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R-1203 - 09/25/2012 - FINANCE - Resolutions Supporting Documents��n`'Fw, �1t��a✓t AGENDA ITEM Regular Board of Trustees Meeting of September 25, 2012 ITEM 6.F.12) SUBJECT: Contract Award Tyler Technologies - Annual Financial Software Maintenance FROM: Sharon Dangles, Finance Director and Blaine Wing; Assistant Village Manager BUDGET SOURCE/BUDGET IMPACT: Information Technology Services Program — Maintenance Computers ( #151- 72500). RECOMMENDED MOTION: 1 move to approve Resolution R -1203, "A. Resolution Authorizing the Execution of Agreements by and Between the Village and Tyler Technologies, Inc. for MINIS Support Services," and approve the Annual Support Agreements „and authorize the payment of the support nvoices.(attached) for maintenance of the Village's financial software to Tyler Technologies, Inc., Falmouth, Maine, for the total amount of $39,425.91, subject to attorney and staff review. Background/History: Tyler Technologies is the company that Village selected via a request for proposal process (RFP) in 2007 to. provide our MUNIS Financial Software applications, so this is a sole source item. On an annual basis, consistent with the contract between the Village and Tyler, we need to pay for various software support and service items, The attached document provides the details %the software modules and services. This will be the fourth year of the agreement with Tyler Technologies with the proposed year (2012- 2013) costing.$39,426. The renewal numbers for 2012 -13 reflect a 5% increase over 2011 -12, with the exception of the Disaster Recovery Services and GUI Unlimited Support, which have increases of 8% respectfully. The slightly higher percentage rate increases are due to the fact we are coming off our original capped contract that limited renewal increases to no more than 3% over the renewal periods for each of the initial three (3) years, which effectively lowered our annual costs by 20• /o lower than the current market price; however, going forward Tyler is recapturing some of that lost revenue by charging customers, including Oak Brook,. 5% or more instead of the 3 %. Of note, one (1) additional module was added to the software package this year — Tyler's Content Management (TCM) module, which allows for automated electronic document archiving, which will eliminate printing, copying, and long -term files storage costs. Recommendation: Staff recommends that the Village Board approve the attached resolution, support agreements, and authorize the payment of invoices to Tyler Technologies for annual maintenance of our financial software in the total amount of $39,425.91. \ W � ACCOUNTING/GL/BUDGET/AP ACCOUNTS RECEIVABLE BUSINESS OBJECTS GENERAL. BILLING HUMAN RESOURCES MUNIS OFFICE PAYROLL PURCHASE: ORDERS REQUISITIONS TYLER CONTENT MANAGEMENT SE "(TCM) TYLER FORM PROCESSING SUPPORT UPDATE LICENSING - UTILITY BILLING CIS UTILITY BILLING INTERFACE GENERAL SUPPORT GUI UNLIMITED SUPPORT OSOBA ADMINISTRATIVE SUPPORT DISASTER RECOVERY TOTAL ANNUAL PROGRAM COST Munis Finaclal Software Module Cost Summary 9/18120i2 2009 -10 2010.11 2011.12 Actual Actual Actual $5,656.51 $1,286.53 $2,031.57 $584.60 $1,501.12 $975.68 $2,262.20 $1,501.12 $975.68 $5,923.05 $1,347.15 $2,127.30 $612.15 $1,571.85 $1,021.65 $2,36 &80 $1,571.85 $1,021.65 $6;219.20 $1,414.51 $2,233.67 $642,76 $1,650.44 $1,072.73 $2,487.24 $1,650.44 $1,072.73 $1,624.46 $1,701.00 $1,786.05 $1,403.85 $1,470.00 $1,543.50 $536.47 $561.75 $589.84 $20,339.78 $21,298.20 $22,363.11 $1,000.22 $5,071.00 $5,071.00 $1,108.80 $1,164.32. $5,324.55 $5,590.78 $S324.55 $5,59078 $91,482.00 $33,056.10 $34,708.99 2013 -14 Estimated $6,856:67 $1,559.50 $2,462.62 $708.64 $1,819.61 $1,182.68 $2,742.18 $1,813;61 $1,182.68 $2,778.30 $1,969.12 $1,701.71 $650.30 ur,w .os $1,283.69 $6,521.08 $6,521.08 .