AMENDMENT #3•
... tyler.
• technologies
AMENDMENT #3
This amendment ("Amendment") is made this �4day of anc ✓ , 2019 by and between Tyler
Technologies, Inc. with offices at One Tyler Drive, Yarmouth, Maine 04 ' 96 ("Tyler") and the City of
Clearwater with offices at 112 S. Osceola Ave., Clearwater, Florida 33756 ("Client").
WHEREAS, Tyler and the Client are parties to an agreement dated March 16, 2017, as amended
("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 the Client
agree as follows:
1. Adding Licensed Software. The items set forth in the sales quotation attached as Exhibit 1 to this
Amendment are hereby added to Exhibit A of the Agreement as of the execution date of this
Amendment. Payment of fees and costs for such items shall conform to the following terms,
which supplement and/or modify the payment terms in Exhibit B of the Agreement for the
software added herein:
a. License Fees. License fees will be invoiced when Tyler makes the software added to the
Agreement pursuant to this Amendment available for download (for the purpose of this
Amendment, the "Amendment #3 Available Download Date").
b. Maintenance Fees. Year 1 annual maintenance and support fees are waived through the
first anniversary of the Amendment #3 Available Download Date. Year 2 annual
maintenance and support fees, prorated for a time period commencing on the first
anniversary of the Amendment #3 Available Download 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 first anniversary of the Amendment #3
Available Download Date. Subsequent annual maintenance fees will be invoiced in
accord 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.
d. Payroll Tax Table Update Fee. The first year Payroll Tax Table Update Fee for the one-
year period commencing on the Amendment #3 Available Download Date is waived.
Subsequent annual Payroll Tax Table Updates fees will be due on the anniversary of the
Amendment #3 Available Download Date. Annual Payroll Tax Table Update services
will renew automatically for additional one-year terms at our then -current Annual Payroll
Tax Table Update service fee, unless terminated in writing by either party at least thirty
(30) days prior to the end of the then -current term.
2. Adding a Statement of Work. The Statement of Work for phase two of this implementation,
attached hereto as Exhibit 2, is hereby added to the Agreement.
3. This Amendment shall be governed by and construed in accordance with the terms and conditions
of the Agreement.
4. All other terms and conditions of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth
below.
Tyler Technologies, Inc. City of Clearwater
By:atiael,T,ALWal-
By:
Name: Aiea.._V&-j- Name:
Title: af. 5 Title:
Date: 1 /Y(aar9 Date:
Countersigned: CITY OF CLEARWATER, FLORIDA
— C{?ArtmcrIt icoS
George N. Cretekos
Mayor
By:
Approved as to form: Attest:
Owen Kohler
Assistant City Attorney
LOLL.
William B. Home II
City Manager
W-I..rvc..Cct ItQ
Rosemarie Call
City Clerk
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9.0
• technologies
Exhibit 1
Investment Summary
The following Investment Summary details the software and services to be delivered by us to you under
the Agreement. This Investment Summary is effective as of the Effective Date. Capitalized terms not
otherwise defined will have the meaning assigned to such terms in the Agreement.
In the event a comment in the following sales quotation conflicts with a provision of this Amendment, the
provision in this Amendment shall control.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
••••:•% tyler
•
• technologies
Sales Quotation For
City of Clearwater
112 S Osceola Ave
Clearwater, FL 33756-5106
Phone +1 (727) 562-4040
Tyler Software and Related Services
Quoted By:
Date:
Quote Expiration:
Quote Name:
Quote Number:
Quote Description:
Tim Vickers
11/19/2018
12/19/2018
City of Clearwater-ERP-Munis-Payroll/HR
2018-52290
Final Quote 11/19/2018 for Payroll/HR
Description
License
Impl_ Hours Imp'. Cost Data Conversion Module Total Year One Maintenance
Human Capital Management:
Human Resources & Talent Management
Payroll w/ESS
Recruiting
$28,800.00
$47,300.00
$9,150.00
Additional:
Payroll Tax Table Updates $0.00
Sub -Total: $85,250.00
Less Discount: $0.00
TOTAL: $85,250.00
Other Services
0
0
0
0
0
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$27,800.00
$0.00
$0.00
$27,800.00
$0.00
$27,800.00
$28,800.00
$75,100.00
$9,150.00
$0.00
$113,050.00
$0.00
$113,050.00
$5,184.00
$8,514.00
$1,647.00
$1,000.00
$16,345.00
$16,345.00
$0.00
Description
Quantity
Unit Price Unit Discount
Extended Price
50% Dedicated Implementation Consultant for Payroll/HR
Miscellaneous Implementation Days
Project Planning Services
PR Positive Pay Export Format
2018-52290 - Final Quote 11/19/2018 for PayroIlMR
89
20
1
1
CONFIDENTIAL
$1,275.00
$1,275.00
$16,000.00
$3,000.00
$0.00
$0.00
$0.00
$0.00
$113,475.00
$25,500.00
$16,000.00
$3,000.00
1 of 5
Other Services
Description Quantity Unit Price Unit Discount Extended Price
Tyler Forms Library - Payroll
Tyler Forms Library - Personnel Action
Summary
Total Tyler Software
Total Tyler Services
Total 3rd Party Hardware, Software and
Services
Summary Total
Contract Total
(Excluding Estimated Travel Expenses)
Estimated Travel Expenses
2018-52290 - Final Quote 11/19/2018 for PayrollhiR
TOTAL.:
One Time Fees
$85,250.00
$188,675.00
$0.00
$273,925.00
$273,925.00
$20,000.00
1
1
Recurring Fees
$0.00
$0.00
$0.00
$0.00
$1,500.00
$1,400.00
$0.00
$0.00
$1,500.00
$1,400.00
$160,875.00
CONFIDENTIAL 2 of 5
Detailed Breakdown of Conversions (Included In Contract Total)
Description Unit Price Unit Discount Extended Price
Payroll - Accrual Balances
Payroll - Accumulators up to 5 years
Payroll - Certifications
Payroll - Check History up to 5 years
Payroll - Deductions
Payroll - Earning/Deduction Hist up to 5 years
Payroll - Education
Payroll - PM Action History up to 5 years
Payroll - Position Control
Payroll - Recruiting
Payroll - Standard
Payroll - State Retirement Tables
2018-52290 - Final Quote 11/19/2018 for Payroll/1-1R
$2,500.00
$2,000.00
$2,000.00
$2,000.00
$2,800.00
$3,500.00
$2,000.00
$2,000.00
$2,000.00
$2,000.00
$3,000.00
$2,000.00
TOTAL:
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$2,500.00
$2,000.00
$2,000.00
$2,000.00
$2,800.00
$3,500.00
$2,000.00
$2,000.00
$2,000.00
$2,000.00
$3,000.00
$2,000.00
$27,800.00
CONFIDENTIAL 3 of 5
Unless otherwise indicated in the contract or Amendment thereto, pricing for optional items will be held
for Six (6) months from the Quote date or the Effective Date of the Contract, whichever is later.
