1 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024 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. Customers may access the most up-to-date Documentation on the Customer Resource Center page at opengov.zendesk.com.
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 executed by the parties 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”).
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 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
2.3.1. If OpenGov or its authorized independent contractors provides professional services
2 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024 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. 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 and Documentation. 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; (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 the Customer. Customer grants OpenGov and its partners (such as hosting providers) a nonexclusive, royalty-free license to use, store, edit, and reformat the 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 sales, marketing, business development, product enhancement, customer service, and data
3 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024 analysis. Insights gleaned from aggregated, anonymized Customer Data will belong to OpenGov.
4.3. Access to Customer Data. Customer may download the Customer Data from the Software Services at any time during the Term, excluding during routine software maintenance periods. OpenGov has no obligation to return Customer Data to Customer.
4.4. Deletion of Customer Data. Unless otherwise requested pursuant to this Section 4.4, upon the termination of this Agreement, the Customer Data shall be deleted pursuant to OpenGov’s standard data deletion and retention practices. 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 into the Software Services and Documentation Customer’s Feedback. 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) data that the Customer has previously released to the public; (b) data that Customer would be required to release to the public upon request under applicable federal, state, or local public records laws; (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; or (f) 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 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
4 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024 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. This Agreement shall automatically renew for another period of the same duration as the Initial Term (each one is a new “Renewal Term”) unless either party notifies the other party of its intent not to renew this Agreement in writing no less than 30 days before the end of the then-current term.
6.3. Termination. 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 (10 days in the case of non-payment), the non-breaching party may terminate this Agreement. Neither party shall have the right to terminate this Agreement early without a legally valid cause.
6.4. Effect of Termination. Upon termination of this Agreement pursuant to Section 6.1, 6.2, or 6.3: (a) Customer shall pay in full for all Software Services and Professional Services performed up to and including the date of termination or expiration, (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.
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 without setoffs, withholdings or deductions of any kind. Invoices are deemed received when OpenGov 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 Maintenance Price Adjustment. OpenGov shall increase the fees for the Software Services during any Renewal Term by 5% each year of the Renewal Term.
7.1.3. Travel Expenses. OpenGov will invoice Customer for travel expenses provided in the SOW as they are incurred. Customer shall pay all such valid invoices within 30 days of receipt of invoice. Each invoice shall include receipts for the travel expenses listed on the invoice.
7.1.4. Customer Delays; On Hold Fee.
5 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024
7.1.4.1. On Hold. Excluding delays caused by a force majeure event as described in Section 10.5, if OpenGov 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. 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. 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.
7.1.4.2. On Hold Notice; On Hold Fee. OpenGov may also issue an “On Hold Notice” specifying that the Customer will be invoiced for lost time in production (e.g., delayed or lost revenue resulting from rescheduling work on other projects, delay in receiving milestone payments from Customer, equipment, hosting providers and human resources idle) for a fee equal to 10% of the first year’s fee for Software Services. OpenGov may remove the on hold status and may rescind the fee in its discretion upon Customer’s fulfillment of its obligations set out in the On Hold Notice. And OpenGov may extend the timeline to complete certain Professional Services depending on the availability of qualified team resources (OpenGov cannot guarantee that these team resources will be the same as those who were working on the project prior to it being placed On Hold).
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 late interest penalty of 1.5% of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower and (b) If Customer’s account remains delinquent (with respect to payment of a valid invoice) for 30 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 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 any and 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
6 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024 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, Customer’s exclusive remedy and OpenGov’s entire liability will be the re-performance of 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 deficient work.
Customer must give written notice of any claim under this warranty to OpenGov within 90 days of performance of such work to receive such warranty remedies.
