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HomeMy WebLinkAbout42. Agreement with Tyler Technologies for Annual MaintenanceTO: Honorable Mayor and Members of the Common Council FROM: Mark A. Rohloff City Manager DATE: December 3, 2020 RE: Professional Service Agreement with Tyler Technologies, Inc. for Annual Maintenance for Commercial Assessment Services ($51,900.00) The City Assessor requested a proposal from Tyler Technologies, Inc. for continuing to provide Commercial Appraisal services for the calendar year 2021. The agreement is the first year with two additional option years for the City to execute, at the City's discretion. Tyler has been providing Commercial Appraisal services for over five years. Tyler's services include annual maintenance for commercial parcels in the City which includes sales, additions, alterations, and new construction. Tyler's services include the field inspections, setting values, open book and Board of Review for commercial parcels. In addition, Tyler reviews about 350 commercial parcels to update records and data as needed. This is done to keep City records as accurate as possible and reduce variances for the fair and equitable determination of assessed values. Tyler was chosen for these services due to their knowledge of the City, experience with commercial appraisals in the region and the state, and their experience with type of work. The cost of these services will be $51,900 which is unchanged from 2020, and will be funded through the approved 2021 Assessor Budget. Chapter 12 of the Municipal Code of the City of Oshkosh provides that professional services of a specialized nature, including assessment services, may be procured without the use of formal, sealed quotes. In accordance with Section 12-16, I am hereby submitting this report regarding this professional services agreement. Please contact me if you have any questions or concerns regarding this professional services agreement. Submitted, Mark A. Rohloff City Manager • ••:':•. t y Ier . • technologies APPRAISAL SERVICES AGREEMENT This Agreement is made between Tyler Technologies, Inc., a Delaware corporation ("Tyler") and the City of Oshkosh, Wisconsin ("Client"). WHEREAS, Tyler is in the business of providing assessment services to municipalities; WHEREAS, Client has a need for such assessment services; and WHEREAS, Client has selected Tyler to perform the services set forth in the Statement of Work (as defined below) attached hereto as Exhibit C and Tyler desires to perform such services under the terms of this Agreement; NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth in this Agreement, Tyler and Client agree as follows: SECTION A — DEFINITIONS • "Agreement" means this Appraisal Services Agreement. • "Effective Date" means the last date on which both parties have signed this Agreement. • "Force Majeure" means an event beyond the reasonable control of you or us, including, without limitation, governmental action, war, riot or civil commotion, fire, natural disaster, severe or unusual weather or climatic conditions which exist for a substantial period of time, extreme inflation (defined as eight percent or greater per year) or any other cause that could not with reasonable diligence be foreseen or prevented by you or us. • "Investment Summary" means the total fixed price and per diem rates to complete the services described in this Agreement, attached as Exhibit A. • "Invoicing and Payment Policy" means the invoicing and payment policy. A copy of our current Invoicing and Payment Policy is attached as Exhibit B. • "we", "us", "our" and similar terms mean Tyler. • "you" and similar terms mean Client. SECTION B — PROFESSIONAL SERVICES 1. Services. We will provide you the professional services, consistent with industry standards, as described in the Statement of Work attached hereto as Exhibit C. 2. Professional Services Fees. You agree to pay us the professional services fees in the amounts set forth in Exhibit A— Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. 64% tyfer 1 3. Services Warranty. We will perform the services in a professional, workmanlike manner, consistent with industry standards and the specifications described in the Statement of Work — Exhibit C. 4. Site Access and Requirements. You agree to provide us with access to your personnel as may be reasonably necessary for us to provide the professional services as described herein, subject to any reasonable security protocols or other written policies provided to us as of the Effective Date, and thereafter as mutually agreed to by you and us. 5. Client Assistance. You acknowledge that the services we provide under this Agreement are a cooperative process which may require the time and resources of your personnel. You agree to use all reasonable efforts to cooperate with and assist us as may be reasonably required to meet the agreed upon project deadlines and other milestones for the services. This cooperation includes at least working with us to schedule the services outlined in this Agreement and performing the Client responsibilities described in Exhibit D attached hereto. We will not be liable for failure to meet any deadlines and milestones when such failure is due to Force Majeure or to the failure by your personnel to provide such cooperation and assistance (either through action or omission). 