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HomeMy WebLinkAbout2024-140-E-IT Dept-Tyler technologies-Amendment 1 AMENDMENT This amendment (“Amendment”) is effective as of the date of signature of the last party to sign as indicated below (“Amendment Effective Date”), by and between Tyler Technologies, Inc. with offices at One Tyler Drive, Yarmouth, Maine 04096 (“Tyler”) and Orange County, North Carolina, with offices at 131 West Margaret Lane, Suite 300, Hillsborough, North Carolina 27278 (“Client”). WHEREAS, Tyler and Client are parties to an agreement dated February 16, 2016 (“Agreement”); and WHEREAS, the Tyler Software listed in the Investment Summary attached hereto as Exhibit 1 was licensed to Client previously under the Agreement; and WHEREAS, Tyler and Client desire to amend the terms of the Agreement as provided herein. NOW THEREFORE, in consideration of the mutual promises hereinafter contained, Tyler and Client agree as follows: 1. The items set forth in the sales quotations attached as Exhibit 1 to this Amendment are hereby added to the Agreement as of the Amendment Effective Date. Payment of fees and costs for such items shall conform to the following terms: a. License Fees. License fees will be invoiced on the date when Tyler provides the Client with access to the applicable Tyler Software (the “Software Access Date”). b. Maintenance Fees. Year 1 annual maintenance and support fees, prorated for a time period commencing on the Software Access Date and ending at the same time as the end of the then-current annual maintenance term for the Tyler Software already licensed under the Agreement, are due on the Software Access Date. Subsequent annual maintenance fees will be invoiced in accordance with the Agreement. c. Services Fees & Expenses. Services added to the Agreement pursuant to this Amendment, along with applicable expenses, shall be invoiced as provided and/or incurred. 2. This Amendment shall be governed by and construed in accordance with the terms and conditions of the Agreement. 3. Except as expressly indicated in this Amendment, all other terms and conditions of the Agreement shall remain in full force and effect. [SIGNATURE PAGE FOLLOWS] DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth below. Tyler Technologies, Inc. Orange County, North Carolina By: By: Name: Name: Title: Title: Date: Date: DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 Group General Counsel 2/27/2024 Rob Kennedy-Jensen County Manager Bonnie Hammersley 3/4/2024 Exhibit 1 3 Exhibit 1 Investment Summary The following Investment Summary details the software, products, and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date, despite any expiration date in the Investment Summary that may have lapsed as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. In the event of conflict between the Agreement and terms in the Comments section of this Investment Summary, the language in the Agreement will prevail. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 2023-417158-S9J6X0 CONFIDENTIAL Page 1 Quoted By:Josh McKelvey Quote Expiration:3/1/24 Quote Name: EPL Community Development Suite Users - 3 On Prem Sales Quotation For: Sonia Ensenat Orange County PO Box 8181 Hillsborough NC 27278-8181 Phone: +1 (919) 732-8181 Tyler Software Description License Users/Units Module Total Year One Maintenance Enterprise Permitting & Licensing Core Software Community Development Suite - Per User $ 2,999 3 $ 8,997 $ 1,800 TOTAL $ 8,997 $ 1,800 DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 2023-417158-S9J6X0 CONFIDENTIAL Page 2 Summary One Time Fees Recurring Fees Total License Fees $ 8,997 $ 1,800 Total Services $ 0 $ 0 Total Third-Party Hardware, Software, Services $ 0 $ 0 Summary Total $ 8,997 $ 1,800 Contract Total $ 10,797 Customer Approval:Date: Print Name:P.O.