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Item 4PCITY OF SOUTHLAKE MEMORANDUM (January 18, 2011) To: Shana Yelverton, City Manager From: Dale Dean, Director of Information Technology Subject: Consent agenda item 4P - Approve an annual software support and maintenance agreement to Tyler Technologies in the amount of $63,150.47. Action Requested: Approve an annual software support and maintenance agreement to Tyler Technologies in the amount of $63,150.47. Background Information: The City of Southlake purchased the Munis application from Tyler Technologies to provide the Finance and Human Resources departments with an enterprise level application to meet their daily business requirements. Financial Considerations: Total expenditure of $63,150.47 is within the budgeted amount of $66,958 (General Fund). Strategic Link: B6 — "Optimize Use of Technology' — enables the IT department to maintain supportable systems and services B4 —"Provide High Quality Customer Service" —enables IT to provide quick response and resolution for Munis system issues as well as upgrades to future enhancements & bug fixes. Citizen Input/ Board Review: Not Applicable Legal Review: Contract was initially signed by Jim Blagg on 11/27/06 and there are no significant differences between the two contracts. Alternatives: 1) Approve as proposed. 2) Reject — provide support internally and pay for future bug fixes and enhancements as required. Supporting Documents: Munis support/maintenance contract is available for review in Laserfiche. Staff Recommendation: Approve item as proposed • • •'• t y I le r • technologies 370 US Route One Falmouth, Maine 04105 P: 800.772.2260 F: 207.781.2459 www.tylertech.com Dear Tyler Customer: Enclosed you will find an invoice, your Annual Support and License Agreement, and a holiday schedule for the upcoming year. One copy of the Annual Support and License Agreement is for your records. One copy may be returned to us. Please use the Remittance address on the invoice for your payment. The Falmouth, Maine address is only for general correspondence or Purchase Orders. Failure to make payment prior to the expiration of your current Support and License Agreement may result in interruption of your support services. Thank you in advance and please call if you have any questions or concerns. Sincerely, r21� Z. e— Loifaine Greene Billing Specialist ANNUAL SUPPORT AGREEMENT AND LICENSE AGREEMENT FOR MUNIS® SOFTWARE Invoice to: Contact: 2139 City of Southlake Karen Randall 1400 Main Street, Ste. 420 Address: Southlake, TX 76092 Telephone: 817.748.8044 This Support and License Agreement (herein "Agreement ") is entered into between City of Southlake (Licensee) with its principal place of business at 1400 Main Street, Ste. 420, Southlake, TX and Tyler Technologies, Inc., MUNIS Division, (Licensor) with its principal place of business at 370 US Route One, Falmouth, Maine, 04105 on this 22nd day of February 2011 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 MUNIS agrees to provide services for the products listed below in accordance with the following terms and conditions. I. Term of Agreement This Agreement is effective as of 02/22/11 and shall remain in force until 02/21/12 (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. II. Scope of the Agreement Both parties acknowledge that this A �Bement covers both Support and Licensing for the roducts listed below used by the Licensee for the operations of ^ I City/Town/Village School County Other (This Agreement is limited to only those entities marked.) III. Payment 1. Licensee agrees to pay MUNIS $ 63,150.47 ' 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 MUNIS 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 same 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 D MUNIS Crystal Reports D Accounts Receivable D MUNIS ESRI Interface C Applicant Tracking B MUNIS MapLink C Bid Management D MUNIS Office D BMI Asset Tracking Interface D Payroll B Business and Vendor Self Service D Project & Grant Accounting D Central Property File C. _ Purchase Orders D Contract Management D Requisitions D Employee Self Service B Timekeeping Interface B Fixed Assets D Treasury Management D GASB 34 Report Writer D Tyler Forms Processing D General Billing D UB Interface C HR Management B Utility Billing CIS C Inventory D MUNIS Connector for Laserfiche D Licensee' Tyler�jrchnaIngies, Inc., MUNIS Division Ric ar . Pe on, r., r dent Date Date Dece er:1Q 2010 * Current Billable Service Rates 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 of this contract by Licensee signifies acceptance of the terms and conditions outlined herein. MUNIS will not accept any changes to this contract. Revised 8!1/2007 Terms and Conditions for Licensing: I. Grant of License: Upon execution of this Agreement, Licensee is hereby granted the non - exclusive and non - transferable license and right to use the current version of the MUNIS Licensed Programs listed in Section IV., and related materials. This License will also cover any additional revisions that Licensor may release during the term of this Agreement. The Licensor agrees to extend and the Licensee agrees to accept a license subject to the terms and conditions contained herein for the current version of the MUNIS software products identified in Section IV, 2. Limited Use: The software products listed are licensed for use only for the benefit of the Licensee listed in this Agreement. This license is registered for the Licensee's computer system identified in Section IV. As Iong as a current License and Support Agreement is in place, this License may be transferred to any other hardware system used for the benefit of Licensee. Licensee agrees to notify Licensor prior to transferring the licensed products to any other system. The right to transfer this license is included in the cost of this Agreement. The cost for new media or any required technical assistance to accommodate the transfer would be billable charges to the Licensee. 