8.1.3. Software Services Warranty. OpenGov further represents and warrants that for a period of 90 days after the Effective Date, 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 the Documentation and authorized under 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 during the Term. OpenGov’s entire liability for any breach of the foregoing warranty is to repair or replace any nonconforming Software Services so that the affected portion of the Software Services operates as warranted or, if OpenGov is unable to do so, terminate the license for such Software Services and refund the pre-paid, unused portion of the fee for such 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 the 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
7 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024
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.
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. Upon Customer’s written consent, OpenGov shall have the right to use and display Customer’s logos and trade names subject to Customer’s usage guidelines provided to OpenGov.
10.2. Notice. Ordinary day-to-day operational communications may be conducted by email, live chat or telephone. However, for notices, including legal notices, required by the Agreement (in sections where the word “notice” appears) the parties must communicate more formally in a writing sent via USPS certified mail and via email. OpenGov’s addresses for notice are: OpenGov, Inc., 6525 Crown Blvd #41340, San Jose, CA 95160, and [email protected].
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
8 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024 other remedy that the aggrieved party may have, it shall be entitled to seek equitable injunctive relief without being required to post a bond or other surety or to prove either actual damages or that damages would be an inadequate remedy.
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.
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 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. Governing Law and Jurisdiction. California laws govern this Agreement, without regard to conflict of laws principles. Exclusive jurisdiction for litigation of any dispute, controversy or claim arising out of or in connection with this Agreement shall be only in the Federal or State court with competent jurisdiction located in Orange County, California, and the parties submit to the personal jurisdiction and venue therein.
10.11. Complete Agreement. OpenGov has made no other promises or representations to Customer other than those contained in this Agreement. Any modification to this Agreement must be in writing and signed by an authorized representative of each party.
9 OpenGov Master Services Agreement City of Yorba Linda, California - Revised January 29, 2024 Signatures
Customer: City of Yorba Linda
Signature:
Name:
Title:
Date:
OpenGov, Inc.
Signature:
Name:
Title:
Date:
OpenGov Inc.
660 3rd Street, Suite 100
San Francisco, CA 94107
United States
https://opengov.com | 1
Order Number:
Created On:
Quote Expiration Date:
Subscription Start Date:
Subscription End Date:
Q013748
January 5, 2024
March 3, 2024
February 04, 2024
February 03, 2025
Prepared By:
Email:
Contract Term:
Brady Keller
[email protected]
12 Months
Customer Information
Customer:
Bill To/Ship To:
City of Yorba Linda, CA
4845 Casa Loma
Yorba Linda, CA US
Contact Name:
Email:
Phone:
Diana Honeywell
[email protected]
714-961-7140
Order Details
Billing Frequency: Annual Payment Terms: Net 30
SOFTWARE SERVICES:
Product / Service Start Date End Date Annual Fee
B&P Managed Services: Assist February 04, 2024 February 03, 2025 $12,500.00 Total Annual Fee $12,500.00
Order Form Legal Terms
Welcome to OpenGov!
This Order Form incorporates the OpenGov Master Services Agreement ("MSA") attached here or available at https://opengov.com/terms-ofservice/master-services-agreement/ . The "Agreement" between OpenGov and the entity identified above ("Customer") consists of the Order Form, MSA, and, if Professional Services are purchased, the Statement of Work. Unless otherwise specified above, fees for the Software Services and Professional Services shall be due and payable, in advance, 30 days from receipt of the invoice. By signing this Agreement, Customer acknowledges that it has reviewed, and agrees to be legally bound by the Agreement. Each party’s acceptance of this Agreement is conditional upon the other’s acceptance of the Agreement to the exclusion of all other terms.
City of Yorba Linda, CA
Signature: \s1\
OpenGov, Inc.
