Number 2 Text
Meter Serial Number Text
Meter Status Text
Meter Next Calibration Date DateTime
Meter Purchase Date DateTime
Meter Return Date DateTime
Meter Retire Date DateTime
Meter Service Date DateTime

● Work Order Fields that can be set on upload back to Munis from OpenGov as part of the integration:

Work Order Header Id Integer
Priority Id LookUp
Assignee Id LookUp
Authorizer Id LookUp
Note Text
Recorded By Text
Completion Date DateTime
Completion Reason Code LookUp
Comment 1 Text
Comment 2 Text
PS-07972.3 22
Comment 3 Text
Comment 4 Text
External Reference Id 1 Text
External Reference Id 2 Text
Scheduled Date Time DateTime
Requested Date Time DateTime
*Note Field list may change as integration is updated over time.

Assumptions:
● All new structure will be created in Enterprise Asset Management by OpenGov. ● Configurable interval will be greater than or equal to 1 minute. ● OpenGov will use the Tyler Munis Utility Billing API to access all information. Any additional cost

associated

with

using

the

API,

will

not

be

the

responsibility

of

OpenGov.

● The Tyler Munis Utility Billing API must be a documented web API and have the capability to provide

the

functionality

outlined

above.
● OpenGov will have access to a test instance of the Tyler Munis Utility Billing system, via the API

and

user

interface

to

verify

transactions.
● Support will not cover changes that must be implemented due to a Tyler Munis Utility Billing API

change.
● API must communicate over standard HTTPS Port 443 OpenGov Assumptions: ● If an API integration is included in scope, Customer is responsible for providing access to a test

instance

of

the

third

party

API

including

a

URL,

authentication

credentials,

and

relevant

documentation.

● Implementation of any custom modification or integration developed by OpenGov; your internal

staff;

or

any

third-party

is

not

included

in

the

scope

of

this

project

unless

specifically

listed

above.

Assets
OpenGov will:
● Provide installation and training on the following asset types: o Water Distribution (9) ▪ Water Backflow; Water Facility; Water Hydrant; Water Lateral; Water Main;

Water

Meter;

Water

Pump;

Water

Valve;

Water

Storage

Tank
o Water Treatment Plant (34)
PS-07972.3 23
▪ Water Treatment Plant; Water Treatment Plant Blowers; Water Treatment

Plant

Compressors;

Water

Treatment

Plant

Electrical

Generator;

Water

Treatment

Plant

Facility;

Water

Treatment

Plant

HVAC

Equipment;

Water

Treatment

Plant

Instrumentation;

Water

Treatment

Plant

Motors;

Water

Treatment

Plant

Processes;

Water

Treatment

Plant

Pump;

Water

Treatment

Plant

Screens;

Water

Treatment

Plant

Structure;

Water

Treatment

Plant

UV;

Water

Treatment

Plant

Valves;

Water

Treatment

Plant

Floor;

Basement

Construction;

Conveying;

Exterior

Enclosures;

Facility

Electrical;

Facility

Equipment;

Fire

Protection;

Foundations;

Furnishings;

Interior

Construction;

Interior

Finishes;

Plumbing;

Roofing;

Site

Mechanical

Issues;

Special

Construction;

Stairs;

Superstructure;

Selective

Building

Demolition;

Site

Preparation;

Site

Improvement;

Other

Site

Construction

o Wastewater Treatment Plant (36) ▪ Wastewater Treatment Plant Blowers; Wastewater Treatment Plant Compressors;

Wastewater

Treatment

Plant

Conveyors;

Wastewater

Treatment

Plant

Electrical

Generator;

Wastewater

Treatment

Plant

Facility;

Wastewater

Treatment

Plant

HVAC

Equipment;

Wastewater

Treatment

Plant

Instrumentation;

Wastewater

Treatment

Plant

Motors;

Wastewater

Treatment

Plant

Presses;

Wastewater

Treatment

Plant

Processes;

Wastewater

Treatment

Plant

Pump;

Wastewater

Treatment

Plant

Screens;

Wastewater

Treatment

Plant

Structure;

Wastewater

Treatment

Plant

UV;

Wastewater

Treatment

Plant

Valves;

Wastewater

Treatment

Plants;

Wastewater

Treatment

Plant

Floor;

Basement

Construction;

Conveying;

Exterior

Enclosures;

Facility

Electrical;

Facility

Equipment;

Fire

Protection;

Foundations;

Furnishings;

Interior

Construction;

Interior

Finishes;

Plumbing;

Roofing;

Site

Mechanical

Issues;

Special

Construction;

Stairs;

Superstructure;

Selective

Building

Demolition;

Site

Preparation;

Site

Improvement;

Other

Site

Construction
o Wastewater Collection / Sanitary Sewer (7) ▪ Sewer Cleanout; Sewer Facility; Sewer Force Main; Sewer Lateral; Sewer

Main;

Sewer

Manhole;

Sewer

Pump
Completion Criteria: ● Customer sign-off on ability to login and access to the sandbox.

Train

Foundational Training
● Provide remote train-the-trainer training, up to two (2) hours, on overall system navigation

and

functionality

to

help

familiarize

Customer

staff

with

the

software

environment

and

its

common

functions.