#: Client agrees that items in this sales quotation are, upon Client's signature or approval of same, hereby added to the existing agreement ("Agreement") between the parties and subject to its terms. Additionally, payment for said items, as applicable but subject to any listed assumptions herein, shall conform to the following terms: •License fees for Tyler and third party software are invoiced upon the earlier of (i) delivery of the license key or (ii) when Tyler makes such software available for download by the Client; •Fees for hardware are invoiced upon delivery; •Fees for year one of hardware maintenance are invoiced upon delivery of the hardware; •Annual Maintenance and Support fees, SaaS fees, Hosting fees, and Subscription fees are first payable when Tyler makes the software available for download by the Client (for Maintenance) or on the first day of the month following the date this quotation was signed (for SaaS, Hosting, and Subscription), and any such fees are prorated to align with the applicable term under the Agreement, with renewals invoiced annually thereafter in accord with the Agreement. •Fees for services included in this sales quotation shall be invoiced as indicated below. o Implementation and other professional services fees shall be invoiced as delivered. DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 3/4/2024 Bonnie Hammersley 2023-417158-S9J6X0 CONFIDENTIAL Page 3 •Expenses associated with onsite services are invoiced as incurred. Comments Updated software key for the additional users were delivered prior to approval for this reference customer. On-Prem License Fees and Prorated Year 1 maintenance effective on the 1st day of the first month following execution. Annual Support and Maintenance Fees are renewed annually thereafter in accord with the existing agreement. Proposal Includes: Enterprise Permitting & Licensing Community Development Suite - 3 additional named On Premises Users With this approved quote, Orange County, NC is entitled to the following EPL Named Users (On-Premises): Community Development Suite - 67 (increased by 3) Business Management Suite - 0 (no change) Environmental Health Suite - 0 (no change) View Only (All Suites) - 6 (no change) EPL Mobile - 28 (no change) Tyler GIS Integration (ESRI) - Site license (no change) DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 2023-422088-D0K0M7 CONFIDENTIAL Page 1 Quoted By:Josh McKelvey Quote Expiration:2/12/24 Quote Name: Cashiering and Payment Processor Implementation Sales Quotation For: Sonia Ensenat Orange County PO Box 8181 Hillsborough NC 27278-8181 Phone: +1 (919) 732-8181 Professional Services Description Quantity Unit Price Extended Price Maintenance Professional Services Configuration Training - Remote 12 $ 200 $ 2,400 $ 0 End User Training - Remote 12 $ 200 $ 2,400 $ 0 Professional Implementation Services - Remote 46 $ 200 $ 9,200 $ 0 Project Management Services - Remote 14 $ 200 $ 2,800 $ 0 TOTAL:$ 16,800 $ 0 DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 2023-422088-D0K0M7 CONFIDENTIAL Page 2 Summary One Time Fees Recurring Fees Total Services $ 16,800 $ 0 Total Third-Party Hardware, Software, Services $ 0 $ 0 Summary Total $ 16,800 $ 0 Contract Total $ 16,800 Customer Approval:Date: Print Name:P.O.#: Client agrees that items in this sales quotation are, upon Client's signature or approval of same, hereby added to the existing agreement ("Agreement") between the parties and subject to its terms. Additionally, payment for said items, as applicable but subject to any listed assumptions herein, shall conform to the following terms: •License fees for Tyler and third party software are invoiced upon the earlier of (i) delivery of the license key or (ii) when Tyler makes such software available for download by the Client; •Fees for hardware are invoiced upon delivery; •Fees for year one of hardware maintenance are invoiced upon delivery of the hardware; •Annual Maintenance and Support fees, SaaS fees, Hosting fees, and Subscription fees are first payable when Tyler makes the software available for download by the Client (for Maintenance) or on the first day of the month following the date this quotation was signed (for SaaS, Hosting, and Subscription), and any such fees are prorated to align with the applicable term under the Agreement, with renewals invoiced annually thereafter in accord with the Agreement. •Fees for services included in this sales quotation shall be invoiced as indicated below. DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 3/4/2024 Bonnie Hammersley 2023-422088-D0K0M7 CONFIDENTIAL Page 3 o Implementation and other professional services fees shall be invoiced as delivered. •Expenses associated with onsite services are invoiced as incurred. Comments SaaS Monthly Fees are rounded to the nearest dollar. The Annual Fee value represents the cost to the customer. Professional Services are