$41,759.48 RESOLUTION 2012 -FI- MUNIS -AG -R -1203 A RESOLUTION AUTHORIZING THE EXECUTION OF AGREEMENTS BY AND BETWEEN THE VILLAGE AND TYLER TECHNOLOGIES, INC. FOR MUNIS SUPPORT SERVICES WHEREAS,, the Village,of Oak Brook ( "Village") previously contracted with Tyler Technologies, Inc: of Falmouth, Maine ( "Tyler") for Tyler to provide the Village its proprietary MUNIS Financial Software applications; and WHEREAS, the Village's computer system and database is setup for Tyler's Munis System and the Village would have to expend significant costs to transition its computer system and database to another financial software:package; and WHEREAS, in order to continue to use the MUNIS'financial system; the Village must enter into an Annual Support Agreement and License Agreement, attached hereto and incorporated herein as Exhibit A ("Support Agreement', and an Annual Agreement for Operating System & Database Administration Support, attached hereto and incorporated herein as Exhibit B ("Operating System Agreement "), with Tyler for Tyler to provide support and database administration support services ( "Support Services") for the Village's MUNIS financial software; and WHEREAS, Section 1 -7 -7 of the "Village Code of the Village of Oak Brook, Illinois;" as amended ( "Village Code'l provides that contracts, which by their nature are not adapted to award by competitive bidding or competitive proposals may be exempted from the competitive bidding and competitive proposal requirements contained on the Village Code; and WHEREAS, Tyler is the only company that provides Support Services, and consequently, the Support Agreement and Operating System Agreement are not suited for competitive bidding or competitive proposals, and WHEREAS, the President and Board of Trustees, being fully advised in the premises, have determined that it is In the best interests of the Village and its residents to approve the Support Agreement, Operating Agreement, and to authorize the payment:to Tyler for its Support Services; NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows: Section 1: Recitals. The foregoing recitals are hereby incorporated into; and made a part of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook. Section 2: Approval of Agreements. The President and Board of Trustees hereby approve the Support Agreement and the Operating System Agreement with Tyler in substantially the same form as attached as Exhibit A and Exhibit B, and in final form approved by the Village Attorney. Section 3: Execution of Agreements. The Village President and the Village Clerk shall be, and are hereby, authorized to execute the final Agreement on behalf of the Village. Section 4: Authorization of Payment. The President and Board of Trustees hereby approve the payment of the invoices attached hereto and incorporated herein as Exhibit C in an amount not to exceed $39,425.91. Section 5: Effective Date. This Resolution shall be in full force and effect from and after its passage by two - thirds of the Trustees and its approval in the manner provided by law. [SIGNATURE PAGE FOLLOWS) APPROVED THIS 2e day of September, 2012 PASSED THIS 2r day of September, 2012. Resolution 2012- FI-MUNIS -AGR -1203 Agmt. wftyler Technologies For Munis Support Services Page 2 of 5. Gopal G. Lalmalani Village President ATTEST: Charlotte K. Pruss Village Clerk. Resolution 2012- FI- MUNIS -AG -R -1203 Agmt. w/Tyler Technologies For Munis Support Services Page 3 of EXHIBIT A ANNUAL SUPPORT AGREEMENT AND LICENSE AGREEMENT FORMUNM SOFTWARE Comfort: Andreas: Oak Brook, IL 60523 Telephone: 630.368.5174 Thus Support and License Agreement (broom "Agroement") is entered into between ( Licensee) with its principal place of business at 1200 Oak Brook Rd., Oak Bra and Tyler Technologies, Inc., MUNLq Division, (Licensor) with its principal placer Falmouth. Maim 04105 on this 20th day of September 2012 The headings used In the Agreement eta for reference purposes only and shall not be deemed a part ofthis Agreement lito Ucensee agrees to purchase, and MUNIS agrensto provide services for the products fisted Ulm in accordance with the 'following terms and conditions.. L Term ofAgfeenrent This Agreement is effectivaas of 09110112 sad shall remain in force, until 09/19/13 (one -year term). Upon termination of this AMernent the :Lioensee, may renew, the Agreement for subsequent one-year periods at the then current fee structure as established by the Licensor: 11. Scope of the Agreement Both parties acknowledge, that this A at covers both Supportand Licensing for oto oduds listed below, usedbythe Licensao far the operations of.' C1t9—WviDaga QSchool ElCounty Q'Other (This Agreement is limited to only those entities narked.) II[. Payment 1. Licensee "earn pay MUNIS 3 26,127.27 , for licensing and support services, as descn'bcdbelow. This payment is due and payable upon macation of the Agmement: 2. Additionalcherges. Any