Training

topics

include:

PS-07972.3 24
o Dashboards o Standard KPI/ROI Gadgets o Logins/Permission o Layers o Filters o Maps o Grids o System Navigation o Views (List & Detail) o Standard Reports o Attachments o Requests, Work, Assets, Resources, Reports, and Administrator Tabs ● Provide remote train-the-trainer training, up to one (1) hour, for an overview of Preventative

Maintenance

Plans.
● Provide remote train-the-trainer training, up to one (1) hour, for an overview of Asset Condition

Manager

and

Advanced

Inspections.

● Provide remote train-the-trainer training, up to two (2) hours, for an overview of Reporting.
● Provide remote train-the-trainer training, up to two (2) hours, on OpenGov Asset Management

Esri

integration

functionality.

Training

topics

include:
o OpenGov Asset Management Esri integration configuration options o Integration functionality (basemap and feature) o Overall Esri integration requirements, considerations, and OpenGov recommended

best

practices
● Provide remote train-the-trainer training, up to two (2) hours, on OpenGov Asset Builder.

Training

topics

include:
o OpenGov Asset Management Administrator ▪ Structure Manager ▪ Library Manager ▪ Layout Manager ▪ User/Role Configurations o OpenGov recommended best practices for expanding the system’s use and/or

building

assets
OpenGov assumptions: ● OpenGov assumes that the customer is responsible for testing its workflows, automations, integrations,

and

configurations

within

the

EAM

and

will

update

the

configurations

as

part

of

its

testing

and

training

activities.

Train the Trainer Training Event
PS-07972.3 25
● Provide a three-day (3-day) onsite "train-the-trainer" training event. The training agenda

will

be

defined

and

agreed

upon

by

both

OpenGov

and

Customer

project

manager.

To

avoid

redundancy,

and

to

utilize

service

time

efficiently,

training

may

cover

a

subset

of

the

assets

listed

in

the

Asset

section

of

the

scope.

Topics

may

include

any

of

the

following:
o Request Management: ▪ Requests ▪ Requesters ▪ Task Creation from Requests ▪ Issue library (including settings such as Applies to Asset and Non-Location)
▪ OpenGov recommended best practices for Request and Requester Management
o Work Management: ▪ Create Task(s) (Asset/Non-Asset) ▪ Assignments (Add, Edit, Remove) ▪ Task Menu Actions ▪ Related Work Items ▪ Create Work Order ▪ Associate Task to WO ▪ Repeat Work Orders ▪ Work Order Menu Actions ▪ Enter Resources ▪ Timesheets ▪ Activity library (including settings such as Applies to Asset, Inspection,

Key

Dates,

Cost,

and

Productivity)
▪ OpenGov recommended best practices for Work Management o Asset Management: ▪ Asset Details ▪ Preventative Maintenance Plans ▪ Inspections ▪ Linked assets (if applicable) ▪ Container/Component Relationships (if applicable) ▪ OpenGov recommended best practices for Asset Management o Resource Management: ▪ Resource Details ▪ Labor/Equipment Rates ▪ Material Management (Stock, Usage, Adjustments) ▪ Vendor Price Quotes ▪ OpenGov recommended best practices for Resource Management o OpenGov Mobile: ▪ Overall system functionality (Navigation, Interface, Maps, Attachments,

Sorting)
▪ Work Management ● Create and Update Tasks (Asset/Non-Asset) ● Assign Tasks PS-07972.3 26
● Enter Resources ● Inspections ▪ Asset Management ● Create and Update Assets ▪ Request Management ● View and Update Requests ● View Requester information ● Create Task from Request ▪ OpenGov recommended best practices for mobile device use o Administrator: ▪ Administrator: ● User Administration, Role Administration, Asset Administration, Record

Filter

Administration,

Import/Export,

Scheduled

Process

Log,

Error

Log
▪ Settings: ● System Settings, Map Administration, Geocode Settings, GIS Integration

settings,

Asset

Color

Manager
▪ Manager: ● Layout Manager, Library Manager, Preventative Maintenance, Asset Condition

Manager,

Notification

Manager,

Structure

Manager,

Automation

● Manager
Core Training:
● Provide Preventative Maintenance Plans remote train-the-trainer training, up to three

(3)

hours.

Training

topics

include:
o Preventative Maintenance o OpenGov recommended best practices for proactive asset management ● Provide Advanced Inspections, Asset Condition Manager, and Asset Risk remote train-the-trainer

training,

up

to

four

(4)

hours.

Training

topics

include:
o Performance Management ▪ Prediction Groups ▪ Minimum Condition Groups ▪ Activities and Impacts ▪ Criticality Factor ▪ Install/Replaced Dates o Business Risk Exposure ▪ Risk ▪ Consequence of Failure ▪ Probability of Failure o OpenGov recommended best practices for Asset Risk Functionality , advanced

inspections

and

condition

management
● Provide Advanced Material Management and Material Planning remote train-the-trainer

training,

up

to

four

(4)

hours.