6. Change in Legal Requirements. The parties acknowledge that the terms and conditions of this Agreement are based on the laws, rules and regulations as of the Effective Date. In the event any applicable laws, rules or regulations change so as to create additional work for us not provided for in this Agreement, Client shall allow us a reasonable extension of time to complete the services, and additional compensation as provided in Section C(3) below. 7. Background Checks. For at least the past twelve (12) years, all of our employees have undergone criminal background checks prior to hire. All employees sign our confidentiality agreement and security policies. SECTION C — INVOICING AND PAYMENT; INVOICE DISPUTES 1. Invoicing and Payment. We will invoice you the fees for the services as per our Invoicing and Payment Policy, subject to Section C(2). 2. Invoice Disputes. If you believe any delivered service does not conform to the warranties in this Agreement, you will provide us with written notice within fifteen (15) days of your receipt of the applicable invoice. The written notice must contain reasonable detail of the issues you contend are in dispute so that we can confirm the issue and respond to your notice with either a justification of the invoice, an adjustment to the invoice, or a proposal addressing the issues presented in your notice. We will work with you as may be necessary to develop an action plan that outlines reasonable steps to be taken by each of us to resolve any issues presented in your notice. You may withhold payment of the amount(s) actually in dispute, and only those amounts, until we complete the action items outlined in the plan. If we are unable to complete the action items outlined in the action plan because of your failure to complete the items agreed to be done by you, then you will remit full payment of the invoice. We reserve the right to suspend delivery of all services if you fail to pay an invoice not disputed as described above within fifteen (15) days of notice of our intent to suspend services. 3. Additional Services. The Investment Summary contains the related costs required for the project based on our understanding of the specifications you supplied and of the laws, rules and regulations applicable to the project as of the Effective Date. If additional work is required, or if you use or request •�iii tyfer Ii additional services, we will provide you with an addendum outlining the costs for the additional work. The price quotes in the addendum will be valid for thirty (30) days from date of issuance. SECTION D —TERM AND TERMINATION 1. Term. This Agreement shall commence on the Effective Date and shall continue through October 31, 2023. This Agreement may be renewed upon written mutual agreement of the parties. 2 Termination. This Agreement may be terminated as set forth below. In the event of termination, you will pay us for all undisputed fees and expenses related to the services you have received, or we have incurred or delivered, prior to the effective date of termination. Disputed fees and expenses in all terminations other than your termination for cause must have been submitted as invoice disputes in accordance with Section C(2). 2.1 For Cause. If you believe we have materially breached this Agreement, you will invoke the Dispute Resolution clause set forth in Section F(2). You may terminate this Agreement for cause in the event we do not cure, or create a mutually agreeable action plan to address, a material breach of this Agreement within the thirty (30) day window set forth in Section F(2). 2.2 Force Majeure. Either party has the right to terminate this Agreement if a Force Majeure event suspends performance of this Agreement for a period of forty-five (45) days or more. 2.3 Lack of Appropriations. If you should not appropriate or otherwise receive funds sufficient to purchase the services set forth in this Agreement, you may unilaterally terminate this Agreement upon thirty (30) days written notice to us. You agree not to use termination for lack of appropriations as a substitute for termination for convenience. SECTION E — INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE 1. Property Damage and Personal Iniury Indemnification. 