services perfimedby MIINLS for the Licensegwkiichare act coveredbythe Agreement, will berhmgen atthe then a)iplicatde Umerate'. All materials supplied in nonnsedan with such non- covered nminterunmorsupportwillbechergod to the Licence. Any additional charges will be added to the next invoice submitted to the License: and shall be due on the same data aft mhoreherges included in that invoice. IV. Covered Products This Agreement is limited to die following fisted products which arc registered for Modem's Windows 2003 system. Application: Application: Accounting/OUBG /AP C Accounts Receivable C General Billing C HR Management B Business ObjectUpgmdc C MUNIS Office C Payroll B Pumbam Orderer C Requisitions C Tylorporms Processing C UB Interiors. B Utility Billing M B TCM SE C Licensee' Tocchnotogr S Division Richazd & Pektaoa lr. '' sinent Date gate Auguit 27; 2012 "CnrtentBiOablc Service Rams aro ava0atile on request. Raw are subject to change and acommet for services ora Purchase Order is required to hold a quoted raft. r Licenceortia. MUNIsigaatur uccptonal. Payrrreptotlhis eanhact by LiwnseasigrtiRes accepmgce ofibo terms aqd eoMitkrw outliited hmeiq. MUN[S wRl not accept any ahaggea to thiswntrect Revised 8/112007 Terms and Conditions for Licensing: 1. Grant oftAccase: Upon exearion ofthis Agreement, 0003;e. is hereby granted she nou-sacheive atdnon- lramierable license and fight to use the current version of the MUMS Licensed Programs listed in Section IV., and related material;. This License will also mov nyaddmcmlmvisi mfttLicensmmayrde duringthetermofthis ASe t. Thelicensoragreestoertendandthe Licensee agrees to accept a hearse subject to the terms and conditions contained herein for the current version ofthe MUMS software products identified in Section IV. 2. Limited Use: The soflua sprodutts listed are licensed foruse coly for the benefit ofthe Licenses listed in this Agreement. This license is registered for the Licence's compmersyoan identified in Section rV. As long as a current License and Support Agreement ismpl ace, this License may be Itartafaredto my odurhardwam system wed for the befit ofliceroae. Licensmagreestonotify Lic rpnorw= sf ertingthchcrosedFoductswmyothersystem. Thenghttotwa futbuiiceos mmcludedmtheeortofdm Agreement The cost for new media many required technical assurance w accommodate the header would bebillable charges in the Licence. 3. Confadendality: The Liceneeagreesdin the Products anproprietary w the Licensmand have beendeveloped no trade aceretatthe Luxtr oes expense. The Licensee agrees to keep the software products confidential and use its best efforts to prevent any otiose, urumhmized use orunaudwrand disclosures by any linty ofarry or all ofthe Products or accompanying docurnentation 4. Modification: The Products may be owdifiedbm such modification shall be ontyfor weuse on the Licensee's system forwhichthe Pmducfsar, licensed and shall not cause the Licensee or anyone performing such modification in gain anypropietory or other interest in the Products . - 5. Copies: The Liccmee may make copies ofthe licensed Products for archive pmposcs only. The Licensee will repent my proprietary entice on the copy ofthe Product The documentation aaonrpenytvg the product may notbe copied except for internal use. 6. Warranty: Fornlmgmacummtsoftwamswp agmementsinplacgtheLicensorwillwarrenttbata 11MUNISE)wftwan: programs will operate as described in the brochures and uurmanuals ofMUMS. Ifs program fads to -ponds in the manner desrmbad within these da:uoans, the Licatsorwill cones the problem a no charge to the Licensee. If Licensee has made modifications to the software pwgarns Licensor will no longer w mom the perfanunce ofthose, p agtarr%which contain modifications, milers specifically anthorized in writing by the Licensor. VI. Teens and Conditions for Support: 1. Scope of Services: MUMS will provide the following services for the benefit of the Licensee. a) MUMSsballpmvidesoftware latedteleph-- mwortwthe Li0cwa4 Supponpenoaoel will acceptphone calls during MUMS's normal working hours (5:00 A.M. an 6:00 P.M, Eastern Standard Time, Monday through Friday) Inc the term ofthis Agreemenylimit edwa�blenwnbcofrs lisofn:asmnbleduntion. Assistance and support requests, which require special assurance from MUNIS's developmcat group, will be taken and directed by support personal. In the event