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HomeMy WebLinkAboutC12-248 Tyler Technologies CLIENT AGREEMENT BETWEEN EAGLE COUNTY, COLORADO and TYLER TECHNOLOGIES This Agreement ( "Agreement ") dated as of this 11 day of SL' , 20_, is between the County of Eagle, State of Colorado, a body corporate and politic, by through its Board of County Commissioners ( "County "), and Tyler Technologies, Inc., with a principal place of business at 14142 Denver W. Parkway, Suite 155, Lakewood, Colorado 80401 ( "Consultant "). WHEREAS, the County is in need of a company to provide the services outlined in Section 1.1 hereunder; and WHEREAS, Consultant has represented that it has the experience and knowledge in the subject matter necessary to carry out the services outlined in Section 1.1 hereunder; and WHEREAS, County wishes to hire Consultant to perform the tasks associated with such services outlined in Section 1.1 hereunder; and WHEREAS, County and Consultant intend by this Agreement to set forth the scope of the responsibilities of the Consultant in connection with the services and related terms and conditions to govern the relationship between Consultant and County in connection with the services. Agreement Therefore, based upon the representations by Consultant set forth in the foregoing recitals, for good and valuable consideration, including the promises set forth herein, the parties agree to the following: 1. Services Provided: 1.1 The Consultant will provide the consulting services as more particularly set forth in the attached Exhibit "A," (hereinafter called "Consulting Services ") incorporated herein by reference. The Consulting Services are generally described as customizing certain Tyler software for which the County has already maintains a current license pursuant to a Sales Agreement between Eagle County and Consultant dated February 19, 2008. 1.2 It is anticipated or possible that County will utilize Consultant for other services on an as- needed basis. Any such additional services will be through a signed written amendment to this Master Consulting Agreement. Consultant shall not perform any additional services without an executed amendment. Such amendment will set forth the scope of work for the additional services. Except as may be expressly altered by the amendment, all terms and conditions of this Master Consulting Agreement shall control. To the extent the terms and conditions of this Agreement may conflict with Exhibit "A" or any future exhibits or amendments, the terms and conditions of this Agreement shall 1 control. 1.3 The Consultant agrees that Consultant will not knowingly enter into any consulting arrangements with third parties that will conflict in any manner with the Consulting Services. 1.4 Consultant has given the County a proposal for performing the Services and represented that it has the expertise and personnel necessary to properly and timely perform the Services. 2. Term of Agreement 2.1 This Agreement shall commence on the agreement date and, subject to the provisions of Section 2.2 hereof, shall continue in full force and effect until the Services to be provided hereunder have been completed to the satisfaction of the County. 2.2 This Agreement may be terminated by either party for any other reason with 15 days written notice, with or without cause, and without penalty whatsoever therefore. 2.3 In the event of any termination of this Agreement, Consultant shall be compensated for all incurred costs and hours of work then satisfactorily completed, plus approved expenses. 3. Independent Contractor: 3.1 With respect to the provision of the Consulting Services hereunder, Consultant acknowledges that Consultant is an independent contractor providing Consulting Services to the County. Nothing in this Agreement shall be deemed to make Consultant an agent, employee, partner or representative of County. 3.2 The Consultant shall not have the authority to, and will not make any commitments or enter into any agreement with any party on behalf of County without the written consent of the Board of County Commissioners. 3.3 The Consultant will maintain workman's compensation and unemployment insurance as required by law; commercial auto coverage, commercial general liability and errors and omissions insurance each with limits of not less than $1,000,000 per occurrence 4. Remuneration: 4.1 For the Consulting Services provided hereunder, County shall pay to the Consultant a fee as set forth in the attached Exhibit "A." Consultant will not be entitled to bill at overtime and/or double time rates for work done outside of normal business hours unless specifically authorized to do so by County. In the event the Consultant's Services include reimbursable expenses, the County must approve such reimbursable expenses in advance and such expenses shall be billed at cost without mark up. Fees for any additional services will be as set forth in an executed addendum between the parties. Fees will be paid within thirty (30) days of receipt of a proper and accurate invoice from Consultant respecting Consulting Services. The invoice shall include a description of services performed. Upon request, Consultant shall provide County with such other supporting information as County may request. 2 42 County will not withhold any taxes from monies paid to the Consultant hereunder and nt of any for the accurate reporting and a e Consultant a agrees to be solely responsible Y �' Y P Ym taxes related to payments made pursuant to the terms of this Agreement. 4.3 Notwithstanding anything to the contrary contained in this Agreement, no charges shall be made to the County nor shall any payment be made to the Consultant in excess of the amount for any work done without the written approval in accordance with a budget adopted by the Y aPP g Board in accordance with provisions of the Colorado Revised Statutes. Moreover, the parties agree that the County is a governmental entity and that all obligations beyond the current fiscal year are subject to funds being budgeted and appropriated. 