Training

topics

include:
● Material Locations
PS-07972.3 27
● Material Transfers ● Material Orders ● Settings: o Vendor Price Quotes o Re-order points ● Material Planning o Status Default o Workflow Setup o Notifications ● OpenGov recommended best practices for advanced material management and

Material

Planning.

Completion Criteria ● Core Training and train-the-trainer has been conducted.

Launch
OpenGov will: ● Provide up to remote, up to eight (8) hours, of working sessions to answer any questions following

solution

acceptance.

Completion Criteria: ● Go Live Support has been conducted.

Enterprise Asset Management Phase 2 Use Cases Build for Enterprise Asset Management: ● Transportation ● Walkability ● Signals ● Facilities

Initiate

OpenGov will: ● Setup a hosted, sandbox and production OpenGov Asset Management environment. ● Provide an overview, up to two (2) hours, of OpenGov and ArcGIS Online user-based logins

and

User/Role

functionality.
● Provide a template file to be utilized by Customer staff to populate Roles and Users to

be

utilized

for

OpenGov

Asset

Management.

PS-07972.3 28
● Utilize the template to create users and roles in OpenGov Asset Management. (Note:

Subsequent

User

and/or

Role

changes

will

be

Customer

administrator’s

responsibility.)
● Provide documentation and guidance, up to four (4) hours, for Customer technical GIS

staff

to

configure

Esri

Basemap

Services

for

OpenGov

Asset

Management

integration.

Guidance

will

be

geared

towards

OpenGov

Asset

Management/Esri

integration

functionality

and

requirements.
● Setup the OpenGov Asset Management Platform, including the Request, Work, Resource,

and

Asset

Management

areas

of

the

software.

Asset

Management

solutions

will

be

set

up

for

all

solutions

referenced

in

the

Assets

section

of

the

scope

unless

otherwise

noted.
● Implement identity provider initiated SSO for Microsoft ADFS, Microsoft Azure AD, or

Okta.

OpenGov Assumptions: ● OpenGov assumes that the customer is responsible for performing quality control measures on

its

data

in

EAM.

Completion Criteria: ● The project kicked off with an initial project timeline delivered.

Validate
OpenGov will: ● Provide a three-day (3-day) onsite requirement gathering workshop to increase our understanding

of

Customer

business

and

functional

goals.

Through

workshops

and

interviews,

OpenGov

will

identify

best

fit

scenarios

for

OpenGov

Asset

Management

and

provide

a

brief

including

any

challenges

as

well

as

recommendations

for

OpenGov

Asset

Management

best

practices

relevant

to

Customer

implementation.

Completion Criteria: ● Completion of requirements gathering workshop.

Configure

Configurations

OpenGov will: ● Provide configuration services, including: o Up to ten (10) custom fields and up to two (2) custom layouts per asset type listed

in

the

Assets

section

below
o Up to thirty (30) custom fields and up to ten (10) custom layouts to be utilized in

any

of

the

shared

areas

of

the

system,

such

as

Tasks
o Up to twenty (20) automations o Up to twenty (20) preventative maintenance plans ● Provide up to ten (10) reports to be determined during requirements gathering.

PS-07972.3 29
OpenGov Assumptions: ● Implementation of any custom modification developed by OpenGov; your internal staff; or any

third-party

is

not

included

in

the

scope

of

this

project

unless

specifically

listed

above.

Data Services OpenGov will: ● Provide one sandbox and one production data load service through standard import/export

functionality.

OpenGov

will

provide

template

documents

for

data

population.

Once

populated

by

Customer

staff,

OpenGov

will

load

the

data

into

Customer

sandbox

or

production

OpenGov

Asset

Management

environment.

Data

loads

may

include

data

such

as:
o Parent level asset records o Asset location (spatial x/y) attributes o Parent level resource (Labor, Equipment Material, Vendor) records o Resource Rate (Labor, Equipment, Material) records o Standard system libraries ● Provide the following data services to load customer’s pavement data into OpenGov Enterprise

Asset

Management:
○ OpenGov will provide a template file to third-party vendors, so processed data can be

delivered

to

OpenGov

in

the

required

format.
○ OpenGov will provide a review, not to exceed two (2) hours, of Enterprise Asset Management

data

requirements

to

customer

and

third-party

vendor

staff.
○ OpenGov will provide a field map review, not to exceed two (2) hours, to identify the Enterprise

Asset

Management

destination

fields

for

up

to

10 additional

data

attributes

which

may

have

been

collected.
○ A test conversion service to facilitate data conversion validation and testing ○ One revision of the source data used for the test conversion service ○ A production conversion service utilizing the final, approved source data

Assumptions, Requirements, and Considerations
● This scope of work is isolated to data load activities and does not include any manipulation of

collected

data.
● Data must be provided to OpenGov staff in Esri shapefile or .csv formats ○ If Pavement spatial data is not provided, and does not currently exist in the customer

Enterprise

Asset

Management

database,

OpenGov

will

load

Pavement

condition

data

without

impacting

the

existing

spatial

implementation.
○ Prior to collection efforts, third-party vendors must ensure collected data can be linked

to

a

OpenGov

Pavement

ID.
● OpenGov Enterprise Asset Management calculates PCI values based on the ASTM-6433-11 – Standard

Practice

for

Roads

and

Parking

Lots

Pavement

Condition

Index

Surveys

standard.