Signature: \s2\
Name: \n1\
Title: \t1\
Date: \d1\
Name: \n2\
Title: \t2\
Date: \d2\
Statement of Work
City of Yorba Linda, CA
Creation Date: 1/29/2024
Document Number: PS-05539
Version Number: 1
Created by: Sidney Barnes
2023 Statement of Work V1
1
TABLE OF CONTENTS
1. Overview 3
2. Project Schedule 3
3. General Project Assumptions 3
4. Project Scope 4
5. Change Management 5
2023 Statement of Work V1
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1. Overview
This Statement of Work (“SOW”) identifies services that OpenGov, Inc. (“OpenGov” or “we”) will perform for City of Yorba Linda, CA (“Customer” or “you”) pursuant to that order for Professional Services entered into between OpenGov and the Customer (“Order Form”) which references the Master Services Agreement or other applicable agreement entered into by the parties (the “Agreement”). For clarity, Customer’s use of the Professional Services are governed by the Agreement and not this SOW. Upon execution of the Order Form or other documentation referencing the SOW, this SOW shall be incorporated by reference into the Agreement. In the event of any inconsistency or conflict between the terms and conditions of this SOW and the Agreement, the terms and conditions of this SOW shall govern with respect to the subject matter of this SOW only. Unless otherwise defined herein, capitalized terms used in this SOW shall have the meaning defined in the Agreement. This SOW may not be modified or amended except in a written agreement signed by a duly authorized representative of each party.
2. Project Schedule
OpenGov will schedule resources for this project upon signature of the order form. Unless specifically noted, OpenGov will work with Customer to develop the project schedule 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.
3. General Project Assumptions
In order to ensure we are able to meet the project timeline and ensure Customer is successful, OpenGov asks that Customer abide by the General Assumptions detailed in this SOW. ● Professional Services under this SOW will be billed on an annual basis. OpenGov bases this amounts on a set of hours. These hours should be adequate to achieve the deliverables, however if they are not, the Customer will need to purchase additional hours. Any unused hours after such expiration shall be forfeited with no credit or fees due to Customer. ● OpenGov or its authorized independent contractors provide Professional Services to Customer as described in this SOW as agreed to by the parties. ● This SOW is limited to the Professional Services as defined in the Project Scope. Any additional services or support not defined in Section 4 Project Scope will be considered out of scope and managed in accordance with Section 5 Change Management of this SOW. ● Customer will commit and provide access to all necessary stakeholders and subject matter experts necessary to complete the Section 4 Project Scope in this SOW. ● Customer is responsible for internal change management associated with the purchase of new software.
● Response Protocol
○ OpenGov and Customer commit to responding to inquiries, updates, or any other project-related matters in no less than 10 (ten) business days throughout the course of this project. If Customer is delayed in its response, Customer acknowledges that:
a) the delay may impact the project schedule; and b) any fees for Professional 2023 Statement of Work V1
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Services due to OpenGov after such delay shall become due and OpenGov may invoice Customer for such prepayment.
○ The Professional Services will be provided during regular business hours (8am to 6pm local Time) Monday through Friday (holidays excluded). ● Professional Services Offer Expiration:
○ This SOW is valid for up to 90 days from the Creation Date, or as agreed to in writing by OpenGov and Customer.
● All services will be provided remotely.
4. Project Scope
Online Budget Book
OpenGov will:
● Review how to use and copy OBB Templates
● Add Reports Views to Stories
● Add Customer content including: narrative, images, and external data to Stories ● Publish Stories
● Update and maintain Stories
Customer will:
● Validate and sign off on OBB Department and Project Story Shells. ● Complete Department and Project Story by adding Customer content including:
o Narrative
o Images
o External Data
● Make Stories public and Publish OBB.
Operating Budget and Capital Planning Full Rollover from Year to Year OpenGov will:
● Rollover one (1) Budget and (1) Capital instance, once base budgets are validated and confirmed
● Configure and upload Customer’s base budget files into OpenGov budget instances based on best practices.
