Common use of PROJECT FOUNDATION Clause in Contracts

PROJECT FOUNDATION. 3 Project Governance 3 Project Scope Control 4 Managing Scope and Project Change 4 Change Control 4 Change Request Management 4 Acceptance Process 6 Roles and Responsibilities 6 Tyler Roles & Responsibilities 6 ▇▇▇▇▇ Executive Manager 7 Tyler Implementation Manager 7 ▇▇▇▇▇ Project Manager 7 Tyler Implementation Consultant 8 Tyler Sales 8 Tyler Technical Services 8 Village Roles & Responsibilities 9 Village Executive Sponsor 9 Village Steering Committee 9 Village Project Manager 9 Village Functional Leads 11 Village Power Users 11 Village End Users 12 Village Technical Lead 12 Village Change Management Lead 12 PART 3: PROJECT PLAN 13 Project Stages 13 Initiate and Plan 14 Initial Coordination 14 Project/Phase Planning 15 Infrastructure Planning 16 Stakeholder Meeting 17 Intentionally left blank 18 Control Point 1: Initiate & Plan Stage Acceptance 18 Assess & Define 18 Solution Orientation 18 Current & Future State Analysis 19 Conversion Assessment 20 Intentionally left blank 21 Intentionally left blank 21 Control Point 2: Assess & Define Stage Acceptance 21 Prepare Solution 22 Initial System Deployment 22 Configuration 23 Process Refinement 24 Conversion Delivery 25 Intentionally left blank 27 Intentionally left blank 27 Control Point 3: Prepare Solution Stage Acceptance 27 Production Readiness 27 Solution Validation 28 Go-Live Readiness 28 End User Training 29 Control Point 4: Production Readiness Stage Acceptance 31 Production 31 Go-Live 31 Transition to Client Services 32 Post Go-Live Activities 33 Control Point 5: Production Stage Acceptance 34 Close 34 Phase Closeout 35 Project Closeout 36 Control Point 6: Close Stage Acceptance 37 General Assumptions 37 Project 37 Organizational Change Management 37 Resources and Scheduling 38 Data 38 Facilities 39 Glossary 40 PART 4: APPENDICES 43 Conversion 43 Enterprise ERP Conversion Summary 43 Accounting 43 Accounts Payable 43 Contracts 43 Project Accounting 44 Additional Appendices 45 Intentionally left blank 45 Project Timeline 1 ERP Project Timeline 1 Data & Insights Project Plan 2 Intentionally left blank 2 Part 1: Executive Summary Project Overview Introduction Tyler Technologies (“Tyler”) is the largest and most established provider of integrated software and technology services focused solely on the public sector. ▇▇▇▇▇’▇ end-to-end solutions empower public sector entities including local, state, provincial and federal government, to operate more efficiently and connect more transparently with their constituents and with each other. By connecting data and processes across disparate systems, ▇▇▇▇▇’▇ solutions transform how clients gain actionable insights that solve problems in their communities. Project Goals This Statement of Work (“SOW”) documents the methodology, implementation stages, activities, and roles and responsibilities, and project scope listed in the Investment Summary of the Agreement between ▇▇▇▇▇ and the Village (collectively the “Project”). The overall goals of the project are to:  Successfully implement the contracted scope on time and on budget  Increase operational efficiencies and empower users to be more productive  Improve accessibility and responsiveness to external and internal customer needs  Overcome current challenges and meet future goals  Eliminate redundant data entry  Streamline business processes through automation, integration, and workflows  Provide a single, comprehensive, and integrated solution to manage business functions  Provide a user-friendly user interface to promote system use and productivity Methodology This is accomplished by the Village and ▇▇▇▇▇ working as a partnership and ▇▇▇▇▇ utilizing its depth of implementation experience. While each Project is unique, all will follow ▇▇▇▇▇’▇ six-stage methodology. Each of the six stages is comprised of multiple work packages, and each work package includes a narrative description, objectives, tasks, inputs, outputs/deliverables, assumptions, and a responsibility matrix. Tailored specifically for ▇▇▇▇▇’▇ public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to scope, budget, timeline controls, effective communications, and quality standards. Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the Village’s complexity and organizational needs. The methodology adapts to both single-phase and multiple-phase projects. To achieve Project success, it is imperative that both the Village and ▇▇▇▇▇ commit to including the necessary leadership and governance. During each stage of the Project, it is expected that the Village and Tyler Project teams work collaboratively to complete tasks. An underlying principle of ▇▇▇▇▇’▇ Implementation process is to employ an iterative model where the Village’s business processes are assessed, configured, validated, and refined cyclically in line with the project budget. This approach is used in multiple stages and work packages as illustrated in the graphic below. The delivery approach is systematic, which reduces variability and mitigates risks to ensure Project success. As illustrated, some stages, along with work packages and tasks, are intended to be overlapping by nature to complete the Project efficiently and effectively. Part 2: Project Foundation Project Governance Project governance is the management framework within which Project decisions are made. The role of Project governance is to provide a decision-making approach that is logical, robust, and repeatable. This allows organizations to have a structured approach for conducting its daily business in addition to project related activities. This section outlines the resources required to meet the business needs, objectives, and priorities for the Project, communicate the goals to other Project participants, and provide support and guidance to accomplish these goals. Project governance defines the structure for escalation of issues and risks, Change Control review and authority, and Organizational Change Management activities. Throughout the Statement of Work ▇▇▇▇▇ has provided RACI Matrices for activities to be completed throughout the implementation which will further outline responsibilities of different roles in each stage. Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage. The chart below illustrates an overall team perspective where ▇▇▇▇▇ and the Village collaborate to resolve Project challenges according to defined escalation paths. If project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the Village Steering Committee become the escalation points to triage responses prior to escalation to the Village and ▇▇▇▇▇ executive sponsors. As part of the escalation process, each Project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution. The Village and ▇▇▇▇▇ executive sponsors serve as the final escalation point. Project Scope Control Managing Scope and Project Change Project Management governance principles contend that there are three connected constraints on a Project: budget, timeline, and scope. These constraints, known as the “triple constraints” or project management triangle, define budget in terms of financial cost, labor costs, and other resource costs. Scope is defined as the work performed to deliver a product, service or result with the specified features and functions, while time is simply defined as the schedule. The Triple Constraint theory states that if you change one side of the triangle, the other two sides must be correspondingly adjusted. For example, if the scope of the Project is increased, cost and time to complete will also need to increase. The Project and executive teams will need to remain cognizant of these constraints when making impactful decisions to the Project. A simple illustration of this triangle is included here, showing the connection of each item and their relational impact to the overall Scope. A pillar of any successful project is the ability to properly manage scope while allowing the appropriate level of flexibility to incorporate approved changes. Scope and changes within the project will be managed using the change control process outlined in the following section. Change Control It may become necessary to change the scope of this Project due to unforeseeable circumstances (e.g., new constraints or opportunities are discovered). This Project is being undertaken with the understanding that Project scope, schedule, and/or cost may need to change to produce optimal results for stakeholders. Changes to contractual requirements will follow the change control process specified in the final contract, and as described below. Change Request Management Should the need for a change to Project scope, schedule, and/or cost be identified during the Project, the change will be brought to the attention of the Steering Committee and an assessment of the change will occur. While such changes may result in additional costs and delays relative to the schedule, some changes may result in less cost to the Village; for example, the Village may decide it no longer needs a deliverable originally defined in the Project. The Change Request will include the following information:  The nature of the change.  A good faith estimate of the additional cost or associated savings to the Village, if any.  The timetable for implementing the change.  The effect on and/or risk to the schedule, resource needs or resource responsibilities. The Village will use its good faith efforts to either approve or disapprove any Change Request within ten (10) Business Days (or other period as mutually agreeable between ▇▇▇▇▇ and the Village). Any changes to the Project scope, budget, or timeline must be documented and approved in writing using a Change Request form. These changes constitute a formal amendment to the Statement of Work and will supersede any conflicting term in the Statement of Work.