Data

collection

firms

are

required

to

provide

Distress,

Severity,

and

Extent

values

as

specified

by

the

aforementioned

standard.

PS-07972.3 30

The

following

data

attributes

are

either

required

(*)

or

highly

recommended

to

support

robust

pavement

management

functionality

in

OpenGov.

PAVEMENT INVENTORY TABLE

NAME DATA TYPE DESCRIPTION
* OpenGov ID Text Unique identifier for OpenGov Pavement (section) record.

Note: This ID will be used to link all associated roadway section related tables * Pavement Length Quantity (Number w/ Unit)
Length of the Pavement section
Note – Quantity fields require two data cells per row: 1 Number value and 1 Unit of Measure (m, km, mi, yd) * Pavement Width Quantity (Number w/ Unit)
Width of the Pavement section
Note – Quantity fields require two data cells per row: 1 Number value and 1 Unit of Measure (m, km, mi, yd) * Pavement Classification Text (Lookup) Pavement Classification value for OpenGov Pavement record. Default values: Asphalt, Brick and Block, Concrete, Earth, and Gravel * Function Classification Text (Lookup) Functional Classification value for OpenGov Pavement record. Default values: Rural Arterial, Rural Collector, Rural Local, Urban Arterial, Urban Collector, and Urban Local Street Text (Lookup) Street name for OpenGov Pavement record Street Ahead Text (Lookup) (Intersecting) Street Ahead name for OpenGov Pavement record PS-07972.3 31
Street Back Text (Lookup) (Intersecting) Street Back name for OpenGov Pavement record Construction Date Date Construction date helps establish a baseline for each asset. This baseline is crucial when managing condition and deterioration of high cost, high impact assets.

● Pavement attributes must include Length and Width values ● Pavement Classifications should be limited to the following: ○ Gravel ○ Brick and Block ○ Concrete ○ Asphalt ○ Earth ● ● Functional Classifications should be limited to the following: ○ Rural Arterial ○ Rural Collector ○ Rural Local ○ Urban Arterial ○ Urban Collector ○ Urban Local

PAVEMENT INSPECTION TABLE

NAME DATA TYPE DESCRIPTION
* OpenGov ID Text Unique identifier for OpenGov Pavement (section) record.

Note: This ID will be used to link all associated roadway section related tables * Inspection ID Text Unique identifier for inspections * Inspection Date Date Inspection date
PS-07972.3 32
Average IRI Quantity with Unit
If applicable, a pre-calculated Average IRI value must be provided. Additionally, an Average IRI value should be converted and provided in a 0 to 100 scale for use in OpenGov’s Overall Condition Index (OCI) calculation.

PAVEMENT DETAILED DISTRESS TABLE**

NAME DATA TYPE DESCRIPTION
* OpenGov ID Text Unique identifier for OpenGov Pavement (section) record.

Note: This ID will be used to link all associated roadway section related tables * Inspection ID
Text Unique identifier for Inspection records
* Sample ID Text Unique identifier for Sample Areas Sample To Integer Identify the end of the Sample Area Sample From Integer Identify the beginning of the Sample Area Sample Width
Quantity with Unit
Identify the Width of the Sample if the Sample Width differs from the Pavement Width * Distress Text (Lookup) Values must match distresses specified in the ASTM-6433-11 standard. * Severity Text (Lookup) Low, Moderate, High * Extent Number Must be represented as a percentage number value Note: Distress data should be collected in accordance with ASTM D-6433-11 standards, including extent

and

severity.

● Distress Severities must be limited to the following: ○ Low ○ Moderate PS-07972.3 33
○ High ● Standard distresses: ○ Asphalt Longitudinal Cracking and Asphalt Transverse Cracking should be combined into

a

single

distress.
○ PCC Faulting Right and PCC Faulting Left should be combined into a single distress. ○ PCC Longitudinal Cracking and PCC Transverse Cracking should be combined into a single

distress.

○ Asphalt Raveling & Weathering should be separated into Asphalt Raveling and Asphalt Weathering

–

Surface

Wear.
● ASTM-6433-11 requires unique “Distress + Severity” combinations per Sample area.

PAVEMENT CONDITION CATEGORY TABLE

NAME DATA TYPE DESCRIPTION
* OpenGov ID Text Unique identifier for OpenGov Pavement (section) record.