● Configure additional proposals and worksheets for respective Departments and Projects in the base budget file based on the agreed upon structure ● Review configured OpenGov Budget and provide training to Customer on how to:
o Create a Full Rollover budget from year to year
o Create new Proposals and Worksheets as needed
o Manage Budgets
Customer will:
● Provide current base budget
● Validate new proposals prior to OpenGov building out copying budget and capital proposals and worksheets
● Validate and provide signoff on Budget Proposals and Worksheets 2023 Statement of Work V1
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Setup and Rollover Workforce Plan and Budget Book Publication from Year to Year Refresher Overview on Budget Cycle and Publications
OpenGov will:
● Confirm cost elements based on the customer's existing workforce plan before rollover ● Review configured OpenGov Workforce Plan and provide training to Customer on how to:
o Rollover Workforce Plan and attaching it to respective budget instance o Create new Cost Elements, if needed
o Copying existing position template and adding new positions ● Set up existing budget book for publication
● Provide training on the customer’s budget cycle using OpenGov’s applications and Publications overview.
Customer will:
● Provide new position calculations and tables, if applicable ● Validate and provide signoff on the Workforce Plan calculations ● Maintain the Workforce Plan and data once configured
● Confirm logo and branding colors to OpenGov.
● Provide complete OBB content to allow OpenGov to copy and paste into the OBB. ● Sign off on OBB Templates prior to OBB Story Page Configuration. ● Validate and sign off on OBB pages.
● Make any continuing edits to the content after OpenGov has added the content to the appropriate story.
Budgeting & Planning Best Practices Review
OpenGov will:
● Provide one (1) 60-minute working session to talk through the customer’s current use of the Budgeting & Planning tool.
● Provide up to two (2) 60-minute working sessions to talk through Best Practices related to the following:
o Establishing a new base budget
o Budget requests
o Report development
o Budget amendments
o Incorporating Strategic Initiatives
o Overall process Improvements
Customer will:
● Attend all working sessions.
5. Change Management
This SOW and related effort is 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 or email, by both Customer and OpenGov, and documented as such via a:
2023 Statement of Work V1
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● Change Order - 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 the original contract amount or completion date and be paid for by Customer. Changes might include:
○ Timeline for completion
○ Sign off process
○ Cost of change and Invoice timing
○ Signed by OpenGov and Customer Executives approving funds.
Change documentation will be mutually agreed upon as defined in Section 3 General Project Assumptions of this SOW. Should that not occur, the change will be added to the next Executive Sponsor agenda for closure.
Example of changes that might arise during a deployment:
● Amending the SOW to correct an error.
● Extension of work as the complexity identified exceeds what was expected by Customer or OpenGov.
● Change in type of OpenGov resources to support the SOW. For example Subject Matter Experts to address simplifying Chart of Account structure. 2023 Statement of Work V1
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ADMINISTRATION DEPARTMENT
DATE: FEBRUARY 6, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: MARK A. PULONE, CITY MANAGER
PREPARED BY: ARLENE QUINTERO, PRINCIPAL RISK AND SAFETY
ANALYST
SUBJECT: DENIAL OF CLAIM FOR DAMAGES-JOHNSON
RECOMMENDATION
It is recommended that the City Council of the City of Yorba Linda deny the claim for damages filed by Kelly Johnson.
BACKGROUND
Claims for damages filed against the City are reviewed and investigated by City staff and a third-party claims administrator with George Hills Company, Inc. George Hills Company specializes in claims management and risk management services. These services are provided through the City’s contract membership in the California Insurance Pool Authority.
City staff make recommendations to the Council for settlement or denial based on the investigatory findings. A claimant’s failure to provide evidence of and/or supporting documents to substantiate the claim for damages will also result in a recommendation for denial of the claim.
DISCUSSION
The following claim for damages has been recommended for denial based on the investigations by City staff and the third-party claims administrator. Further details for the claim are available upon request.