Customer Approval:
Print Name:
All primary values quoted in US Dollars
Tyler Discount Detail
Date:
P.O. #:
Description License License Discount License Net Maintenance Year One Maint Year One Maint
Basis Discount Net
Payroll/HR:
Human Resources & Talent Management
Payroll w/ESS
Recruiting
Additional:
Payroll Tax Table Updates
$28,800.00
$47,300.00
$9,150.00
$0.00 $28,800.00
$0.00 $47,300.00
$0.00 $9,150.00
$5,184.00
$8,514.00
$1,647.00
$5,184.00
$8,514.00
$1,647.00
$0.00 $0.00 $0.00 $1,000.00 $1,000.00
TOTAL: $85,250.00 $0.00 $85,250.00 $16,345.00 $16,345.00
2018-52290 - Final Quote 11119/2018 for Payroll/1-1R
$0.00
$0.00
$0.00
$0.00
$0.00
CONFIDENTIAL 4 of 5
Comments
Conversion prices are based on a single occurrence of the database. If additional databases need to be converted, these will need to be quoted.
Tyler's quote contains estimates of the amount of services needed, based on our preliminary understanding of the size and scope of your project. The actual amount of services
depends on such factors as your level of involvement in the project and the speed of knowledge transfer.
Unless otherwise noted, prices submitted in the quote do not include travel expenses incurred in accordance with Tyler's then -current Business Travel Policy.
Tyler's prices do not include applicable local, city or federal sales, use excise, personal property or other similar taxes or duties, which you are responsible for determining and
remitting.
In the event Client cancels services less than two (2) weeks in advance, Client is liable to Tyler for (i) all non-refundable expenses incurred by Tyler on Clients behalf; and (ii)
daily fees associated with the cancelled services if Tyler is unable to re -assign its personnel.
Implementation hours are scheduled and delivered in four (4) or eight (8) hour increments.
Tyler provides onsite training for a maximum of 12 people per class. In the event that more than 12 users wish to participate in a training class or more than one occurrence of a
class is needed, Tyler will either provide additional days at then -current rates for training or Tyler will utilize a Train -the -Trainer approach whereby the client designated attendees
of the initial training can thereafter train the remaining users.
Payroll library includes: 1 PR check, 1 direct deposit, 1 vendor from payroll check, 1 vendor from payroll direct deposit, W2, W2c, ACA 1095B, ACA 1095C and 1099 R.
Project Management includes project planning, kickoff meeting, status calls, task monitoring, verification and transition to support.
Tyler Forms Payroll Core library includes: 1 PR check, 1 direct deposit, 1 vendor from payroll check, 1 vendor from payroll direct deposit, W2, W2c, 1099 R, ACA 1095B and
ACA 1095C.
Personnel Actions Forms Library includes: 1 Personnel Action form - New and 1 Personnel Action Form - Change.
Tyler's cost is based on all of the proposed products and services being obtained from Tyler. Should significant portions of the products or services be deleted, Tyler reserves the
right to adjust prices accordingly.
Client agrees that items in this sales quotation are, upon Clients signature of same, hereby added to the Agreement between the parties, and subject to its terms. Additionally, and
notwithstanding anything in the Agreement to the contrary, payment for said items shall conform to the following conditions: Licensee fees for Tyler and 3rd party products are
due when Tyler makes such software available for download by the Client (for the purpose of this quotation, the 'Availability Date') or delivery (if not software); Maintenance
fees, prorated for the term commencing when on the Availability Date and ending on the last day of the current annual support term for Tyler Software currently licensed to the
Client, are due on the Availability Date; Fees for services, unless otherwise indicated, plus expenses, are payable upon delivery.
2018-52290 - Final Quote 11/19/2018 for Payroll/FIR CONFIDENTIAL 5 of 5
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Exhibit 2
Phase Two Statement of Work