Note: This ID will be used to link all associated roadway section related tables * Inspection ID Text Unique identifier for Inspection records Condition Category
Text (Lookup) A value that generally reflects a high-level condition using a 0 to 100 scale index. For example, OpenGov Enterprise Asset Management recognizes PCI as a Condition Category. IRI values provided in a converted 0 to 100 scale can be loaded as a Ride Condition Category thereby impacting the Overall Condition Index (OCI) value in Index Integer A value, on a 0 to 100 scale, which reflects the condition of the corresponding Condition Category ● Provide service for Customer historical data listed below:

PS-07972.3 34
o Sedaru stormwater data (<20 asset types, <10k records) related to: assets, work

history,

condition

inspection

history
o For the custom data conversion service(s) listed above, OpenGov will provide:
▪ A review of the historical data along with recommendations for OpenGov

Asset

Management

best

fit.
▪ A field map workshop, which will identify where and how historical data

will

appear

within

OpenGov

Asset

Management
▪ A test conversion service to facilitate data conversion validation and testing
▪ One revision of the field map used for the test conversion service ▪ A production conversion service utilizing the final, approved field map
o All data must be accessible to OpenGov from a SQL DB, SQL View, Access DB or

Comma

Delimited

Files.
o Maximum historical record count: ▪ Requests : 150,000 ▪ Tasks: 1,000,000 ▪ Overall Asset count: 2,000,000 o Exclusions: ▪ Child records and associated child-level attributes, total cost history,

request

history,

attachments,

and

Labor

and

labor

rates,

Equipment

and

equipment

rates,

Materials

and

quantity

on

hand.

OpenGov Assumptions: ● OpenGov assumes that the customer is responsible for performing quality control measures on

its

data

in

EAM.
● Data conversion services from other software system(s) or sources (including Navigator databases)

are

not

included

in

the

scope

of

this

project

unless

specifically

listed

above.

Assets
OpenGov will:
● Provide installation and training on the following asset types: o Transportation (8) ▪ Bridge; Light Fixture; Pavement; Sign; Guardrail; Marking; Pavement Area;

Support
o Walkability (7) ▪ ADA Ramp; Pavement Area: Sign; Tree; Light Fixture; Sidewalk; Support
o Signals (8) ▪ Preemption; Signal Cabinet; Signal Head; Traffic Camera; Signalized Intersection;

Signal

Controller;

Signal

Monitor;

Traffic

Detector
o Stormwater (9) ▪ Storm Basin; Storm Channel; Storm Culvert; Storm Facility; Storm Inlet;

Storm

Manhole;

Storm

Outlet;

Storm

Pipe;

Storm

Pump

PS-07972.3 35
o Up to 3 Custom Asset Type(s) to be determined during Requirements Gathering.

Completion Criteria: ● Customer sign-off on ability to login and access to the sandbox.

Train

Foundational Training
● Provide remote train-the-trainer training, up to two (2) hours, on overall system navigation

and

functionality

to

help

familiarize

Customer

staff

with

the

software

environment

and

its

common

functions.

Training

topics

include:
o Dashboards o Standard KPI/ROI Gadgets o Logins/Permission o Layers o Filters o Maps o Grids o System Navigation o Views (List & Detail) o Standard Reports o Attachments o Requests, Work, Assets, Resources, Reports, and Administrator Tabs ● Provide remote train-the-trainer training, up to one (1) hour, for an overview of Preventative

Maintenance

Plans.
● Provide remote train-the-trainer training, up to one (1) hour, for an overview of Asset Condition

Manager

and

Advanced

Inspections.

● Provide remote train-the-trainer training, up to two (2) hours, for an overview of Reporting.
● Provide remote train-the-trainer training, up to two (2) hours, on OpenGov Asset Management

Esri

integration

functionality.

Training

topics

include:
o OpenGov Asset Management Esri integration configuration options o Integration functionality (basemap and feature) o Overall Esri integration requirements, considerations, and OpenGov recommended

best

practices
● Provide remote train-the-trainer training, up to two (2) hours, on OpenGov Asset Builder.

Training

topics

include:
o OpenGov Asset Management Administrator
PS-07972.3 36
▪ Structure Manager ▪ Library Manager ▪ Layout Manager ▪ User/Role Configurations o OpenGov recommended best practices for expanding the system’s use and/or

building

assets
OpenGov assumptions: ● OpenGov assumes that the customer is responsible for testing its workflows, automations, integrations,

and

configurations

within

the

EAM

and

will

update

the

configurations

as

part

of

its

testing

and

training

activities.

Train the Trainer Training Event
● Provide a three-day (3-day) onsite "train-the-trainer" training event. The training agenda

will

be

defined

and

agreed

upon

by

both

OpenGov

and

Customer

project

manager.

To

avoid

redundancy,

and

to

utilize

service

time

efficiently,

training

may

cover

a

subset

of

the

assets

listed

in

the

Asset

section

of

the

scope.

Topics

may

include

any

of

the

following:
o Request Management: ▪ Requests ▪ Requesters ▪ Task Creation from Requests ▪ Issue library (including settings such as Applies to Asset and Non-Location)
▪ OpenGov recommended best practices for Request and Requester Management
o Work Management: ▪ Create Task(s) (Asset/Non-Asset) ▪ Assignments (Add, Edit, Remove) ▪ Task Menu Actions ▪ Related Work Items ▪ Create Work Order ▪ Associate Task to WO ▪ Repeat Work Orders ▪ Work Order Menu Actions ▪ Enter Resources ▪ Timesheets ▪ Activity library (including settings such as Applies to Asset, Inspection,