PROJECT FOUNDATION. 3 Project Governance 3 Project Scope Control 4 Managing Scope and Project Change 4 Change Control 4 Change Request Management 4 Acceptance Process 6 Roles and Responsibilities 6 Tyler Roles & Responsibilities 6 ▇▇▇▇▇ Executive Manager 7 Tyler Implementation Manager 7 ▇▇▇▇▇ Project Manager 7 Tyler Implementation Consultant 8 Tyler Sales 8 Tyler Technical Services 8 Village ESD Roles & Responsibilities 9 Village ESD Executive Sponsor 9 Village ESD Steering Committee 9 Village ESD Project Manager 9 Village ESD Functional Leads 11 Village ESD Power Users 11 Village ESD End Users 12 Village ESD Technical Lead 12 Village ESD Change Management Lead 12 PART 3: PROJECT PLAN 13 Project Stages 13 Initiate and Plan 14 Initial Coordination 14 Project/Phase Planning 15 Infrastructure Planning 16 Stakeholder Meeting 17 Intentionally left blank 18 Control Point 1: Initiate & Plan Stage Acceptance 18 Assess & Define 18 Solution Orientation 18 Current & Future State Analysis 19 Conversion Assessment 20 Intentionally left blank 21 Intentionally left blank 21 Control Point 2: Assess & Define Stage Acceptance 21 Prepare Solution 22 Initial System Deployment 22 Configuration 23 Process Refinement 24 Conversion Delivery 25 Intentionally left blank 27 Intentionally left blank 27 Control Point 3: Prepare Solution Stage Acceptance 27 Production Readiness 27 Solution Validation 28 Go-Live Readiness 28 End User Training 29 Control Point 4: Production Readiness Stage Acceptance 31 Production 31 Go-Live 31 Transition to Client Services 32 Post Go-Live Activities 33 Control Point 5: Production Stage Acceptance 34 Close 34 Phase Closeout 35 Project Closeout 36 Control Point 6: Close Stage Acceptance 37 General Assumptions 37 Project 37 Organizational Change Management 37 Resources and Scheduling 38 Data 38 Facilities 39 Glossary 40 PART 4: APPENDICES 43 Conversion 43 Enterprise School ERP Pro Conversion Summary 43 Accounting General Ledger 43 Purchasing & Accounts Payable 43 Contracts Payroll & Human Resources 43 Project Accounting 44 Additional Appendices 44 Intentionally left blank 44 Project Timeline 45 School ERP Pro Timeline 45 Intentionally left blank 45 Project Timeline 1 ERP Project Timeline 1 Data & Insights Project Plan 2 Intentionally left blank 2 Part 1: Executive Summary Project Overview Introduction Tyler Technologies (“Tyler”) is the largest and most established provider of integrated software and technology services focused solely on the public sector. ▇▇▇▇▇’▇ end-to-end solutions empower public sector entities including local, state, provincial and federal government, to operate more efficiently and connect more transparently with their constituents and with each other. By connecting data and processes across disparate systems, ▇▇▇▇▇’▇ solutions transform how clients gain actionable insights that solve problems in their communities. Project Goals This Statement of Work (“SOW”) documents the methodology, implementation stages, activities, and roles and responsibilities, and project scope listed in the Investment Summary of the Agreement between ▇▇▇▇▇ and the Village ESD (collectively the “Project”). The overall goals of the project are to:  Successfully implement the contracted scope on time and on budget  Increase operational efficiencies and empower users to be more productive  Improve accessibility and responsiveness to external and internal customer needs  Overcome current challenges and meet future goals  Eliminate redundant data entry Streamlining business processes through automation, integration, and workflows  Streamline business processes through automation, integration, and workflows  Provide a single, comprehensive, and integrated solution to manage business functions  Provide a user-friendly user interface to promote system use and productivity  Eliminate redundant data entry Methodology This is accomplished by the Village ESD and ▇▇▇▇▇ working as a partnership and ▇▇▇▇▇ utilizing its depth of implementation experience. While each Project is unique, all will follow ▇▇▇▇▇’▇ six-stage methodology. Each of the six stages is comprised of multiple work packages, and each work package includes a narrative description, objectives, tasks, inputs, outputs/deliverables, assumptions, and a responsibility matrix. Tailored specifically for ▇▇▇▇▇’▇ public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to scope, budget, timeline controls, effective communications, and quality standards. Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the VillageESD’s complexity and organizational needs. The methodology adapts to both single-phase and multiple-phase projects. To achieve Project success, it is imperative that both the Village ESD and ▇▇▇▇▇ commit to including the necessary leadership and governance. During each stage of the Project, it is expected that the Village ESD and Tyler ▇▇▇▇▇ Project teams work collaboratively to complete tasks. An underlying principle of ▇▇▇▇▇’▇ Implementation process is to employ an iterative model where the VillageESD’s business processes are assessed, configured, validated, and refined cyclically in line with the project budget. This approach is used in multiple stages and work packages as illustrated in the graphic below. The delivery approach is systematic, which reduces variability and mitigates risks to ensure Project success. As illustrated, some stages, along with work packages and tasks, are intended to be overlapping by