3. Confidentiality: The Licensee agrees that the Products are proprietary to the Licensor and have been developed as a trade secret at the Licensors expense. The Licensee agrees to keep the software products confidential and use its best efforts to prevent any misuse, unauthorized use or unauthorized disclosures by any party of any or all of the Products or accompanying documentation. 4. Modification: The Products may be modified but such modification shall be only for the use on the Licensee's system for which the Products are licensed and shall not cause the Licensee or anyone performing such modification to gain any proprietary or other interest in the Products. 5. Copies: The Licensee may make copies of the licensed Products for archive purposes only, The Licensee will repeat any proprietary notice on the copy of the Product The documentation accompanying the product may not be copied except for internal use. 6. Warranty: For as long as a current software support agreement is in place, the Licensor will warrant that all MUNIS® software programs will operate as described in the brochures and user manuals of MUMS: If a program fails to operate in the manner described within, these documents, the Licensor will correct the problem at no charge to the Licensee. If Licensee has made modifications to the software programs, Licensor will no longer warrant the performance of those programs, which contain modifications, unless specifically authorized in writing by the Licensor. VI. Terms and Conditions for Support: 1. Scope of Services: MUNIS will provide the following services for the benefit of the Licensee. a.) MUNIS shall provide software - related telephone support to the Licensee. Support personnel will accept phone calls during MUNIS's normal working hours (8:00 A.M. to 6:00 P.M., Eastern Standard Time, Monday through Friday) for the term of this Agreement, limited to a reasonable.number of calls of reasonable duration. Assistance and support requests, which require special assistance from MUNIS's development group, will be taken and directed by support personnel. In the event that support representatives are unavailable to receive calls, messages will be taken and calls will be returned within one working day. b.) MUNIS will continue to maintain a master set of the current computer programs on appropriate media, as well as hardcopy printout of source code programs and documentation. c.) MUNIS will maintain staff that is appropriately trained to be familiar with Licensee's software programs that are listed in Section IV in order to render assistance, should it be required d.) MUNIS will provide Licensee with all program enhancements, modifications or updates that MUNIS may make to the then Current Release of the program applications covered in this Agreement. e.) In the case of system software new Release(s), the Licensee will also be required to pay whatever fees the manufacturer charges to MUNIS for the new Release. Licensee understands that and agrees that six (6) months after shipment by MUNIS of new Releases, MUNIS shall cease to support the earlier Release and for the balance ofthe term, MUNIS shall support the new Release. f.) MUNIS will make available appropriately trained personnel to provide Licensee additional training, program changes, analysis, consultation, recovery of data, conversion, non - coverage maintenance service, etc., billable at the current per diem rate. All expenses will be billed in accordance with the then current Tyler Travel Policy. 2. Limitations and Exclusions: The support and services of this Agreement do not include the following: a.) Installation of the Licensed Software, onsite support, application design, and other consulting services, or any support requested outside of normal business hours. b.) The Licensee shall be responsible for implementing at its expense, all changes to the Current Release. Licensee understands that changes famished by MUNIS for the Current Software Release are for implementation in the Current Software Release, as it exists without custornization or Licensee alteration. 3. Licensee Responsibilities: a.) The Licensee shall provide, at no charge to MUNIS, full and free access to the programs covered hereunder: working space; adequate facilities within a reasonable distance from the equipment; and use of machines, attachments, features, or other. equipment necessary to provide the specified support and maintenance service. b.) The Licensee shall install and maintain for the duration of this Agreement, a modem and associated dial -up telephone line or other connection method acceptable to MUNIS. The Licensee shall pay for installation, maintenance and use of such equipment and associated telephone line use charges. MUNIS at its option, shall use this modem and telephone line in connection with error correction. Such access by MUNIS shall be subject to prior approval by the Licensee in each instance. 4. Non - Assignability: The Licensee shall not have the right to assign or transfer its rights hereunder to any party. 5. Excused Non - Performance: MUNIS shall not be responsible for delays in servicing the products covered by this Agreement caused by strikes, lockouts, riots, epidemic, war, government regulations, fire, power failure, acts of God, or other causes beyond its control. 6. Limitation of Liability: The liability of MUNIS is hereby limited to a claim for a money judgement not exceeding the total amount paid by the Licensee for services under this Agreement. THE LICENSEE 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 NA'T'URE -OF THE ICENSEE'S CLAIM. VII. General' I. Governing Law: This agreement shall be governed by, and construed in accordance with the laws of Client's state of domicile. The invalidity or unenforceability of any provisions of this agreement shall not affect the validity or enforceability of any other provision. 