1.1 We will indemnify and hold harmless you and your agents, officials, and employees from and against any and all third -party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent caused by our negligence or willful misconduct; or (b) our violation of a law applicable to our performance under this Agreement. You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense. 1.2 Subject to any limitations contained in Secs. 893.80, 893.83, 345.05, and similar statute, of the Wisconsin Statutes, the Client agrees to hold Tyler, its officers, officials, employees and agents harmless from any and all liability, including claims, demands, losses, costs, damages, and expenses of ever kind and description (including death), or damages to person or property arising out of the terms of this Agreement where such liability is founded upon or grows out of the acts or omission of any of the Client's officers, employees, volunteers or agents while acting within the scope of their employment. i /�/•/ii ty l YR r Nothing contained within this Agreement is intended to be a waiver or estoppel of the ability of the Client or its insurer to relay upon the limitations, defenses, and immunities contained within Wisconsin law, including those contained within the Wisconsin Statutes Secs. 893.80, 895.52, and 345.05 and that such damage limits, caps and immunities shall be used to govern all disputes, contractual or otherwise, as they apply to the parties, their agents, officers and employees. To the extent that indemnification is available and enforceable, the Client or its insurer shall not be liable in indemnity or contribution for an amount greater than the limits of liability for municipal claims established by Wisconsin law. 1.3 It is the intention of the parties to this Agreement that each party shall be solely responsible for its own actions and activities and the actions and activities of its own officers, employees and agents while acting within the scope of their employment. 2. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 3. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT, OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT, WHETHER BASED ON A THEORY OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO THE LESSER OF (A) YOUR ACTUAL DIRECT DAMAGES OR (B) THE AMOUNTS PAID BY YOU UNDER THIS AGREEMENT. THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN RELIANCE UPON THIS LIMITATION OF LIABILITY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE SUBJECT TO SECTION E(1.1) ABOVE. 4. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO LOSS OF TAX REVENUE OR CLAIMS RELATED TO VALUATION OF PROPERTY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Insurance. During the course of performing services under this Agreement, we agree to maintain the following levels of insurance: (a) Commercial General Liability of at least $1,000,000; (b) Automobile Liability of at least $1,000,000; (c) Professional Liability of at least $1,000,000; (d) Workers Compensation complying with applicable statutory requirements; and (e) Excess/Umbrella Liability of at least $5,000,000. We will add you as an additional insured to our Commercial General Liability and Automobile Liability policies, which will automatically add you as an additional insured to our Excess/Umbrella Liability policy as well. We will provide you with copies of certificates of insurance upon your written request. SECTION F — GENERAL TERMS AND CONDITIONS Additional Services. You may purchase additional services at our then -current list price by executing a mutually agreed addendum. The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the addendum. •�iii tyfer 4 2. Dispute Resolution. You agree to provide us with written notice within thirty (30) days of becoming aware of a dispute. You agree to cooperate with us in trying to reasonably resolve all disputes, including, if requested by either party, appointing a senior representative to meet and engage in good faith negotiations with our appointed senior representative. Senior representatives will convene within thirty (30) days of the written dispute notice, unless otherwise agreed. Venue for any dispute resolution shall be located in Winnebago County, Wisconsin. All meetings and discussions between senior representatives will be deemed confidential settlement discussions not subject to disclosure under Federal Rule of Evidence 408 or any similar applicable state rule. If we fail to resolve the dispute, then the parties shall participate in non -binding mediation in an effort to resolve the dispute. If the dispute remains unresolved after mediation, then either of us may assert our respective rights and remedies in a court of competent jurisdiction as set forth in Section F(20). Nothing in this section shall prevent you or us from seeking necessary injunctive relief during the dispute resolution. 3. Taxes. The fees in the Investment Summary do not include any taxes, including, without limitation, sales, use, or excise tax. If you are a tax-exempt entity, you agree to provide us with a tax-exempt certificate. Otherwise, we will pay all applicable taxes to the proper authorities and you will reimburse us for such taxes. If you have a valid direct -pay permit, you agree to provide us with a copy. For clarity, we are responsible for paying our income taxes arising from our performance of this Agreement. 