nature to complete the Project efficiently and effectively. Part 2: Project Foundation Project Governance Project governance is the management framework within which Project decisions are made. The role of Project governance is to provide a decision-making approach that is logical, robust, and repeatable. This allows organizations to have a structured approach for conducting its daily business in addition to project related activities. This section outlines the resources required to meet the business needs, objectives, and priorities for the Project, communicate the goals to other Project participants, and provide support and guidance to accomplish these goals. Project governance defines the structure for escalation of issues and risks, Change Control review and authority, and Organizational Change Management activities. Throughout the Statement of Work ▇▇▇▇▇ has provided RACI Matrices for activities to be completed throughout the implementation which will further outline responsibilities of different roles in each stage. Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage. The chart below illustrates an overall team perspective where ▇▇▇▇▇ and the Village ESD collaborate to resolve Project challenges according to defined escalation paths. If project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the Village ESD Steering Committee become the escalation points to triage responses prior to escalation to the Village ESD and ▇▇▇▇▇ executive sponsors. As part of the escalation process, each Project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution. The Village ESD and ▇▇▇▇▇ executive sponsors serve as the final escalation point. Project Scope Control Managing Scope and Project Change Project Management governance principles contend that there are three connected constraints on a Project: budget, timeline, and scope. These constraints, known as the “triple constraints” or project management triangle, define budget in terms of financial cost, labor costs, and other resource costs. Scope is defined as the work performed to deliver a product, service or result with the specified features and functions, while time is simply defined as the schedule. The Triple Constraint theory states that if you change one side of the triangle, the other two sides must be correspondingly adjusted. For example, if the scope of the Project is increased, cost and time to complete will also need to increase. The Project and executive teams will need to remain cognizant of these constraints when making impactful decisions to the Project. A simple illustration of this triangle is included here, showing the connection of each item and their relational impact to the overall Scope. A pillar of any successful project is the ability to properly manage scope while allowing the appropriate level of flexibility to incorporate approved changes. Scope and changes within the project will be managed using the change control process outlined in the following section. Change Control It may become necessary to change the scope of this Project due to unforeseeable circumstances (e.g., new constraints or opportunities are discovered). This Project is being undertaken with the understanding that Project scope, schedule, and/or cost may need to change to produce optimal results for stakeholders. Changes to contractual requirements will follow the change control process specified in the final contract, and as described below. Change Request Management Should the need for a change to Project scope, schedule, and/or cost be identified during the Project, the change will be brought to the attention of the Steering Committee and an assessment of the change will occur. While such changes may result in additional costs and delays relative to the schedule, some changes may result in less cost to the VillageESD; for example, the Village ESD may decide it no longer needs a deliverable originally defined in the Project. The Change Request will include the following information:  The nature of the change.  A good faith estimate of the additional cost or associated savings to the VillageESD, if any.  The timetable for implementing the change.  The effect on and/or risk to the schedule, resource needs or resource responsibilities. The Village ESD will use its good faith efforts to either approve or disapprove any Change Request within ten (10) Business Days (or other period as mutually agreeable between ▇▇▇▇▇ and the VillageESD). Any changes to the Project scope, budget, or timeline must be documented and approved in writing using a Change Request form. These changes constitute a formal amendment to the Statement of Work and will supersede any conflicting term in the Statement of Work. Acceptance Process The implementation of a Project involves many decisions to be made throughout its lifecycle. Decisions will vary from higher level strategy decisions to smaller, detailed Project level decisions. It is critical to the success of the Project that each ESD office or department designates specific individuals for making decisions on behalf of their offices or departments. Both ▇▇▇▇▇ and the ESD will identify representative project managers. These individuals will represent the interests of all stakeholders and serve as the primary contacts between the two organizations. The coordination of gaining ESD feedback and approval on Project deliverables will be critical to the success of the Project. The ESD project manager will strive to gain deliverable and decision approvals from all authorized ESD representatives. Given that the designated decision-maker for each department may not always be available, there must be a designated proxy for each decision point in the Project. Assignment of each proxy will be the responsibility of the leadership from each ESD department. The proxies will be named individuals that have the authorization to make decisions on behalf of their department. The following process will be used for accepting Deliverables and Control Points:  The ESD shall have five (5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing, to accept each Deliverable or Control Point. If the ESD does not provide acceptance or acknowledgement within five (5) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted.  