Key

Dates,

Cost,

and

Productivity)
▪ OpenGov recommended best practices for Work Management o Asset Management: ▪ Asset Details ▪ Preventative Maintenance Plans ▪ Inspections ▪ Linked assets (if applicable) ▪ Container/Component Relationships (if applicable) ▪ OpenGov recommended best practices for Asset Management PS-07972.3 37
o Resource Management: ▪ Resource Details ▪ Labor/Equipment Rates ▪ Material Management (Stock, Usage, Adjustments) ▪ Vendor Price Quotes ▪ OpenGov recommended best practices for Resource Management o OpenGov Mobile: ▪ Overall system functionality (Navigation, Interface, Maps, Attachments,

Sorting)
▪ Work Management ● Create and Update Tasks (Asset/Non-Asset) ● Assign Tasks ● Enter Resources ● Inspections ▪ Asset Management ● Create and Update Assets ▪ Request Management ● View and Update Requests ● View Requester information ● Create Task from Request ▪ OpenGov recommended best practices for mobile device use o Administrator: ▪ Administrator: ● User Administration, Role Administration, Asset Administration, Record

Filter

Administration,

Import/Export,

Scheduled

Process

Log,

Error

Log
▪ Settings: ● System Settings, Map Administration, Geocode Settings, GIS Integration

settings,

Asset

Color

Manager
▪ Manager: ● Layout Manager, Library Manager, Preventative Maintenance, Asset Condition

Manager,

Notification

Manager,

Structure

Manager,

Automation

● Manager
Core Training:
● Provide Preventative Maintenance Plans remote train-the-trainer training, up to three

(3)

hours.

Training

topics

include:
o Preventative Maintenance o OpenGov recommended best practices for proactive asset management ● Provide Advanced Inspections, Asset Condition Manager, and Asset Risk remote train-the-trainer

training,

up

to

four

(4)

hours.

Training

topics

include:
o Performance Management ▪ Prediction Groups ▪ Minimum Condition Groups PS-07972.3 38
▪ Activities and Impacts ▪ Criticality Factor ▪ Install/Replaced Dates o Business Risk Exposure ▪ Risk ▪ Consequence of Failure ▪ Probability of Failure o OpenGov recommended best practices for Asset Risk Functionality , advanced

inspections

and

condition

management
● Provide Advanced Material Management and Material Planning remote train-the-trainer

training,

up

to

four

(4)

hours.

Training

topics

include:
● Material Locations ● Material Transfers ● Material Orders ● Settings: o Vendor Price Quotes o Re-order points ● Material Planning o Status Default o Workflow Setup o Notifications ● OpenGov recommended best practices for advanced material management and

Material

Planning.

Completion Criteria ● Core Training and train-the-trainer has been conducted.

Launch
OpenGov will: ● Provide up to remote, up to eight (8) hours of working sessions to answer any questions following

solution

acceptance.

Completion Criteria: ● Go Live Support has been conducted.

Enterprise Asset Management Phase 3 Use Cases Build for Enterprise Asset Management: ● Custom assets for natural gas (10) , irrigation (1) , flood (10), and electric (15)

PS-07972.3 39

Initiate

OpenGov will: ● Setup a hosted, sandbox and production OpenGov Asset Management environment. ● Provide an overview, up to two (2) hours, of OpenGov and ArcGIS Online user-based logins

and

User/Role

functionality.
● Provide a template file to be utilized by Customer staff to populate Roles and Users to

be

utilized

for

OpenGov

Asset

Management.
● Utilize the template to create users and roles in OpenGov Asset Management. (Note:

Subsequent

User

and/or

Role

changes

will

be

Customer

administrator’s

responsibility.)
● Provide documentation and guidance, up to four (4) hours, for Customer technical GIS

staff

to

configure

Esri

Basemap

Services

for

OpenGov

Asset

Management

integration.

Guidance

will

be

geared

towards

OpenGov

Asset

Management/Esri

integration

functionality

and

requirements.
● Setup the OpenGov Asset Management Platform, including the Request, Work, Resource,

and

Asset

Management

areas

of

the

software.

Asset

Management

solutions

will

be

set

up

for

all

solutions

referenced

in

the

Assets

section

of

the

scope

unless

otherwise

noted.
● Implement identity provider initiated SSO for Microsoft ADFS, Microsoft Azure AD, or

Okta.

OpenGov Assumptions: ● OpenGov assumes that the customer is responsible for performing quality control measures on

its

data

in

EAM.

Completion Criteria: ● The project kicked off with an initial project timeline delivered.

Validate
OpenGov will: ● Provide a remote, up to twelve (12) hours, requirement gathering workshop to increase

our

understanding

of

Customer

business

and

functional

goals.

Through

workshops

and

interviews,

OpenGov

will

identify

best

fit

scenarios

for

OpenGov

Asset

Management

and

provide

a

brief

including

any

challenges

as

well

as

recommendations

for

OpenGov

Asset

Management

best

practices

relevant

to

Customer

implementation.

Completion Criteria: ● Completion of requirements gathering workshop.

Configure

Configurations

PS-07972.3 40
OpenGov will: ● Provide configuration services, including: o Up to ten (10) custom fields and up to two (2) custom layouts per asset type listed

in

the

Assets

section

below
o Up to thirty (30) custom fields and up to ten (10) custom layouts to be utilized in

any

of

the

shared

areas

of

the

system,

such

as

Tasks
o Up to twenty (20) automations o Up to twenty (20) preventative maintenance plans OpenGov Assumptions: ● Implementation of any custom modification developed by OpenGov; your internal staff; or any

third-party

is

not

included

in

the

scope

of

this

project

unless

specifically

listed

above.