4. Nondiscrimination. We will not discriminate against any person employed or applying for employment concerning the performance of our responsibilities under this Agreement. This discrimination prohibition will apply to all matters of initial employment, tenure, and terms of employment, or otherwise with respect to any matter directly or indirectly relating to employment concerning race, color, religion, national origin, age, sex, sexual orientation, ancestry, disability that is unrelated to the individual's ability to perform the duties of a particular job or position, height, weight, marital status, or political affiliation. We will post, where appropriate, all notices related to nondiscrimination as may be required by applicable law. 5. E-Verify. We have complied, and will comply, with the E-Verify procedures administered by the U.S. Citizenship and Immigration Services Verification Division for all of our employees assigned to your project. 6. Subcontractors. We will not subcontract any services under this Agreement without your prior written consent, not to be unreasonably withheld. 7. Binding Effect; No Assignment. This Agreement shall be binding on, and shall be for the benefit of, either your or our successor(s) or permitted assign(s). Neither party may assign this Agreement without the prior written consent of the other party; provided, however, your consent is not required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or purchase of substantially all of our assets. 8. Force Majeure. Except for your payment obligations, neither party will be liable for delays in performing its obligations under this Agreement to the extent that the delay is caused by Force Majeure; provided, however, that within ten (10) business days of the Force Majeure event, the party whose performance is delayed provides the other party with written notice explaining the cause and extent thereof, as well as a request for a reasonable time extension equal to the estimated duration of the Force Majeure event. •�iii tyfer 5 9. No Intended Third Party Beneficiaries. This Agreement is entered into solely for the benefit of you and us. No third party will be deemed a beneficiary of this Agreement, and no third party will have the right to make any claim or assert any right under this Agreement. 10. Purpose/Use Of Appraisals. By virtue of this Agreement we are contracted to provide certain services specified herein and recommendations of value to you which are intended for exclusive use by you for determinations of assessment for ad valorem tax purposes. Any use other than that stated above is not authorized nor intended, and most specifically excluded is an opinion of value used for federally related real estate transactions or other mortgage purposes. 11. Entire Agreement; Amendment. This Agreement represents the entire agreement between you and us with respect to the subject matter hereof, and supersedes any prior agreements, understandings, and representations, whether written, oral, expressed, implied, or statutory. Purchase orders submitted by you, if any, are for your internal administrative purposes only, and the terms and conditions contained in those purchase orders will have no force or effect. This Agreement may only be modified by a written amendment signed by an authorized representative of each party. 12. Severability. If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will be considered valid and enforceable to the fullest extent permitted by law. 13. No Waiver. In the event that the terms and conditions of this Agreement are not strictly enforced by either party, such non -enforcement will not act as or be deemed to act as a waiver or modification of this Agreement, nor will such non -enforcement prevent such party from enforcing each and every term of this Agreement thereafter. 14. Independent Contractor. We are an independent contractor for all purposes under this Agreement. 15. Notices. All notices or communications required or permitted as a part of this Agreement, such as notice of an alleged material breach for a termination for cause or a dispute that must be submitted to dispute resolution, must be in writing and will be deemed delivered upon the earlier of the following: (a) actual receipt by the receiving party; (b) upon receipt by sender of a certified mail, return receipt signed by an employee or agent of the receiving party; (c) upon receipt by sender of proof of email delivery; or (d) if not actually received, five (5) days after deposit with the United States Postal Service authorized mail center with proper postage (certified mail, return receipt requested) affixed and addressed to the other party at the address set forth on the signature page hereto or such other address as the party may have designated by proper notice. The consequences for the failure to receive a notice due to improper notification by the intended receiving party of a change in address will be borne by the intended receiving party. 