5. Ownership of Documents: All documents includin electronic files) which are obtained during or prepared, either documents ( including ) g P eP partially or wholly, in the performance of the Services shall remain the property of the County and are to be delivered to County before final payment is made to Consultant or upon earlier termination of this Agreement. 6. Indemnification: Within the limits allowed by law, Consultant shall indemnify County for, and hold and defend the County and its officials, boards, officers, principals and employees harmless from, all costs, claims and expenses, including reasonable attorney's fees, arising from claims of any nature whatsoever made by any person in connection with the negligent acts or omissions of, or P resentations by, the Consultant in violation of the terms and conditions of this Agreement. This indemnification shall not apply to claims by third extent that the County is liable to such third parties against the County to the ty party for such claim without regard to the involvement of the Consultant. 7. Consultant's Professional Level of Care: Consultant shall be responsible for the completeness and accuracy of the Consulting Services, including all supporting data and other documents prepared or compiled in performance of the Services, and shall correct, at its sole expense, all significant errors and omissions therein. Consultant shall perform the Consulting Services in a skillful, professional and competent manner and in accordance with the standard of care, skill and diligence applicable to consultants, with respect to similar services, in this area at this time. 8. No Assignment: The parties to this Agreement recognize that the Consulting Services to be provided pursuant to this Agreement are professional in nature and that in entering into this Agreement County is relying upon the professional services and reputation of Consultant and its approved subcontractors. Therefore, neither Consultant nor its subcontractors may assign its interest in this Agreement or in its subcontract, including the assignment of any rights or delegation of any obligations provided therein, without the prior written consent of County, which consent County may withhold in its sole discretion. Except as so provided, this Agreement shall be binding on and inure to the benefit of the parties hereto, and their respective successors and assigns, and shall not be deemed to be for the 3 benefit of or enforceable by any third party. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Agreement. 9. Notices: 9.1 Any notice and all written communications required under this Agreement shall be given in writing by personal delivery, facsimile or U.S. Mail to the other party at the following addresses: (a) Eagle County Innovation and Technology Director 500 Broadway PO Box 850 Eagle, CO 81631 Telephone: 970 - 328 -3581 Facsimile: 970 - 328 -3599 with a copy to: Eagle County Attorney's Office 500 Broadway PO Box 850 Eagle, CO 81631 (b) Tyler Technologies Christine Jandreau Local Government Division 5519 53 Street Lubbock, TX 79414 Notices shall be deemed given on the date of delivery; on the date the facsimile is transmitted and confirmed received or, if transmitted after normal business hours, on the next business day after transmission, provided that a paper copy is mailed the same date; or three days after the date of deposit, first class postage prepaid, in an official depository of the U.S. Postal Service. 10. Jurisdiction and Confidentiality: 10.1 This Agreement shall be interpreted in accordance with the laws of the State of Colorado and the parties hereby agree to submit to the jurisdiction of the courts thereof. Venue shall be in the Fifth Judicial District for the State of Colorado. 10.2 The Consultant and County acknowledge that, during the term of this Agreement and in the course of the Consultant rendering the Consulting Services, the Consultant and County may acquire knowledge of the business operations of the other party not generally known deemed confidential. The parties shall not disclose, use, publish or otherwise 4 reveal, either directly or through another, to any person, firm or corporation, any such confidential knowledge or information and shall retain all knowledge and information which he has acquired as the result of this Agreement in trust in a fiduciary capacity for the sole benefit of the other party during the term of this Agreement, and for a period of five (5) years following termination of this Agreement. Any such information must marked as confidential. The parties recognize that the County is subject to the Colorado Open Records Act and nothing herein shall preclude a release of information that is subject to the same. 11. Miscellaneous: 11.1 This Agreement constitutes the entire Agreement between the parties related to its subject matter. It supersedes all prior proposals, agreements and understandings. 112 This Agreement is personal to the Consultant and may not be assigned by Consultant. 11.3 This Agreement does not and shall not be deemed to confer upon or grant to any third party any right enforceable at law or equity arising out of any term, covenant, or condition herein or the breach thereof. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its COUNTY MANAGER ---.A 4111111111 y: Keith Montag, County Ma ger Tyler Technologies ! By: e5 +e, (AD Title: 5 Professional Services Deborah Churchill yier Eagle County BOE June 20, 2012 Custom Services Estimated Hours Estimated Services Custom Services Property Appraisal & Assessment Suite 20,000 Professional Services Total 20,000 Estimated Estimated Services Breakdown QTY Hours Services Annual Support Eagle Property Appraisal, Assessment & Treasurer Suite Definition of Work: Eagle County has requested a variety of enhancements to the protest module including the creation of forms and reports. Below is a detailed explanation of each item, along with the estimated cost. Additional information, along with specific examples, can be found in the "Tyler-CBOE Detail Review" document. Scope of Work: The following enhancements have been researched and estimated: 1) Tax Agents: a. Scope: Add the ability to enter a tax agent into the logging screen, based on a list of previously used tax agents. This entry should also allow choosing one, after the protest has been created on an account, or manually entering one in either scenario. b. Cost of work: $2,000.00 with $1,000 preferred customer discount. 1,000 2) Hearing Location: a. Scope: Add the ability to enter the hearing location when scheduling the protest hearing, and populate that information, plus the hearing date and time, to the protest document. b. Cost of work: $2,000.00 with $1,000 preferred customer discount. 1,000 3) Case Numbering: a. Scope: Add the ability to allow the case number field to be automatically prefilled with a sequential case number, when a CBOE level protest is created. The sequence will be configured and the system will auto - increment the next number. b. Cost of work: $4,500.00 4,500 Professional Services Deborah Churchill Eagle County BOE ee June 20, 2012 4) Protest Daily Log Report (AKA Daily Appeal Report) a. Scope: Create a new system - defined PDF protest report that includes the Case Number, Protest Date, Account Number, Parcel Number, Owner Name, and Tax Agent Name. The report will have parameters for the Protest Date, Protest Level, and identify any CBOE protest filed in that date range. There will be a singular sort option for any of the data elements in the report. This report will be run from the Reports Manager based on the parameters entered. b. Cost of work: $3,000.00 3,000 5) Protest Hearing Schedule Report (AKA Hearing Schedule Report) a. Scope: Create a new system - defined PDF protest report that includes the Case Number, Account Number, Parcel Number, Owner Name, Tax Agent, Hearing Date and Time, Hearing Location and Protest Notes. There will be a parameter for the Protest Level, Hearing Date range, and for a singular sort option for any of the data elements in the report. There will be a page break per hearing location. This report will be run from the Reports Manager, based on the parameters entered. b. Cost of work: $3,000.00 3,000 6) Protest Approval Daily Report (AKA Board Daily Report) a. Scope: Create a new system - defined PDF protest report that includes the Case Number, Protest Date, Accounty Number, Parcel Number, Owner Name, Tax Agent Name, Decision, NOD Land Value, NOD Improvement Value, NOD Total Value and adjusted values. The report will have parameters for the Protest Date, Protest Level, and identify any CBOE protest filed in that date range. There will be a singular sort option for any of the data elements in the report. This report will be run from the Reports Manager based on the parameters entered. b. Cost of work: $3,000.00 3,000 7) Notice of Hearing Form (AKA Notice of Hearing Letter) a. Scope: Create a new user - definable duplex form that takes a pre - printed form, as designed by Eagle county, and adds the Owner Name, Address, Case Number, and Account Number from the account. This form will be run from the Account Search based on an advanced search of protests. b. Cost of work: $1,000.00 1,000 8) Hearing Officer Worksheet Form (AKA hearing Officer Worksheet) a. Scope: Create a new user - definable duplex form that takes a pre - printed form, as designed by Eagle County, and adds the Hearing Date/Time, Hearing Officer, Case Number, Account Number, Owner Name, Property Type (from the protest), Tax Agent, Tax Year, Original NOD Land Value, Original NOD Improvement Value, Original NOD Total Value, and adjusted values from the account. This form will be run from the Account Search based on an advanced search of protests. b. Cost of work: $1,500.00 1,500 9) Decision Letter Forms (This includes the following forms: Decision Letter Stipulation, Decision Letter Approved, Decision Letter Adjusted, Decision Letter Denied, Decision Letter Admin Denied, Decision Letter Withdrawn a. Scope: Create 1 new user - definable duplex form that takes a pre - printed form, as designed by Eagle County, and adds the Owner Name, Address, Case Number, Account Number, Decision Description, NOD Total Value, and Adjusted total Value from the account. These forms will be run from the Account Search based on an advanced search of protests. Tyler will provide some of the 8 hours of training to show Eagle County how to create and modify the other 5 forms. Eagle County will be responsible for creating the additional 5 forms. The scope of work defined for the decision letters assumes Eagle County will provide the designed forms and the forms will be consistent with the ones already reviewed in the detail document. b. Cost of work: $1,000.00 1,000 • Professional Services 46 6 6 . Deborah Churchill ' =- Eagle County BOE • June 20, 2012 Estimated Delivery of Services: Tyler Technologies will determine a delivery timeframe once the work order has been signed and received. Current development projects are being planned for the fall with a release date in the spring of 2013. Additional Services: a. Scope: Tyler recommends 8 hours of training, should all items be selected as part of this work order, and less time if there are fewer items selected b. Cost of additional services: $1,000.00 1,000 Additional Annual Support Annual Support for customized services. 4,400 Poperty Appraisal & Assessment Suite $ 20,000 $ 4,400