that Support representatives are armvailable, to receive cans, messages will be taken and calls will be mounted within one working day. b.) MUNISwiDomt imemm2imainan ¢saraetofthecurraucoff4 t progmmc onappropiate media, as well as haNwpy pdnwm ofsoume codcprograms and dacumenntioa c.) MUMS will nainlam staidjud is appropriately ininedw befmmliarwilt Licroseek softwaoprogams that ate listed in Section IV in order to render assistance, should it be required. (I) MUMS will provide License with all program enhancements, modifications or updates; that MUMS may nuke to the than Correct Release ofthe program application covered in Una Agreessimit m) In the case ofWstem software new Relcase(s). the Licensee will also be required to pay whatever fees the manufacturer charges to MUMS for the new Release. Licersce andeestands that and agrees that six (6) months alter shipment by MUMS ufnew Releases, MUMS shall cease to support the earlier Release and for the balance ofthe tam, MUNIS shall support the new Release. f) MUNIS will make available appr- priately, trained personnel to provide Licensee additional tnmhrg, progress, changes, analysts. Consultation,=.very ofdan,conversion non - coverage maimmence service, etc., billable at the content per diem rate. All o:peasea will be billed in accordance with the then consist Tyler Travel Policy. 2. Limitations and Erdasions: Thesupport and services ofthis Agreement do not include the following: a) Installation of the Licensed Software, orsile support, application design, ard other consulting services. or my support requested outside of no®al business hams. b.) The Licensee shall be responsible for implementing at its espease, all changes to the Currents Release. Liceraee una.,merids dst changes furnished by MUMS for the Current Software Release are fm implementation in the Current Software Release, as it exists without customization or Licensee aberration. 3. Licensee Responsibilities: a) The Licensee shall provide, at no charge in MUNIS, fall and free access in the programs covered herctmder. working space; sdegrnte facilities with at a re:nonable tli;wtae from the equipment; and ne ofmachines, attachments, features, or other equipment necessary to provide the specified support and maintenance service. b.) The Licensee shall =tell and maintain far the duration ofthis Agreement, a modem and associated diaki, telephone linens other connection insured acceptable to MINIS. The Licensee shill pay for inaction., maintenance end use ofsuch equipment and associated telephone tine use charges. MUMS at its option, shall use this modem and telephone fete in contraction with error correction. Such access by MUMS shall be subject to prior approval by the Licensee in each assume. 4. Non- AssigaabBity: The Licensee shall ram have the rigbto assign ortmader its rights heretuderto any party. 5. Excused Noo- Performanee: MUNIS sh ll wtberespo 'blefmdelayswservicingthepmdu co credbytbn Age mtcauscl by sb0ces, lockouts riots, epidemic, won, government regulations, fire, power (anion, acts of God, on owe causes beyond in control. 6. limitation of Liability: The liability ofMUNIS is hereby limited to claim for a moneyjudgemeat not exceeding the total amount paid by the Licensee fm services under this Agreement THE LICENSEE SHALL NOT QI ANY EVENT BE ENTITLED TD, AND MUMS SHALL NOT BE LIABLE FOR, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY NATURE, EVEN IF MINIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, IRRESPECTIVE OF THE NATURE OF THE LICENSEE'S CLAIM VIL General 1. Goveraiagfaw: This agreement shall be governed by, and covsbued in aecordancewith the laws ofChenrs site of domicile The invalidity orunenfoneability of my provision of this agreement shall not affect the validity or enforceability, of my other provision. 2. Moditicadonofthis Continues: No modification or amendment of this Agseenicaushall be effective sonless set forth in writing and signed by both the Licensee and MINIS. 3. Suspension: Suppostand services will be suspended whenever Licensee% account is thirty days overdue. Supportandserviceswillbe renowned when Licensees account is made current 4. Entire Agreement: THIS AGREEMENT CONSTIT'UT'ES THE COMPLETE AND EXCLUSIVE STATEMENT OF T'i1E AGREEMENT BETWEEN THE LICENSEE AND MINIS WHICH SUPERSEDES ALL PROPOSALS, ORAL OR WRITTEN, AND OTHER COMMUNICATIONS BETWEEN THEM RELATING TO THE SOFTWARE SUPPORT AND MAINTENANCE SERVICE OF THE PRODUCTS COVERED BY THIS AGREEMENT . 