16. Client Lists. You agree that we may identify you by name in client lists, marketing presentations, and promotional materials. 17. Confidentiality. Both parties recognize that their respective employees and agents, in the course of performance of this Agreement, may be exposed to confidential information and that disclosure of such information could violate rights to private individuals and entities, including the parties. Confidential information is nonpublic information that a reasonable person would believe to be confidential and includes, without limitation, personal identifying information (e.g., social security numbers) and trade secrets, each as defined by applicable state law. Each party agrees that it will not •�iii tyfer 6 disclose any confidential information of the other party and further agrees to take all reasonable and appropriate action to prevent such disclosure by its employees or agents. The confidentiality covenants contained herein will survive the termination or cancellation of this Agreement. This obligation of confidentiality will not apply to information that: (a) is in the public domain, either at the time of disclosure or afterwards, except by breach of this Agreement by a party or its employees or agents; (b) a party can establish by reasonable proof was in that party's possession at the time of initial disclosure; (c) a party receives from a third party who has a right to disclose it to the receiving party; or (d) is the subject of a legitimate disclosure request under the open records laws or similar applicable public disclosure laws governing this Agreement; provided, however, that in the event you receive an open records or other similar applicable request regarding Tyler's confidential information, as defined in this section, you will give us prompt notice as set forth in Section F(22)(d) and otherwise perform the functions required by applicable law. 18. Non -Solicitation. To the extent allowed by applicable law, you will not (i) solicit for employment or (ii) hire any employee of ours during the term of this Agreement and for a period of six (6) months following the termination of this Agreement without our express written consent. 19. Business License. In the event a local business license is required for us to perform services hereunder, you will promptly notify us and provide us with the necessary paperwork and/or contact information so that we may timely obtain such license. 20. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of Wisconsin. Venue for any action, suit or legal dispute arising from this Agreement shall be in the state courts located in Winnebago County, Wisconsin or a federal court of competent jurisdiction located in Wisconsin. 21. Multiple Originals and Authorized Signatures. This Agreement may be executed in multiple originals, any of which will be independently treated as an original document. Any electronic, faxed, scanned, photocopied, or similarly reproduced signature on this Agreement or any amendment hereto will be deemed an original signature and will be fully enforceable as if an original signature. Each party represents to the other that the signatory set forth below is duly authorized to bind that party to this Agreement. 22. Wisconsin Public Records Laws. Notwithstanding any other term of this Agreement, whether identified before or after this paragraph, and including other terms referenced or linked to this Agreement, (a) The Client is statutorily required to comply with the Wisconsin Public Records laws. In the event the Client's compliance with the Wisconsin Public Records laws conflicts with any term of this Agreement, whether the term is explicitly stated, or referenced, or linked, the Client shall notify Tyler of such conflict and the parties shall enter into an amendment to resolve such conflicting language. (b) For purposes of clarification, but without limitation, the Client acknowledges the intellectual property and trade secrets rights of Tyler, as well as those of Tyler's subsidiaries and affiliates. •�iii tyfer 7 This section is not intended to limit the aforementioned intellectual property or trade secret rights as may be otherwise described herein. (c) For purposes of clarification, but without limitation, the parties note that this Agreement includes various terms which may be similar, and used together, but which are not legally interchangeable. It is acknowledged that intellectual property, proprietary information, confidential information, and information subject to privacy laws may seem in some sense to be the same, but each are different in nature and are subject to different legal protections. It is the intent of the parties to interpret each term according to each term's unique characteristics. The Wisconsin Public Records laws prevents public release of some of the aforementioned type of information, including: Wis. Stat 19.35(1)(records, such as intellectual property, subject to protection by other federal or state laws); Wis Stat 