If the ESD does not agree the Deliverable or Control Point meets requirements, the ESD shall notify ▇▇▇▇▇ project manager(s), in writing, with reasoning within five (5) business days, or the otherwise agreed-upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable.  ▇▇▇▇▇ shall address any deficiencies and redeliver the Deliverable or Control Point. The ESD shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone. If the ESD does not provide acceptance within two (2) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted. Roles and Responsibilities The following defines the roles and responsibilities of each Project resource for the ESD and ▇▇▇▇▇. Roles and responsibilities may not follow the organizational chart or position descriptions at the ESD, but are roles defined within the Project. It is common for individual resources on both the Tyler and ESD project teams to fill multiple roles. Similarly, it is common for some roles to be filled by multiple people. Tyler Roles & Responsibilities ▇▇▇▇▇ assigns a project manager prior to the start of each Phase of the Project (some Projects may only be one Phase in duration). Additional Tyler resources are assigned as the schedule develops and as needs arise. ▇▇▇▇▇ Executive Manager ▇▇▇▇▇ executive management has indirect involvement with the Project and is part of the Tyler escalation process. This team member offers additional support to the Project team and collaborates with other Tyler department managers as needed to escalate and facilitate implementation Project tasks and decisions.  Provides clear direction for ▇▇▇▇▇ staff on executing on the Project Deliverables to align with satisfying the ESD ’s overall organizational strategy.  Authorizes required Project resources.  Resolves all decisions and/or issues not resolved at the implementation management level as part of the escalation process.  Acts as the counterpart to the ESD ’s executive sponsor. ▇▇▇▇▇ Implementation Manager  Tyler implementation management has indirect involvement with the Project and is part of the Tyler escalation process. The Tyler project managers consult implementation management on issues and outstanding decisions critical to the Project. Implementation management works toward a solution with the Tyler Project Manager or with ESD management as appropriate. ▇▇▇▇▇ executive management is the escalation point for any issues not resolved at this level.  Assigns Tyler Project personnel.  Provides support for the Project team.  Provides management support for the Project to ensure it is staffed appropriately and staff have necessary resources.  Monitors Project progress including progress towards agreed upon goals and objectives. ▇▇▇▇▇ Project Manager  The Tyler project manager(s) provides oversight of the Project, coordination of Tyler resources between departments, management of the Project budget and schedule, effective risk, and issue management, and is the primary point of contact for all Project related items. As requested by the ESD, the Tyler Project Manager provides regular updates to the ESD Steering Committee and other Tyler governance members. ▇▇▇▇▇ Project Manager’s role includes responsibilities in the following areas: Contract Management  Validates contract compliance throughout the Project.  Ensures Deliverables meet contract requirements.  Acts as primary point of contact for all contract and invoicing questions.  Prepares and presents contract milestone sign-offs for acceptance by the ESD project manager(s).  Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance.

PROJECT FOUNDATION. 3 Project Governance 3 Project Scope Control 4 Managing Scope and Project Change 4 Change Control 4 Change Request Management 4 Acceptance Process 6 Roles and Responsibilities 6 Tyler Roles & Responsibilities 6 ▇▇▇▇▇ Executive Manager 7 Tyler Implementation Manager 7 ▇▇▇▇▇ Project Manager 7 Tyler Implementation Consultant 8 Tyler Sales 8 Tyler Technical Services 8 Village City Roles & Responsibilities 9 Village City Executive Sponsor 9 Village City Steering Committee 9 Village City Project Manager 9 Village City Functional Leads 11 Village City Power Users 11 Village City End Users 12 Village City Technical Lead 12 Village City Change Management Lead 12 PART 3: PROJECT PLAN 13 Project Stages 13 Initiate and Plan 14 Initial Coordination 14 Project/Phase Planning 15 Infrastructure Planning 16 Stakeholder Meeting 17 Intentionally left blank 18 Control Point 1: Initiate & Plan Stage Acceptance 18 Assess & Define 18 Solution Orientation 18 Current & Future State Analysis 19 Data Assessment 20 Conversion Assessment 20 Intentionally left blank 21 