Kelly Johnson
The claimant alleges paint damage to his vehicle's front and rear doors that occurred when driving through slurry work performed by All American Asphalt on Yorba Linda Blvd. on October 24, 2023. The information presented in the claim was insufficient for City staff to make a determination regarding the claim or to effectively investigate the claim. Two letters were mailed to the claimant requesting additional information, the first letter was mailed through certified mail on November 7, 2023, and the second letter was mailed through certified mail on November 20, 2023. City staff spoke to the claimant on December 13th, and a claims administrator from George Hills called and emailed the claimant on December
DENIAL OF CLAIM FOR DAMAGES-JOHNSON
P a g e | 2
18th, requesting the exact location and requested for the claimant to amend and resubmit a claim to the City. The claimant failed to submit an amended claim. The claim is also misdirected, the incident arose from actions or inactions by an entity other than the City of Yorba Linda. City records confirm that All American Asphalt was doing roadway work in the location, but it did not include slurry work. The third-party claims administrator and City staff recommend denying the claim and mailing the claimant a follow-up letter with instructions to contact All American Asphalt.
FISCAL IMPACT
None
ALTERNATIVES
As an alternative to staff’s recommendations for the claims, the City Council has the following options:
1. Accept liability for the claims and pay the amount specified in the claim forms.
2. Grant settlement authority up to a certain amount and direct the claims adjuster to enter into settlement negotiations with the claimants.
PLANNING COMMISSION | AGENDA ITEM SUMMARY
MEETING DATE | JANUARY 24, 2024
Community Development Department
Planning Division
Director
David Brantley, AICP
APPROVAL OF DECEMBER 13, 2024, PLANNIING COMMISSION MEETING MINUTES A motion by Commissioner Masterson, Second by Commissioner Behura to approve the December 13, 2023, Planning Commission meeting minutes. The motion carried (5-0) with the following roll call vote:
AYES: Bernstein, Singh, Pease, Masterson, Behura
NOES: None
CONDITIONAL USE PERMIT 2023-38 HOUSEHOLDER
A motion by Chairman Pro Tem Bernstein, Second by Commissioner Behura adopting Resolution No. 5576 approving Conditional Use Permit 2023-38 Householder, subject to attached conditions of approval. The motion carried (5-0) with the following roll call vote:
AYES: Singh, Pease, Bernstein, Masterson, Behura
NOES: None
CONDITIONAL USE PERMIT 2023-41 RATHI
A motion by Commissioner Behura, Second by Commissioner Masterson adopting Resolution No. 5577 approving Conditional Use Permit 2023-41, subject to attached conditions of approval. The motion carried (5-0) with the following roll call vote:
AYES: Bernstein, Singh, Pease, Masterson, Behura
NOES: None
CONDITIONAL USE PERMIT 2023-45 YOO
A motion by Commissioner Pease, Second by Commissioner Behura to continue Conditional Use Permit 2023-45 Yoo to a date uncertain. The motion carried (5-0) with the following roll call vote:
AYES: Bernstein, Singh, Pease, Masterson, Behura
NOES: None
Adjournment: The meeting adjourned at 7:25 p.m. to the February 28, 2024, Planning Commission meeting at 6:30 p.m.
CITY CLERK'S OFFICE
DATE: FEBRUARY 6, 2024
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: MARCIA BROWN, CMC, CITY CLERK
SUBJECT: COUNCIL COMMITTEE AND AGENCY REPORTS
RECOMMENDATION
It is recommended that the City Council receive and file this report.
DISCUSSION
City Council members serve on a number of outside committees and agencies. Attached are updates received recently from these agencies.