19.36(4)(computer programs); Wis Stat 19.36(5)(trade secrets); and, Wis Stat 19.36(13)(financial identifying information). Wisconsin Public Records laws do not prevent public disclosure and use of information that entities may believe are proprietary or confidential, unless that information is explicitly protected by law. (d) In the event the Client receives a Public Records request related to this Agreement the Client will promptly notify Tyler of the request and allow Tyler, within the period of time allowed by the Wisconsin Public Records laws, the opportunity to respond to and/or contest the release of such requested information. If Tyler has contested the release of the requested records and the Client disagrees with Tyler's position, then Tyler may take any lawful action it deems necessary to protect its interests. Any resulting actions by Tyler shall be taken at Tyler's own risk and cost, regardless of the result of such action. 23. Contract Documents. This Agreement includes the following exhibits: Exhibit A Investment Summary Exhibit B Invoicing and Payment Policy Exhibit C Statement of Work Exhibit D Client Responsibilities SIGNATURES SET FORTH ON FOLLOWING PAGE pp } ri•�ii `y I L A 8 IN WITNESS WHEREOF, a duly authorized representative of each party has executed this Agreement as of the date(s) set forth below. Tyler Technologies, Inc. Appraisal & Tax Division By: Name: Title: Date: Address for Notices: Tyler Technologies, Inc. One Tyler Way Moraine, OH 45439 Attention: VP & GM, Appraisal Services City of Oshkosh, Wisconsin By: Name: Title: Date: Address for Notices: City of Oshkosh 215 Church Avenue Oshkosh, WI 54903 Attention: pp } ri•�ii `y I L A 9 Exhibit A • V.. tyler technologies Exhibit A Investment Summary The following Investment Summary details the services to be delivered by Tyler to Client under this 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 your Agreement. Assessment Year Annual Fees The Client shall pay Tyler a fee of FIFTY-ONE THOUSAND NINE HUNDRED DOLLARS ($51,900) for the services described in Schedule A, Exhibit C for the period of November 1, 2020 through October 31, 2021. Optional Year Two: November 1, 2021 through October 31, 2022. If elected, the Client shall pay Tyler a fee of FIFTY-ONE THOUSAND NINE HUNDRED DOLLARS ($51,900) for the services described in Schedule A, Exhibit C. Optional Year Three: November 1, 2022 through October 31, 2023. If elected, the Client shall pay Tyler a fee of FIFTY-ONE THOUSAND NINE HUNDRED DOLLARS ($51,900) for the services described in Schedule A, Exhibit C. The Client shall notify Tyler in writing with their intent to elect the optional Year Two extension not later than October 1, 2021 and Year Three extension not later than October 1, 2022. pp i•�ii tylreA 1 Exhibit B • .,..tyler • technologies Exhibit B Invoicing and Payment Policy Tyler will provide you with the services set forth in the Investment Summary and Statement of Work. Capitalized terms not otherwise defined will have the meaning assigned to such terms in your Agreement. Invoicing: We will invoice you for the applicable services and for the fees described in the Investment Summary as set forth below. Your rights to dispute any invoice are set forth in your Agreement. 1. Professional Services. 1.1 For all services, invoices shall be submitted at the beginning of each month based upon percent of work completed during the prior month. 1.2 All additional professional services other than the services described in Exhibit C, which are requested by Client and performed under this Agreement, will be invoiced monthly as performed. 2. Expenses. The service fees in the Investment Summary include travel expenses. Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date. We prefer to receive payments electronically. Our electronic payment information is available by contacting AR@tvlertech.com. tyleA rpp ��i•�ii Exhibit C • tyler • technologies Exhibit C Statement of Work The following Statement of Work details the services to be delivered by Tyler to the Client under your Agreement. This Statement of Work is effective as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in your Agreement. SCHEDULE A - ANNUAL MAINTENANCE SERVICES TO BE PROVIDED 1.0 WORK TO BE PERFORMED BY TYLER SECTION I. Assessment Duties The prescribed duties of Tyler shall include, but not necessarily be limited to, the following: A. Provide one (1) eight (8) hour person day per week of on -site commercial support and/or other support as directed by the City Assessor January through June and one (1) eight (8) hour person day of bi-weekly on -site support July through December. The City Assessor and Tyler may agree to fluctuate the number of days in the January through June cycle and the July through December cycle as agreed to by both parties in order to complete the assessment roll in a timely manner. These on -site support days are separate from the days required for the Open Book and Board of Reviews support. B. Perform