5. Trademarks: MINIS and the MUNIS Logo are registered trademarks of Tyler Technologies, Inc. Revised &11/2007 Annual Agreement For Operating System & Database Administration Support Invoice b' Village of Oak Brook Contact Jim Fox Address: 1200 Oak Brook Rd Oak Bnhak IL 60523 Telephone: (630) 36&5162 This Agreement (twain "Agreement) is entered into between Village of Oak Brook (CUSTOMER) with its principal place of bu amas at 1200 Oak Brook Rd Oak Brook IL W523 and Tytar Terhndogea I.. MUNIS Division (MUNIS) with its prindpai place of business at One Cote Flaw Or Yarmouth, Make, 04086 on this �2 day of August 2012. The headings used in the Agreement are for reference purposes orgy and shall not be deemed a part of ths Agreement CUSTOMER agrees b purchase and MUNIS agrees W provide the services Iliad below in accordance with the following weans and conditions. L Termof Agreement This Agreement's effective as of 09202012 and shat remain In force until 09/191201$ (one year tean4 Upon wemilnatlon of this Agreement CUSTOMER may renew the Agreement for subsequent one year periods at the than current fee structure as established by MUNIS. II. Scopeofthe Agreement: Both parties aclmowladge that Oft Agmerread covers the services described below. for the operations of: X awrown School County Other (The Ageanams lirmitod m only trose entitles marked.) 111. Payment: 1. CUSTOMER agrees to pay MUNIS $6,0W.04, for the services as described below. This payment is due and payable upon execution of the Agreement 2. Additional Charges. Any malmesnce performed by MUNIS for CUSTOMER who is W covered by the Agreement will be charged at the then applicable time eta All maleri supplied in a rmicbm with such noncevemd maintenance or support will be caged to CUSTOMER Any additional charges will be added b the next invoice aCmlted to CUSTOMER and shall be due an the Same date as the oterchaiges kduded in thatimroice. IV. Covered System: Speci Hardware System: IBM X3400 Windows 2003 Database Products: SOL Server 200.5 Sad 16 Users V. Taseand Conditionsfor Support: 1. Scapa alservicas: MUNIS will provide the fallowing services for the benefit of CUSTOMER a. OS /DBA Service is available dung MUNIS's normal working hours (600 AIA to 9:00 P.M., Eastern Standard Tina Monday through Friday) for the hem of this Agreement It. OS/DBA related trouble calls can be placed by dialing 1- 800 -T72 -2260 and cl timing option 3, than choosing option 5. At particular times, your call may be forwarded to the OS/DBA mailbox at exsrsion 1851. In either case, your roll will be recorded and answered on a first in first out basis, except on reports that declare your system is down. which are moved 10 the head of the queue. C. System Administration services are restricted to the Production Server(s) that MUNIS Is Instilled oh. In mass where a starts by server is employed, the Stand by server is included as long as the stand by server is only used In the event of the primary application serve railing. Specifically, the standard OS/DSA cerhtract for Windows System Administration support is intended b be for a single Production Server. the MUNIS Application Server. d. Database: The intended coverage for a standard OS/OBA contract s for a single MUNIS Application Server running any number of MUNIS Application modules utilivng one five, she Bain and one fast database. Therefore, the Database Administration services are restricted In three MUNIS Databases, defined as one Ave database and one train and one test database. (1) In cases where additional databases exist as is the case when more than one business entry shares the MUNIS Application Server, each additional database Is required b contract for the Database Administration Services portion of the OSIDBA Sarvims conbaot separately at a quoted by Tyler based on site cabgary. In this event, one of the business entties shading the MUNIS Application Serve Is required to purchase the OS/DBA contract at full pdm. (2) In cases whom multiple databases east and all databases belong b a single business entity, only one five and one train and one test database will be covered. Each additional database must be com maWd for separately at a rate quoted by Tyler base on site category. e. MUNIS Application Software: The standard OSIDBA