Data Services OpenGov will: ● Provide one sandbox and one production data load service through standard import/export

functionality.

OpenGov

will

provide

template

documents

for

data

population.

Once

populated

by

Customer

staff,

OpenGov

will

load

the

data

into

Customer

sandbox

or

production

OpenGov

Asset

Management

environment.

Data

loads

may

include

data

such

as:
o Parent level asset records o Asset location (spatial x/y) attributes o Parent level resource (Labor, Equipment Material, Vendor) records o Resource Rate (Labor, Equipment, Material) records o Standard system libraries OpenGov Assumptions: ● If an API integration is included in scope, Customer is responsible for providing access to a test

instance

of

the

third

party

API

including

a

URL,

authentication

credentials,

and

relevant

documentation.

● Implementation of any custom modification or integration developed by OpenGov; your internal

staff;

or

any

third-party

is

not

included

in

the

scope

of

this

project

unless

specifically

listed

above.

Assets
OpenGov will:
● Provide installation and training on the following asset types: o Up to 36 Custom Asset Type(s) to be determined during Requirements Gathering.

▪ Natural gas (10) ▪ Irrigation (1) ▪ Flood (10) ▪ Electric (15) PS-07972.3 41
Completion Criteria: ● Customer sign-off on ability to login and access to the sandbox.

Train

Foundational Training
● Provide remote train-the-trainer training, up to two (2) hours, on overall system navigation

and

functionality

to

help

familiarize

Customer

staff

with

the

software

environment

and

its

common

functions.

Training

topics

include:
o Dashboards o Standard KPI/ROI Gadgets o Logins/Permission o Layers o Filters o Maps o Grids o System Navigation o Views (List & Detail) o Standard Reports o Attachments o Requests, Work, Assets, Resources, Reports, and Administrator Tabs ● Provide remote train-the-trainer training, up to one (1) hour, for an overview of Preventative

Maintenance

Plans.
● Provide remote train-the-trainer training, up to one (1) hour, for an overview of Asset Condition

Manager

and

Advanced

Inspections.

● Provide remote train-the-trainer training, up to two (2) hours, for an overview of Reporting.
● Provide remote train-the-trainer training, up to two (2) hours, on OpenGov Asset Management

Esri

integration

functionality.

Training

topics

include:
o OpenGov Asset Management Esri integration configuration options o Integration functionality (basemap and feature) o Overall Esri integration requirements, considerations, and OpenGov recommended

best

practices
● Provide remote train-the-trainer training, up to two (2) hours, on OpenGov Asset Builder.

Training

topics

include:
o OpenGov Asset Management Administrator ▪ Structure Manager ▪ Library Manager ▪ Layout Manager PS-07972.3 42
▪ User/Role Configurations o OpenGov recommended best practices for expanding the system’s use and/or

building

assets
OpenGov assumptions: ● OpenGov assumes that the customer is responsible for testing its workflows, automations, integrations,

and

configurations

within

the

EAM

and

will

update

the

configurations

as

part

of

its

testing

and

training

activities.

Train the Trainer Training Event
● Provide a remote, up to sixteen (16) hours, "train-the-trainer" training event. The training

agenda

will

be

defined

and

agreed

upon

by

both

OpenGov

and

Customer

project

manager.

To

avoid

redundancy,

and

to

utilize

service

time

efficiently,

training

may

cover

a

subset

of

the

assets

listed

in

the

Asset

section

of

the

scope.

Topics

may

include

any

of

the

following:
o Request Management: ▪ Requests ▪ Requesters ▪ Task Creation from Requests ▪ Issue library (including settings such as Applies to Asset and Non-Location)
▪ OpenGov recommended best practices for Request and Requester Management
o Work Management: ▪ Create Task(s) (Asset/Non-Asset) ▪ Assignments (Add, Edit, Remove) ▪ Task Menu Actions ▪ Related Work Items ▪ Create Work Order ▪ Associate Task to WO ▪ Repeat Work Orders ▪ Work Order Menu Actions ▪ Enter Resources ▪ Timesheets ▪ Activity library (including settings such as Applies to Asset, Inspection,

Key

Dates,

Cost,

and

Productivity)
▪ OpenGov recommended best practices for Work Management o Asset Management: ▪ Asset Details ▪ Preventative Maintenance Plans ▪ Inspections ▪ Linked assets (if applicable) ▪ Container/Component Relationships (if applicable) ▪ OpenGov recommended best practices for Asset Management o Resource Management: ▪ Resource Details ▪ Labor/Equipment Rates PS-07972.3 43
▪ Material Management (Stock, Usage, Adjustments) ▪ Vendor Price Quotes ▪ OpenGov recommended best practices for Resource Management o OpenGov Mobile: ▪ Overall system functionality (Navigation, Interface, Maps, Attachments,