invoiced in half-day (4 hour) increments as consumed on a monthly basis. Proposal Includes: Payment Processor Setup - Proposed estimates assuming Orange County does not select Tyler Payments, but OpenEdge instead. No annual software hosting fees, maintenance fees, or one-time implementation fees for Tyler Payments. Professional Implementation Consulting Services - Remote - 12 hours - Setup, Testing, Troubleshooting Project Management Services - 2 hours Cashiering For EPL Implementation Cashiering End User Training – Remote – 12 hours – 8 hours of training for up to 20 people, with an additional 4 hours Trainer prep Cashiering Configuration Training – Remote – 12 hours - 8 hours of training for up to 10 people, with an additional 4 hours for Trainer prep Professional Implementation Consulting Services – Remote – 32 hours – Implementation support throughout Orange County led implementation of Cashiering for EPL Project Management Services – Remote - 12 hours Services included in this proposal are estimates based on information provided by Orange County, NC. Should additional services be required, they can be purchased at the rates included for a period of 6 months following the date of receipt of a signed quote, PO referencing the quote number, DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 2023-422088-D0K0M7 CONFIDENTIAL Page 4 or fully executed amendment exhibiting this quote. DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 Revised 01/24 1 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: Tyler Technologies, Inc Vendor Contact Person: Rob Kennedy-Jensen Phone: 800-772-2260 Address: One Tyler Drive City Yarmouth State: ME Zip: 04096 Department: IT Amount: $27,597.00 Purpose: Addtl licenses and professional services Budget Code(s): 10315020-625010 ($10,797 licenses) and 61370035- 897065-30007 ($16,800 prof svcs) Vendor # 48822 Vendor Status with NCSOS: Current - Active Vendor is a BOCC consultant: Yes No Contract Details Contract Type: New Amendment (Original Contract: 16 February 2016) (Most Recent Amendment 01 July 2023) Effective Date 21 February 2024 End Date 30 June 2024 Notice Date (Notice Purpose ) Award Approved by Board (Agenda Date: ); Made or Administered by Signature Authority - BOCC Express Delegation (Agenda Date: ) - Policy 9.4: Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: ) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(# ) Department Affirmation This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement. This agreement is approved as to technical form and content. Services related to this agreement have alread y begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Received for record retention: DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 3/4/2024 3/4/2024 3/4/2024 3/4/2024 3/4/2024 Revised 01/24 2 Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY C 1,000,000 10 UEN DL0437 NYC-011561449-05 1,000,000 25,000,000 X 27120 25,000,000 N X04/01/2023 QBE Specialty Insurance Company 1 04/01/2024 06/17/2023 11000 04/01/2024 Finn.Davis@marsh.com 10 UEN DI9897 Professional Liability D 2,000,000 1,000,000 29424 Trumbull Insurance Company 1,000,000 X E X 06/30/2023 04/01/2023 10,000,000 Orange County, NC is included as additional insured where required by written contract with respect to General Liability and Auto Liability. X 131 West Margaret Lane, Suite 300 Hillsborough, NC 27278 Orange County, NC Sentinel Insurance Company 10,000 A Hartford Casualty Insurance Company CN102891976-TTI-GAWX+-23-24 Limit 10,000 04/01/2024 1,000,000 10 XHU DL0102 Cyber Protection 2,000,000 19682 300,000 1,000,000 06/17/2024 10WBAK8AGK 99 HIGH STREET MARSH USA, LLC. X BOSTON, MA 02110 5101 Tennyson Parkway Tyler Technologies, Inc. Plano, TX 75024 X X 130001996 04/01/2023 Attn: Information Technologies 04/01/2023 B Finn Davis 04/01/2024 11515 (617) 999-7893 Hartford Fire Insurance Co DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: 22 Boston � � � � �� insured.� The Professional Liability/Cyber policies evidenced contain Self Insured Retentions to various perils covered. If you would like additional information regarding these sublimits or deductibles, please contact the Certificate of Liability Insurance CN102891976 MARSH USA, LLC.� 5101 Tennyson Parkway� Tyler Technologies, Inc.� Plano, TX 75024 25 DocuSign Envelope ID: 4F0B096A-C29F-4991-BF0C-2759186BB067