service includes coverage two complete was of MUNIS application programs and forms, defined as am live and train set and test set E MUNIS Required Foundation Software (1) The standard OSIDBAcontrdct includes a singe installation of all MUNIS required foundation software. Revised 7 /1/2012 ANNUAL SUPPORT AGREEMENT AND LICENSE AGREEMENT FOR MUNISO SOFTWARE Invoice to: Application: Contact: 2551 Village of Oak Brook Jim Fox General Billing 1200 Oak Brook Rd HR Management Address: Oak Brook IL 60523 Telephone: This Support and License Agreement (herein "Agreement") is entered into between Village of Oak Brook (Licensee) with its principal place of business at 1200 Oak Brook Rd. , Oak Brook. IL and Tyler Technologies, Inc., MUMS Divlsior, (Licensor) with its principal place of business at 370 US Route One, Falmouth, Maine, 04105 on this 20th day of September 2012 The headings used in the Agreement are for reference purposes only and shall not be deemed a part of this Agreement The Licensee agrees to purchase and MUMS agrees to provide services for the products listed below in accordance with the following terms and conditions. L Term of Agreement This Agreement is effective w of 0920/12 and shall remain in force until 09/19/13 (one -year term). Upon termination of this Agreement the Licensee may renew the Agreement for subsequent one-year periods at the then current fee structure as established by the Licensor. H. Scope of the Agreement Both parties acknowledge that this Agreement covers both Support and Licensing for the products listed below, used by the Licensee for the operations of [T] CityTownNilhige Q School County Q Other (This Agreement is limited to only those entities marked) III. Payment 1. Licensee agrees to pay MUMS $ 26,127.27 , for licensing and support services, as described below. This payment is due and payable upon execution of the Agreement 2. Additional charges. Any services performed by MUMS for the Licensee, which are not covered by the Agreement, will be charged at the then applicable time rate'. All materials supplied in connection with such non-covered maintenance or support will be charged to the Licensee. Any additional charges will be added to the next invoice submitted to the Licensee and shall be due on the sane date as the other charges included in that invoice. IV. Covered Products This Agreement is limited to the following listed products which are registered for Licensee's Windows 2003 system. Application: Application: Accounting/GLBG /AP C Accounts Receivable C General Billing C HR Management B Business Object Upgrade C MUNIS Office C Payroll B Purchase Orders C Requisitions C Tyler Forms Processing C UB Interface B Utility Billing CIS B TCM SE C Licensee Date er Technologre ., K S Division C1 Richard E. Peterson, Jr. sident Date Augugt 27, 2012 w Current Billable Service Fares are available on request. Rates are subject to change and a contract for services or a Purchase Order is required to hold a quoted rate. ' Licensee's acceptance signature is optional. Payment ofthis contract by Licensee signifies acceptance of the (emu and eondidow outlined herein. MIJNIS will not accept my changes to this contract. Revised 8/1 /2007 (2) MUNIS required foundation software is defined as any software required town MUNIS. This includes Database Engine software, 4GL Runtime soibvare, and Tyler software. (3) In no case don the OS/DBA contract supply support for any Microsoft Product including the PC operating system. g. In rases where multiple installations of foundation software emst, only Me installation required to con MUNIS is covered under the standard OS/DBA contract h. The scope of the service provided by a standard OS /DBA contract is restriged In Me installation and configuration of MUNIS Application software and MUNIS required foundation software as originally installed on the MUNIS Application Server. I. Further services in the category of System Administration are united to administrative tasks on the installed Operating System. j. Further services in the category of Data Base Administration are limited to administrative tasks on the installed Database Engird software. 