commercial data collection on up to THREE HUNDRED FIFTY (350) commercial properties that were issued a building permit for the current assessment year and commercial properties that sold during the previous calendar and annual data collection of selected commercial properties as mutually agreed to by Tyler and the City Assessor. C. Maintain data changes, including specific notes relating to each commercial parcel that was visited for an inspection in the City's IAS CAMA software. D. Review each parcel visited to determine if a valuation change and notice of assessment is warranted for each assessment year. E. Tyler's Appraiser shall use valuation models, including land valuation models, cost models, income models and base cap rates as they exist for the January 1, 2021assessment. Specific adjustments to individual cap rates and income stream shall be made by Tyler when appropriate to arrive at a uniform market value estimate. Tyler shall work to maintain uniformity amongst commercial structure types. F. Tyler's Appraiser shall be available to meet with property owners during the Open Book period. The Appraiser shall also prepare for cases and defend values at Board of Review. The Client and Tyler agree that the Appraiser may use time during the regularly scheduled office hours for Open Book meetings, Board of Review preparation and appearance at the Board of Review. The Appraiser shall also be available during non -regularly scheduled office hours to assist with Open Book and to prepare and defend values at Board of Review. 64% tyfer 1 Exhibit C G. Tyler shall report to and work with the City Assessor to schedule and conduct all work under this agreement for a timely completion of the assessment roll. Tyler shall complete all commercial permit work and sales verification work annually by the first Monday in April in order for the Board of Review to begin the second Wednesday in May. Commercial data collection not relating to permits may be completed after the conclusion of the Board of Review until the total parcels visited in the field totals THREE HUNDRED FIFTY (350) total parcels as outlined in Section 1, Item B. The City Assessor may extend these dates by THIRTY (30) days with written notice from Tyler showing cause for the request for extension. The Common Council may extend these dates an additional THIRTY (30) days with written notice and/or a presentation from Tyler showing good cause for the request for extension. H. Appear at subsequent appeals of Board of Review determinations for up to two (2) years of the conclusion of the Board of Review. I. Tyler shall provide sufficient information to the City Assessor relating to the commercial class properties in order for the City Assessor to accurately complete the Municipal Assessor's Report (MAR). J. Tyler shall perform a sales verification on each sale of a commercial class property and record the proper sales verification code in the City's IAS CAMA system as well as key all required information into the Department of Revenue's PAD system on commercial class sales. The City Assessor shall be responsible for sales verifications and PAD reporting on residential class sales. K. Tyler shall maintain regularly scheduled status update meetings with the City Assessor. L. Provide a telephone number and email address for the Assessor, City officials and property owners to contact the Appraiser during normal business hours Monday through Friday of each week. Responses shall be made within forty-eight (48) hours. M. Tyler shall provide up to seven (7) eight (8) hour person days of additional on -site support during the Open Book and Board of Review periods. Schedule B —Additional Services 1.0 Additional Services Should the Client desire additional services outside the scope of the Statement of Work services, Tyler shall review the request with the Client to determine cost and scope. Additional services shall be set forth in an amendment signed by both parties. pp } ri•�ii `y I L A K Exhibit D • .,..tyler technologies Exhibit D Client Responsibilities The following Client Responsibilities details the responsibilities of the Client under your Agreement. These Client Responsibilities are effective as of the Effective Date. Capitalized terms not otherwise defined will have the meaning assigned to such terms in your Agreement. SUPPORT OF ASSESSMENT SERVICE BY THE CLIENT A. Office Assistance The Client shall be responsible for printing property record cards to be taken to the field for inspection and scheduling call-back appointments at no cost to Tyler. B. Computer Services The Client shall make available to Tyler access to its [AS CAMA software. C. Office Space The Client shall provide, at no cost to Tyler, suitable office space and all necessary accoutrements to allow Tyler to perform the functions related to commercial valuation. D. Mailine and Postaee The Client shall be responsible for the cost of all mailings and postage relating to the commercial assessments. tyleA rpp ��i•�ii