Intentionally left blank 21 23 Intentionally left blank 23 Control Point 2: Assess & Define Stage Acceptance 21 23 Prepare Solution 22 23 Initial System Deployment 22 23 Configuration 23 24 Process Refinement 24 25 Conversion Delivery 25 Intentionally left blank 27 Intentionally left blank 27 28 Intentionally left blank 28 Control Point 3: Prepare Solution Stage Acceptance 27 28 Production Readiness 27 29 Solution Validation 28 29 Go-Live Readiness 28 30 End User Training 29 31 Control Point 4: Production Readiness Stage Acceptance 31 32 Production 31 32 Go-Live 31 32 Transition to Client Services 32 34 Post Go-Live Activities 33 34 Control Point 5: Production Stage Acceptance 34 35 Close 34 36 Phase Closeout 35 36 Project Closeout 36 37 Control Point 6: Close Stage Acceptance 37 38 General Assumptions 37 38 Project 37 38 Organizational Change Management 37 39 Resources and Scheduling 38 39 Data 38 39 Facilities 39 40 Glossary 40 41 PART 4: APPENDICES 43 44 Conversion 43 Enterprise 44 ERP Pro Utility Billing Conversion Summary 43 Accounting 43 44 Utility Billing - Standard 44 Utility Billing – Legacy/Historical Views 44 ERP Pro Financials Conversion Summary 44 General Ledger 44 Accounts Payable 43 Contracts 43 Project Accounting 44 Personnel Management 45 Additional Appendices 45 46 Intentionally left blank 45 46 Project Timeline 1 47 ERP Project Pro Financial Management Timeline 1 Data & Insights Project Plan 2 47 ERP Pro Utility Billing, CRM, and Community Development Timeline 48 My Civic Timeline 49 Intentionally left blank 2 49 Part 1: Executive Summary Project Overview Introduction Tyler Technologies (“Tyler”) is the largest and most established provider of integrated software and technology services focused solely on the public sector. ▇▇▇▇▇’▇ end-to-end solutions empower public sector entities including local, state, provincial and federal government, to operate more efficiently and connect more transparently with their constituents and with each other. By connecting data and processes across disparate systems, ▇▇▇▇▇’▇ solutions transform how clients gain actionable insights that solve problems in their communities. Project Goals This Statement of Work (“SOW”) documents the methodology, implementation stages, activities, and roles and responsibilities, and project scope listed in the Investment Summary of the Agreement between ▇▇▇▇▇ and the Village City (collectively the “Project”). The overall goals of the project are to:  Successfully implement the contracted scope on time and on budget  Increase operational efficiencies and empower users to be more productive  Improve accessibility and responsiveness to external and internal customer needs  Overcome current challenges and meet future goals  Eliminate redundant data entry Providing a single, comprehensive, and integrated solution to manage business functions  Streamline business processes through automation, integration, and workflows  Provide a single, comprehensive, and integrated solution to manage business functions  Provide a user-friendly user interface to promote system use and productivity  Eliminate redundant data entry Methodology This is accomplished by the Village City and ▇▇▇▇▇ working as a partnership and ▇▇▇▇▇ utilizing its depth of implementation experience. While each Project is unique, all will follow ▇▇▇▇▇’▇ six-stage methodology. Each of the six stages is comprised of multiple work packages, and each work package includes a narrative description, objectives, tasks, inputs, outputs/deliverables, assumptions, and a responsibility matrix. Tailored specifically for ▇▇▇▇▇’▇ public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to scope, budget, timeline controls, effective communications, and quality standards. Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the VillageCity’s complexity and organizational needs. The methodology adapts to both single-phase and multiple-phase projects. To achieve Project success, it is imperative that both the Village City and ▇▇▇▇▇ commit to including the necessary leadership and governance. During each stage of the Project, it is expected that the Village City and Tyler ▇▇▇▇▇ Project teams work collaboratively to complete tasks. An underlying principle of ▇▇▇▇▇’▇ Implementation process is to employ an iterative model where the VillageCity’s business processes are assessed, configured, validated, and refined cyclically in line with the project budget. This approach is used in multiple stages and work packages as illustrated in the graphic below. The delivery approach is systematic, which reduces variability and mitigates risks to ensure Project success. As illustrated, some stages, along with work packages and tasks, are intended to be overlapping by nature to complete the Project efficiently and effectively. Part 2: Project Foundation Project Governance Project governance is the management framework within which Project decisions are made. The role of Project governance is to provide a decision-making approach that is logical, robust, and repeatable. This allows organizations to have a structured approach for conducting its daily business in addition to project related activities. This section outlines the resources required to meet the business needs, objectives, and priorities for the Project, communicate the goals to other Project participants, and provide support and guidance to accomplish these goals. Project governance defines the structure for escalation of issues and risks, Change Control review and authority, and Organizational Change Management activities. Throughout the Statement of Work ▇▇▇▇▇ has provided RACI Matrices for activities to be completed throughout the implementation which will further outline responsibilities of different roles in each stage. Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage. The chart below illustrates an overall team perspective where ▇▇▇▇▇ and the Village City collaborate to resolve Project challenges according to defined escalation paths. If project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the Village City Steering Committee become the escalation points to triage responses prior to escalation to the Village City and ▇▇▇▇▇ executive sponsors. As part of the escalation process, each Project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution. The Village City and ▇▇▇▇▇ executive sponsors serve as the final escalation point. Project Scope Control Managing Scope and Project Change Project Management governance principles contend that there are three connected constraints on a Project: budget, timeline, and scope. These constraints, known as the “triple constraints” or project management triangle, define budget in terms of financial cost, labor costs, and other resource costs. Scope is defined as the work performed to deliver a product, service or result with the specified features and functions, while time is simply defined as the schedule. The Triple Constraint theory states that if you change one side of the triangle, the other two sides must be correspondingly adjusted. For example, if the scope of the Project is increased, cost and time to complete will also need to increase. The Project and executive teams will need to remain cognizant of these constraints when making impactful decisions to the Project. A simple illustration of this triangle is included here, showing the connection of each item and their relational impact to the overall Scope. A pillar of any successful project is the ability to properly manage scope while allowing the appropriate level of flexibility to incorporate approved changes. Scope and changes within the project will be managed using the change control process outlined in the following section. Change Control It may become necessary to change the scope of this Project due to unforeseeable circumstances (e.g., new constraints or opportunities are discovered). This Project is being undertaken with the understanding that Project scope, schedule, and/or cost may need to change to produce optimal results for stakeholders. Changes to contractual requirements will follow the change control process specified in the final contract, and as described below. Change Request Management Should the need for a change to Project scope, schedule, and/or cost be identified during the Project, the change will be brought to the attention of the Steering Committee and an assessment of the change will occur. While such changes may result in additional costs and delays relative to the schedule, some changes may result in less cost to the VillageCity; for example, the Village City may decide it no longer needs a deliverable originally defined in the Project. The Change Request will include the following information:  The nature of the change.  A good faith estimate of the additional cost or associated savings to the VillageCity, if any.  The timetable for implementing the change.  The effect on and/or risk to the schedule, resource needs or resource responsibilities. The Village City will use its good faith efforts to either approve or disapprove any Change Request within ten (10) Business Days (or other period as mutually agreeable between ▇▇▇▇▇ and the VillageCity). Any changes to the Project scope, budget, or timeline must be documented and approved in writing using a Change Request form. These changes constitute a formal amendment to the Statement of Work and will supersede any conflicting term in the Statement of Work. Acceptance Process The implementation of a Project involves many decisions to be made throughout its lifecycle. Decisions will vary from higher level strategy decisions to smaller, detailed Project level decisions. It is critical to the success of the Project that each City office or department designates specific individuals for making decisions on behalf of their offices or departments. Both ▇▇▇▇▇ and the City will identify representative project managers. These individuals will represent the interests of all stakeholders and serve as the primary contacts between the two organizations. The coordination of gaining City feedback and approval on Project deliverables will be critical to the success of the Project. The City project manager will strive to gain deliverable and decision approvals from all authorized City representatives. Given that the designated decision-maker for each department may not always be available, there must be a designated proxy for each decision point in the Project. Assignment of each proxy will be the responsibility of the leadership from each City department. The proxies will be named individuals that have the authorization to make decisions on behalf of their department. The following process will be used for accepting Deliverables and Control Points:  The City shall have five (5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing, to accept each Deliverable or Control Point. If the City does not provide acceptance or acknowledgement within five (5) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted.  