1 Limitations and Exelusiors: a. Thla Agreement don Include the remote installation and configuration of a new or upgraded server once every lvro b. This Agreement does not include the installation and configuration of a new Informix Engine. c. This Agreement does notprovide support for safane not required to run MUNIS. a. This Agreement does not provide support for software required but not recommended (i.e. terminal emulation solvers that has not been recommended by MUNIS). 3. CUSTOMER Responsibilities: a. CUSTOMER shag provide, atno, danger to MUNIS, full and free none to he programs covered her miler. working space; ad,,nefacilibas widen a reasonable distance from the emamenY, and useof rrachmn asacMments, feelums, or otlsr equipment rscxseeryta provide theapedfed support and meintenerrceservice. b. CUSTOMER shall Instal and maintain for tee duration of this Ag dernert, a stable high speed neevoM connection available for GoToAssist remote connecfiaa. CUSTOMER shall pay for installation, maintenance and use of such equipment and associated communication line use charges, MUNIS at Its option, shall use this remo, interface in conneclon with erne correction. Such scows by MUNIS shag be subject to prior approval by CUSTOMER in each instance. 4. Non - Assignability: CUSTOMER shall not have Me dghtb assign orbansfer its rights hereunder In any party. 5. Excused Non- Performance: MUMS SWI not be responsible for delays in servicing the products covered by this Agreement caused by strikes, b&o4s riots. epidemic war, government regulations, firs, power faflure, acts of God, or other causes beyond it control. 6. Umltationof Ltabllhy: The lablRyof MUNIS is hereby6nited Inadaim flora moneyludgementrot exceeding the Intel amount paid by CUSTOMER for sluices under Me Agreement. CUSTOMER SHALL NOT IN ANY EVENT BE ENTITLED TO, AND MUNIS SHALL NOT BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY NATURE. EVEN IF MUNIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, IRRESPECTIVE OF THE NATURE OF CUSTOMERS CLAIM. VI. Gerwral 1. Governing Law: This agreement shag be governed by, and coretnred in accordance with, the laws of the clenfs state of domfole. The Invalidity or rmerdarceabilty of any Powwow of this agreement shag not affect Me validity or enforcee(igry of any other provision. 2. Modification of the Contract: No madilrag or amendment of Nis Agm med shall be effecdve wde set forth in wntig and signed by both CUSTOMER and MUNIS. 3. Suspension: Support and services wil be suspended wlsnever CUSTOMER's account Is thirty days overdue. Support and amvices wig be reinstated when CUSTOMER'S account is made current 4. Trademarks: MUNIS and the MUNIS Logo are registered trademarks of MUNIS, Inc. 5. Renewah OS/DSA Contract Services will renew automatically for additional we (1) year terms et Tylees dxa orrmnt OS/DBA NO unless terminated in writing M alNsr party al least Often (15) days prior the end of tee Nenarrent tarm. CUSTOMER31 Tyler Technologies, Inc., MUNIS Division Richard E. Peterson, Jr., President Auaust 29.2012 Date Date "CUSTOMER -S acceptance sgrenne a optional. Peynrant of this cone by CUSTOMER SW,11)es acceptance of the terms and conditions oared heram. MUNIS will not accept any changes In gis contract Revised 7 /112012 Resolution 2012- FI- MUNIS -AG -R -1203 Agmt. w/Tyler Technologies For Munis Support Services Page 4 of 5 EXHIBIT B Resolution 2012- FI- MUNIS -AG -R -1203 Agmt. w/Tyler Technologies For Munis Support Services Page 5 of 5 EXHIBIT C Remittance Tyler Technologies, Inc. Invoice ego tg (FEIN 75. 2303920) Invoice No Date Page P.O. Box 243556 045.72469 082912012 1 of 1 �► technologies Dallas, TX 75320 -3556 Questions: Tyler Technologies -ERP & Schools Phone: 1- 800- 772 -2264 Press 2, then 1 Fax: 1- 866 -673 -3274 Email: ar @tylertech.com i Bill To: VILLAGE OF OAK BROOK Ship To VILLAGE OF OAK BROOK j ATTN: JIM FOX ATTN: JIM FOX 1200 OAK BROOK ROAD 1200 OAK BROOK ROAD j OAK BROOK, IL 60523 OAK BROOK, IL 60523 Customer No. Ord No PO Number Currency Terms Due Date 2551 37152 USD NET30 092812012 Date Description Units Rate Price Contract No.: OAK BROOK, IL SUPPORT & UPDATE LICENSING- HUMAN RESOURCES MANAGEMENT 1 1,732.96 1,732.96 Maintenance: Start: 20/Sep/2012, End: 19 /5ep12013 SUPPORT& UPDATE LICENSING- TYLER CONTENT MANAGER SE 1 2,646.00 2,646.00 Maintenance: Start: 20/Sep2012, End: 19/Sep/2013 SUPPORT &UPDATE LICENSING - ACCOUNTS RECEIVABLE 1 1,485.24 1,485.24 Maintenance: Start: 20/Sep/2012, End: 19/Sep2013 SUPPORT & UPDATE LICENSING- UTILITY BILLING CIS 1 1,620.68 1,620.68 Maintenance: Stan: 20/Sep2012, End: 