ATTACHMENTS
1. Reports from City Council Organizations, Agencies and Committees
QUARTER
REPORT
OCT-DEC
2023
Presented to the Bridges at
Kraemer Place Community
Advisory Board
1 Reporting Period
October 1, 2023 – December 31, 2023 (Quarter)
July 1, 2023 – December 31, 2023 (Current Fiscal Year)
July 1, 2022 – June 30, 2023 (Previous Fiscal Year)
Number Served
Quarter Current FY FY2022-23
Number of Unduplicated Clients 114 366 337
Number of Exits 96 176 224
% of Service Capacity Goal (480 annual) 76% 70%
Coordinated Entry System Statistics*
Number of Active Clients on Community Queue 146
% of Active Clients on Community Queue 81%
Number of Active Clients Matched to a Housing Opportunity 22 % of Active Clients Matched to a Housing Opportunity 15% Total number of unduplicated clients served year-to-date who have received Permanent Supportive Housing (PSH) or Housing Voucher through the Coordinated Entry System
14 Total number of unduplicated clients served year-to-date who have received Rapid Re-Housing (RRH) through
the Coordinated Entry System
3 Bed Nights
Current FY
Total number of shelter bed nights 29,140
2 Program Exits – Summary
Quarter Current FY FY2022-23
Positive Exits
21 29 56
Negative Exits 4 42 37
Unknown Exits
71 106 131
Program Exits – Destination Detail
Benchmark: 30% of clients who exit to a known destination will exit to permanent housing.
Progress toward benchmark: 27% of clients who have exited to a known destination have exited to permanent housing.
Exits to Permanent Housing Quarter Current FY FY 2022 - 23 16 19 45
Rental by client, no ongoing housing subsidy 0 0 0
Rental by client, with VASH housing subsidy 0 0 0
Rental by client, with other ongoing housing
subsidy 0 1 0
Permanent housing (other than RRH) for formerly
homeless persons 1 1 2
Rental by client, with HCV voucher (tenant or
project based) 14 16 29
Staying or living with family, permanent tenure 1 1 8
Staying or living with friends, permanent tenure 0 0 3
Rental by client, with RRH or equivalent subsidy 0 0 0
Rental by client in a public housing unit 0 0 0
3 Exits to Temporary Housing Quarter Current FY FY2022-23 4 8 7
Staying or living with family, temporary tenure 1 3 2
Staying or living with friends, temporary tenure 1 2 1
Host Home (non-crisis) 0 0 0
Transitional housing for homeless persons 0 0 3
Hotel or motel paid for without emergency shelter
voucher 2 3 0
Residential project or halfway house with no
homeless criteria 0 0 1
Exits to Institutions Quarter Current FY FY2022-23
2 3 4
Foster care home or group foster care home 0 0 0
Psychiatric hospital or other psychiatric facility 0 0 0 Substance abuse treatment facility or detox center 0 0 1 Hospital or other residential non-psychiatric
medical facility 1 1 0
Jail, prison, or juvenile detention facility 1 1 0
Long-term care facility or nursing home 0 1 3
Exits to Homelessness Quarter Current FY FY2022-23
3 41 37
Emergency shelter, including hotel or motel paid for
with emergency shelter voucher 3 5 5
Place not meant for habitation (e.g., a vehicle, an
abandoned building, bus / train / subway station
/ airport or anywhere outside)
0 36 32
Exits to Other Destinations Quarter Current FY FY2022-23 71 106 131
Deceased 1 2 2
Client Doesn't Know/Client Refused 1 2 6
Data Not Collected (no exit interview completed) 69 102 123 Increased Income
Quarter Current FY FY2022-23
Clients with Increased Income
(at Annual Assessment and/or Exit) 1 16 24
4 Length of Stay – Year to Date
Benchmark: National average for shelter stay is 151 days.
Progress toward benchmark: Shelter average is 190 days for the year.
Benchmark: Between July 2017 to June 2023, the average shelter stay at Bridges for successful housing placement is 248 days.