2. Modification of this Contract: No modifications or amendment of this Agreement shall be effective unless set forth in writing and signed by both the Licensee and MUNIS. 3. Suspension: Support and services will be suspended whenever Licensee's account is thirty days overdue. Support and services will be reinstated when Licensee's account is made current. 4. Entire Agreement. THIS AGREEMENT CONSTITUTES THE COMPLETE AND EXCLUSIVE STATEMENT OF TBE AGREEMENT BETWEEN THE LICENSEE AND MUNIS WHICH SUPERSEDES ALL PROPOSALS, ORAL OR WRITTEN, AND OTHER COMMUNICATIONS BETWEEN THEM RELATING TO THE SOFTWARE SUPPORT AND MAINTENANCE SERVICE OF TIM PRODUCTS COVERED BY THIS AGREEMENT. 5. Trademarks: MUNIS and the MUNIS Logo are registered trademarks of Tyler Technologies, Inc. Revised 8/112007 ANNUAL SUPPORT AGREEMENT AND LICENSE AGREEMENT FOR MUNIS® SOFTWARE Invoice to: 2139 City of Southlake 1400 Main Street, Ste. Address: - Southlake, TX 76092 Contact: Karen R Telephone: 817.748.8044 This Support and License Agreement (herein "Agreement') is entered into between City of Southlake (Licensee) with its principal place of business at 1400 Main Street, Ste. 420, Southlake, TX and Tyler Technologies, Inc., MUNIS Division, (Licensor) with its principal place of business at 370 US Route One, Falmouth, Maine, 04105 on this 22nd day of February 2011 The headings used in the Agreement are for reference purposes only and shall not be deemed apart of this Agreement. The Licensee agrees to purchase and MUNIS agrees to provide services for the products listed below in accordance with the following terms and conditions. I. Term of Agreement This Agreement is effective as of 02/22/11 and shall remain in force until 02/21/12 (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 AV Bement covers both Support and Licensing for the roducts listed below, used by the Licensee for the operations of: L l City/Town/Village School County Other (This Agreement is limited to only those entities marked.) III. Payment 1. Licensee agrees to pay MUNIS $ 63,150.47 , 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 MUNIS 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 same 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 Windotivs2003. system. Application: Accounting/GL /BG /AP Accounts Receivable Applicant Tracking Bid Management BMI Asset Tracking Interface Business and Vendor Self Service Central Property File Contract Management Employee Self Service Fixed Assets GASB 34 Report Writer General Billing HR Management Inventory MUNIS Connector for Laserfiche Licensee' Date Tyler Technologies, Inc., MUNIS Division Richard E ers®tt sident Dece er 10, 2010 * Current Billable Service Rates 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 of this contract by Licensee signifies acceptance of the terms and conditions outlined herein, MUNIS will not accept any changes to this contract. Revised 8/1/2007 Application: D MUMS Crystal Reports D D MUNIS ESRI Interface C B MUMS MapLink C D MUNIS Office D D Payroll B D Project & Grant Accounting D C Purchase Orders, D D Requisitions D B Timekeeping Interface B D Treasury Management D D Tyler Forms Processing D D UB Interface C B Utility Billing CIS C D D Tyler Technologies, Inc., MUNIS Division Richard E ers®tt sident Dece er 10, 2010 * Current Billable Service Rates 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 of this contract by Licensee signifies acceptance of the terms and conditions outlined herein, MUNIS will not accept any changes to this contract. Revised 8/1/2007 Terms and Conditions for Licensing: 1. Grant of License: Upon execution of this Agreement, Licensee is hereby granted the non - exclusive and non - transferable license and right to use the current version of the MUNIS Licensed Programs listed in Section 1V., and related materials. This License will also cover any additional revisions that Licensor may release during the term of this Agreement. The Licensor agrees to extend and the Licensee agrees to'accept a license subject to the terms and conditions contained herein for the current version of the MUNIS software products identified in Section IV. 2. Limited Use: The software products listed are licensed for use only for the benefit of the Licensee listed in this Agreement. This license is registered for the Licensee's computer system identified in Section IV. As long as a current License and Support Agreement is in place, this License may be transferred to any other hardware system used for the benefit of Licensee. Licensee agrees to notify Licensor prior to transferring the licensed products to any other system. The right to transfer this license is included in the cost of this Agreement. The cost for new media or any required technical assistance to accommodate the transfer would be billable charges to the Licensee. 3. Confidentiality: The Licensee agrees that the Products are proprietary to the Licensor and have been developed as a trade secret at the L'censer's expense. The Licensee agrees to keep the software products confidential and use its best efforts to prevent any misuse, unauthorized use or unauthorized disclosures by any party of any or all of the Products or accompanying documentation. 4. Modification: The Products may be modified but such modification shall be only for the use on the Licensee's system for which the Products are licensed and shall not cause the Licensee or anyone performing such modification to gain any proprietary or other interest in the Products. 