19 /Sep2013 SUPPORT & UPDATE LICENSING - REQUISITIONS 1 1.,126.37 1,126,37 Maintenance: Start: 20 /Sep2012, End: 19/Sep/2013 SUPPORT& UPDATE LICENSING, BUSINESS OBJECTS 1 2,345.35 2,345.35 Maintenance: Start 20/Sep/2012, End: 19 18ep2013 SUPPORT & UPDATE LICENSING - PAYROLL 1 2,611.60 2,611,60 Maintenance: Start: 20 /Sep /2012, End: IMap2013 SUPPORT & UPDATE . LICENSING - UTILITY BILLING INTERFACE 1 6fe33 619.33 Maintenance: Slart: 20/Sep12012, End: 19/Sop/2013 SUPPORT & UPDATE LICENSING - PURCHASE ORDERS 1 1,732.96 1,732.96 Maintenance:. Start 20 /Sep2012, End: 191Sep2013 TYLER FORM PROCESSING SUPPORT 1 1,875.35 1,875.35 Maintenance: Start: 20tSW2012, End: 19/Sep/2013 SUPPORT& UPDATE LICENSING - ACCTGIGUBUDGET /AP 1 6,530.16 6,530.1e Maintenance: Start 20/Sep2012, End: 19 /Sep2013 SUPPORT& UPDATE LICENSING - GENERAL BILLING 1 674.90 674.9C Maintenance: Start:.20/Sep12012, End: 191Sep2013 SUPPORT& UPDATE LICENSING -MUNIS OFFICE 1 1,126.37 1,12637 Maintenance: Start: 20/Sep2012, End: 19189P2013 Subtotal[ 26,127.271 ATTENTION " *" " ** Please note new remittance sales Tax o:oo address above and update your invoice Total 213,127:27 records accordingly IIIVIIIIII, ��IIINfII�:llllllllplllll�ll�lp Customer No. Ord No PONumber Currency Terms Due Date 2551 26973 USD NET30 09/28/2012 Data Description Units Rate Extended Price contract No.: OAK BROOK, IL GUI. UNLIMITED LICENSE SUPPORT Maintenance: Start:20 /Sep /2012, End: 191Sep12013 * * *** ** ATTENTION * * * * * ** Please note new remittance address above and update your records accordingly 16 76A1 1,222.66 Subtotal 1,222.56 Sales Tax 0.00 Invoice Total 1,222.56 Remittance; Invoice ty, Tyler Technologies, Inc. (FEl N 75- 2303920] ®� er P,O. Box 203558 Invoice No Date Page 045 - 72468 08/2912012 1 Of 1 Dallas, TX 75320.3556 technologies Questions: Tyler Technologies- ERP 8, Schools Phone: 1- 600 - 772 -2260 Press 2, then 1 Fax: 1- 866 -673 -3274 Email: arQtylertech.com Btll To: VILLAGE OF OAK BROOK Ship To: VILLAGE OF OAK BROOK ATTN: JIM FOX ATTN: JIM FOX 1200 OAK BROOK ROAD 1200 OAKBROOK .ROAD OAK BROOK, IL 60523 OAK BROOK, IL 60523 Customer No. Ord No PONumber Currency Terms Due Date 2551 26973 USD NET30 09/28/2012 Data Description Units Rate Extended Price contract No.: OAK BROOK, IL GUI. UNLIMITED LICENSE SUPPORT Maintenance: Start:20 /Sep /2012, End: 191Sep12013 * * *** ** ATTENTION * * * * * ** Please note new remittance address above and update your records accordingly 16 76A1 1,222.66 Subtotal 1,222.56 Sales Tax 0.00 Invoice Total 1,222.56 0 Remittance: Invoice � ty, Technologies, Inc, (FEIN 75- 2303920) er " P.O. Box 203556 Invoice No pate Page 045 -72268 08/2912012 1 of 1 Dallas, TX 75320- 3556 �►� technologies Questions: Tyler Technologies - ERP & Schools Phone: 1- 800- 772 -2260 Press 2, then 1 Fax: 1 -666 -673 -3274 Email: ar@tylertech.com Bill To; VILLAGE OF OAK BROOK Ship To: VILLAGE OF OAK BROOK ATTN: JIM FOX ATTN: JIM FOX 1200 OAK BROOK ROAD 1200 OAK BROOK ROAD OAK BROOK, tL 60523 OAK BROOK, IL60523 Customer No. Ord No PO Number Currency Terms Due Date Date Description Units Rate Extended Price Contract Ne.c OAK BROOK, IL OPERATING SYSTEM DATABASE ADMINISTRATIVE SUPPORT Maintenance: Stan:.201Sep12012. End: IS /Sep12013 6;038.04 6,038.04 Subtotal 6,038.04 ATTENTION * * " * * ** Please note new remittance sates Tax ( 0. Please address above and update your Invoice rotall 6,038.oa records accordingly Is ll�� �lllin�li�all�lll r� {ll�ll�llilliII�IQ 6 I�III�8I 2�I9�IIIOI2IIII�1�l�llllllhl 5�ld�1 III Remittance: \ G ty, ® Tyler Technologies, Inc. Invoice (FEIN 75- 2303920) ®* W"I P.O. Box 203556 Invoke No Date Page ; technologies Dallas, TX 75320 -3556 045 -72540 08/2912012 1 of 1 Questions: Tyler Technologies - ERP & Schools Phone: 1- 800 -772 -2260 Press 2; then 1 Fax: 1- 866 -673 -3274 Email: ar@tylertech.com Bill To: VILLAGE OF OAK BROOK ATTN: JIM FOX 1200 OAK BROOK ROAD OAK BROOK, IL 60623 I Customer No. Ord No Ship To: VILLAGE OF OAK BROOK ATTN: JIM FOX 1200 OAK BROOK ROAD OAK BROOK, IL 60523 PONumber Currency Terms Due Date Date Description Units Rate Extended Price Contract No.: OAK BROOK, IL DISASTER RECOVERY CONTRACT 1 6,038.04 6,038.04 Maintenance: Stad: 201Sepr2012, End: 191Sep12013 * * * * * ** ATTENTION * * * * * ** Please note new remittance address above and update your records accordingly Subtotall 6,038. Sales Tax 0.00 Invoice Totad 6,038.04