Progress toward benchmark: The average length of stay for a successful housing placement is currently: 391 days**
Set Aside Beds
Beds Available Quarter Average Utilization
MHSA Beds 10 83%
Law Enforcement Beds 20 73%
97 86
72 62
42 28
0 < 24 hours 1-7 days 8-30 days 31-90 days
Length of Stay
91-180 days 180-365 days > 365 days
5 Client Demographics – YTD
Age
Race and Ethnicity
100 91 93
90 79
80 70
60 50
40 30
20 10
0 70
26 7
18-24 25-34 35-44 45-54 55-64 65+
Age Range
White & Middle Eastern or North African
White & Hispanic/Latina/e/o
Native Hawaiian or Pacific Islander & Hispanic/Latina/e/o Native Hawaiian or Pacific Islander & Black, African…
Hispanic/Latina/e/o & Black, African American, or African White & American Indian, Alaska Native, or Indigenous
Hispanic/Latina/e/o & American Indian, Alaska Native, or… Black, African American, or African & American Indian,… Client Doesn't Know/Client Refused
Multiracial
Hispanic/Latina/e/o
Native Hawaiian or Pacific Islander
American Indian, Alaska Native, or Indigenous
Asian or Asian American
Black or African American
White
1 122
4 1
5 1
14 1
2 4
7 6
2 14
47 135
0 20 40 60 80 100 120 140 160
Number of Clients
6 Gender
Veteran Status
123
242
Man Woman
10 356
Veteran Non-Veteran
7 Chronically Homeless
City Prior to Entry
148
218
Chronically Homeless Non-Chronically Homeless
Anaheim 232
Brea
Buena Park
7 15
Cypress 3
Fullerton 57
La Habra 2
La Palma 1
Los Alamitos 1
Orange 53
Placentia 7
Stanton 8
Villa Park 0
Yorba Linda 1
0 50 100 150 200 250
Number of Clients
8 His p a n i c / L a tin a / e / o M u l t i - R a c i a l N a t i v e H a w a i i a n o r P a c i f i c I s l a n d e r A m e r i c a n I n d i a n , A l a s k a N a t i v e , o r I n d i g e n o u s
A s i a n o r A s i a n A m e r i c a n
B l a c k , A f r i c a n A m e r i c a n , o r A f r i c a n W h it e 0% 10% 20% 30% 40% 50% 60% 70% 80%
Racial Equity Analysis – YTD
Populations Served*
White
Black,
African
American,
or African
Asian or
Asian
American
American
Indian,
Alaska
Native, or
Indigenous
Native
Hawaiian or Pacific
Islander
Multi-Racial Hispanic/La
tina/e/o
2022 PIT (Unsheltered and Sheltered total) 71% 8% 3% 4% 1% 13% 0% Racial Representation of Bridges at
Kraemer Place Clients (YTD) 70% 13% 4% 1% 2% 9% 2%
9 Exit Destination Type by Racial Categories compared to Racial Representation of Bridges at Kraemer Place Clients
Permanent Destinations
70%
60%
50%
40%
30%
20%
10%
0%
20%
10% 11% 0% 4% 0% 1% 5% 2% 0% 2%
Racial Representation of Clients Exiting to Destination Type Racial Representation of Bridges at Kraemer Place Clients (YTD) 42%
65%
38%
10 Temporary Destinations
45%
40%
35%
30%
25%
20%
15%
10%
5%
0%
24%
11% 0% 4% 0% 1% 0% 2% 0% 2%
Racial Representation of Clients Exiting to Destination Type Racial Representation of Bridges at Kraemer Place Clients (YTD) 38% 38% 38%
42%
Homeless Destinations
45%
40%
35%
30%
25%
20%
15%
10%
5%
0%
4% 11% 2% 4% 2% 1% 4% 2% 4% 2%
Racial Representation of Guests Exiting to Destination Type Racial Representation of Bridges at Kraemer Place Guests (YTD) 38%
42% 42% 42%
11 Unknown Destinations
60%
50%
40% 49%
30%
31%
20%
10% 14% 11% 3% 4% 2% 1% 0% 2% 1% 2%
0%
Racial Representation of Clients Exiting to Destination Type Racial Representation of Bridges at Kraemer Place Clients (YTD) 38%
42%