5. Copies: The Licensee may make copies of the licensed Products for archive purposes only. The Licensee will repeat any proprietary notice on the copy of the Product. The documentation accompanying the product may not be copied except for internal use. 6. Warranty: For as long as a current software support agreement is in place, the Licensor will warrant that all MUNIS® software programs will operate as described in the brochures and user manuals of MUNIS. If a program fails to operate in the manner described within these documents, the Licensor will correct the problem at no charge to the Licensee. If Licensee has made modifications to the software programs, Licensor will no longer warrant the performance of those programs, which contain modifications, unless specifically authorized in writing by the Licensor. VI. Terms and Conditions for Support: 1. Scope of Services: MUNIS will provide the following services for the benefit of the Licensee. a) MUNIS shall provide software - related telephone support to the Licensee. Support personnel will accept phone calls during MUNIS's normal working hours (8:00 A.M. to 6:00 P.M., Eastern Standard Time, Monday through Friday) for the terra o£this Agreement, limited to a reasonable number of calls of reasonable duration. Assistance and support requests, which require special assistance from MUNIS's development group, will be taken and directed by support personnel. In the event that support representatives are unavailable to receive calls,messages will be taken and calls will be returned within one working day. b.) MUNIS will continue to maintain a master set of the current computer programs on appropriate media, as well as hardcopy printout of source code programs and documentation. c.) MUNIS will maintain staff that is appropriately trained to be familiar with Licensee's software programs that are listed in Section IV in order to render assistance, should it be required. d.) MUNIS will provide Licensee with all program enhancements, modifications or updates that MUNIS may make to the then Current Release of the program applications covered in this Agreement. e.) In the case of system software new Release(s), the Licensee will also be required to pay whatever fees the manufacturer charges to MUNIS for the new Release. Licensee understands that and agrees that six (6) months after shipment by MUNIS of new Releases, MUNIS shall cease to support the earlier Release and for the balance of the term, MUNIS shall support the new Release. f.) MUNIS will make available appropriately trained personnel to provide Licensee additional training, program changes, analysis, consultation, recovery of data, conversion, non - coverage maintenance service, etc., billable at the current per diem rate. All expenses will be billed in accordance with the then current Tyler Travel Policy. 2. Limitations and Exclusions: The support and services of this Agreement do not include the following: a.) Installation of the Licensed Software, onsite support, application design, and other consulting services, or any support requested outside of normal business hours. b.) The Licensee shall be responsible for implementing at its expense, all changes to the Current Release. Licensee understands that changes furnished by MUNIS for the Current Software Release are for implementation in the Current Software Release, as it exists without customization or Licensee alteration. 1 Licensee Responsibilities: a.) The Licensee shall provide, at no charge to MUNIS, full and free access to the programs covered hereunder: working space; adequate facilities within a reasonable distance from the equipment; and use of machitres, attachments, features, or other equipment necessary to provide the specified support and maintenance service. b.) The Licensee shall install and _maintain - for .the duration of this Agreement, a modem and associated dial -up telephone line or other connection method acceptable to MUNIS. The Licensee shall pay for installation, maintenance and use of such equipment and associated telephone line use charges. MUNIS at its option, shall use this modem and telephone line in connection with error correction. Such access by MUNIS shall be subj ect to prior approval by the Licensee in each instance. 4. Non - Assignability: The Licensee shall not have the right to assignor transfer its rights hereunder to any party. 5. Excused Non - Performance: MUNIS shall not be responsible for delays in servicing the products covered by this Agreement caused by strikes, lockouts, riots, epidemic, war, government regulations, fire, power failure, acts of Gad, or other causes beyond its control. 6. Limitation of Liability: The liability of MUNIS is hereby limited to a claim for a money judgement not exceeding the total amount paid by the Licensee for services under this Agreement THE LICENSEE 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 THE LICENSEE'S CLAIM. VII. - General 1. Governing Law: This agreement shall be govemed by, and construed in accordance with the laws of Client's state of domicile. The invalidity or unenforceability of any provisions of this agreement shall not affect the validity or enforceability of any other provision. 2. Modification of this Contract: No modifications or amendment of this Agreement shall be effective unless set forth in writing and signed by both the Licensee and MUNIS. 3. Suspension: Support and services will be suspended whenever Licensee's account is thirty days overdue. Support and services will be reinstated when Licensee's account is made current. 4. Entire Agreement: THIS AGREEMENT CONSTITUTES THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THE LICENSEE AND MUNIS 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: MUNIS and the MUNIS Logo are registered trademarks of Tyler Technologies, Inc. Revised 8/1/2007