Sorting)
▪ Work Management ● Create and Update Tasks (Asset/Non-Asset) ● Assign Tasks ● Enter Resources ● Inspections ▪ Asset Management ● Create and Update Assets ▪ Request Management ● View and Update Requests ● View Requester information ● Create Task from Request ▪ OpenGov recommended best practices for mobile device use o Administrator: ▪ Administrator: ● User Administration, Role Administration, Asset Administration, Record

Filter

Administration,

Import/Export,

Scheduled

Process

Log,

Error

Log
▪ Settings: ● System Settings, Map Administration, Geocode Settings, GIS Integration

settings,

Asset

Color

Manager
▪ Manager: ● Layout Manager, Library Manager, Preventative Maintenance, Asset Condition

Manager,

Notification

Manager,

Structure

Manager,

Automation

● Manager
Core Training:
● Provide Preventative Maintenance Plans remote train-the-trainer training, up to three

(3)

hours.

Training

topics

include:
o Preventative Maintenance o OpenGov recommended best practices for proactive asset management ● Provide Advanced Inspections, Asset Condition Manager, and Asset Risk remote train-the-trainer

training,

up

to

four

(4)

hours.

Training

topics

include:
o Performance Management ▪ Prediction Groups ▪ Minimum Condition Groups ▪ Activities and Impacts ▪ Criticality Factor ▪ Install/Replaced Dates PS-07972.3 44
o Business Risk Exposure ▪ Risk ▪ Consequence of Failure ▪ Probability of Failure o OpenGov recommended best practices for Asset Risk Functionality , advanced

inspections

and

condition

management
● Provide Advanced Material Management and Material Planning remote train-the-trainer

training,

up

to

four

(4)

hours.

Training

topics

include:
● Material Locations ● Material Transfers ● Material Orders ● Settings: o Vendor Price Quotes o Re-order points ● Material Planning o Status Default o Workflow Setup o Notifications ● OpenGov recommended best practices for advanced material management and

Material

Planning.

Completion Criteria ● Core Training and train-the-trainer has been conducted.

Launch
OpenGov will: ● Provide up to remote, up to eight (8) hours, of working sessions to answer any questions following

solution

acceptance.

Completion Criteria: ● Go Live Support has been conducted.

PS-07972.3 45

14 OpenGov Master Services Agreement City of Victorville, CA - Revised March 4, 2025

EXHIBIT C

INSURANCE REQUIREMENTS
Exhibit C, Page 1 OpenGov Insurance
EXHIBIT C INSURANCE REQUIREMENTS 1. Required minimum coverages are as follows: a. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury, and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired (Code 8), and non-owned autos (Code 9), with a Combined Single Limit no less than $1,000,000 per accident for bodily injury and property damage. c. Workers’ Compensation Insurance: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Consultant its employees, agents and subcontractors. d. Cyber Liability Insurance: appropriate to Consultant’s Profession, with limits of no less than $1,000,000 per claim. e. Technology Errors and Omissions Liability Insurance: appropriate to Consultant’s profession and services hereunder, with limits not less than $2,000,000, per claim. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by consultant in this Agreement and shall include coverage for third party claims and losses with respect to network risks (such as data breaches, unauthorized access or use, ID theft, theft of data) and invasion of privacy regardless of the type of media involved in the loss of private information, crisis management and identity theft response costs. This should also include breach notification costs, credit remediation and credit monitoring, defense and claims expenses, regulatory defense costs plus fines and penalties, cyber extortion, computer program and electronic data restoration expenses coverage (data asset protection), network business interruption, and funds transfer loss. f. All Insurance is to be placed with good and responsible insurers which are licensed or authorized to transact insurance business in the state of California with an AM Best’s rating of not less than A-:VII, unless otherwise acceptable to the City. 2. The insurance policies are to contain, or be endorsed to contain, the following provisions: a. The City, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Consultant, including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant’s insurance (at least as broad as ISO Form Exhibit C, Page 2 OpenGov Insurance
CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). b. For any claims related to this Agreement, the Consultant’s CGL insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents, or volunteers shall be excess of Consultant’s insurance and shall not contribute with it. This requirement shall also apply to any excess or umbrella liability policies. c. Consultant hereby grants to the City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. d. Each insurance policy required in this Agreement shall provide that coverage shall not be canceled, except with written notice to the City. In the event of cancellation of any required insurance coverage as required by this Agreement, the City shall be notified in writing not less than thirty (30) days before the cancellation is effective. Consultant shall venture to give the City not less than thirty (30) days written notice of any material amendment. e. Consultant may use umbrella or excess policies to provide the liability limits as required in this Agreement. This form of insurance will be acceptable provided that all of the primary and umbrella or excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, self-insured retentions (SIRs), indemnity, and defense requirements. The umbrella or excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying CGL insurance. f. Any Self-insured retentions and deductibles must be declared on the certificate of insurance. g. Consultant shall require and verify that all subcontractors/subconsultants maintain insurance in the types and amounts deemed appropriate given the scope of work. h. Consultant shall furnish the City with original certificates of insurance and endorsements evidencing the coverage required by this Agreement prior to performing any services or as otherwise agreed to by the parties. All certificates of insurance and endorsements are to be received and approved by the City before any provision of services or work commences.

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