If the City does not agree the Deliverable or Control Point meets requirements, the City shall notify ▇▇▇▇▇ project manager(s), in writing, with reasoning within five (5) business days, or the otherwise agreed-upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable.  ▇▇▇▇▇ shall address any deficiencies and redeliver the Deliverable or Control Point. The City shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone. If the City does not provide acceptance within two (2) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted. Roles and Responsibilities The following defines the roles and responsibilities of each Project resource for the City and ▇▇▇▇▇. Roles and responsibilities may not follow the organizational chart or position descriptions at the City, but are roles defined within the Project. It is common for individual resources on both the Tyler and City project teams to fill multiple roles. Similarly, it is common for some roles to be filled by multiple people. Tyler Roles & Responsibilities ▇▇▇▇▇ assigns a project manager prior to the start of each Phase of the Project (some Projects may only be one Phase in duration). Additional Tyler resources are assigned as the schedule develops and as needs arise. ▇▇▇▇▇ Executive Manager ▇▇▇▇▇ executive management has indirect involvement with the Project and is part of the Tyler escalation process. This team member offers additional support to the Project team and collaborates with other Tyler department managers as needed to escalate and facilitate implementation Project tasks and decisions.  Provides clear direction for ▇▇▇▇▇ staff on executing on the Project Deliverables to align with satisfying the City ’s overall organizational strategy.  Authorizes required Project resources.  Resolves all decisions and/or issues not resolved at the implementation management level as part of the escalation process.  Acts as the counterpart to the City ’s executive sponsor. ▇▇▇▇▇ Implementation Manager  Tyler implementation management has indirect involvement with the Project and is part of the Tyler escalation process. The Tyler project managers consult implementation management on issues and outstanding decisions critical to the Project. Implementation management works toward a solution with the Tyler Project Manager or with City management as appropriate. ▇▇▇▇▇ executive management is the escalation point for any issues not resolved at this level.  Assigns Tyler Project personnel.  Provides support for the Project team.  Provides management support for the Project to ensure it is staffed appropriately and staff have necessary resources.  Monitors Project progress including progress towards agreed upon goals and objectives. ▇▇▇▇▇ Project Manager  The Tyler project manager(s) provides oversight of the Project, coordination of Tyler resources between departments, management of the Project budget and schedule, effective risk, and issue management, and is the primary point of contact for all Project related items. As requested by the City, the Tyler Project Manager provides regular updates to the City Steering Committee and other Tyler governance members. ▇▇▇▇▇ Project Manager’s role includes responsibilities in the following areas: Contract Management  Validates contract compliance throughout the Project.  Ensures Deliverables meet contract requirements.  Acts as primary point of contact for all contract and invoicing questions.  Prepares and presents contract milestone sign-offs for acceptance by the City project manager(s).  Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance.

PROJECT FOUNDATION. 3 Project Governance 3 Project Scope Control 4 Managing Scope and Project Change 4 Change Control 4 Change Request Management 4 Acceptance Process 6 Roles and Responsibilities 6 Tyler Roles & Responsibilities 6 ▇▇▇▇▇ Executive Manager Sponsor 7 Tyler Implementation Manager 7 ▇▇▇▇▇ Project Manager 7 Tyler Implementation Consultant 8 Tyler Sales 8 Tyler Technical Services 8 Village 9 Town of Nolensville Roles & Responsibilities 9 Village Town of Nolensville Executive Sponsor 9 Village Town of Nolensville Steering Committee 9 Village Town of Nolensville Project Manager 9 Village 10 Town of Nolensville Functional Leads 11 Village Town of Nolensville Power Users 11 Village End ▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ Users 12 Village Town of Nolensville Technical Lead 12 Village Town of Nolensville Change Management Lead 12 13 PART 3: PROJECT PLAN 13 14 Project Stages 13 14 Initiate and Plan 14 15 Initial Coordination 14 15 Project/Phase Planning 15 16 Infrastructure Planning 16 ▇▇ Stakeholder Meeting 17 18 Intentionally left blank 18 19 Control Point 1: Initiate & Plan Stage Acceptance 18 19 Assess & Define 18 20 Solution Orientation 18 20 Current & Future State Analysis 19 21 Conversion Assessment 20 22 Intentionally left blank 21 Intentionally left blank 21 23 Control Point 2: Assess & Define Stage Acceptance 21 23 Prepare Solution 22 24 Initial System Deployment 22 24 Configuration 23 25 Process Refinement 24 26 Conversion Delivery 25 Intentionally left blank 27 Intentionally left blank 27 29 Control Point 3: Prepare Solution Stage Acceptance 27 29 Production Readiness 27 29 Solution Validation 28 30 Go-Live Readiness 28 31 End User Training 29 32 Control Point 4: Production Readiness Stage Acceptance 31 33 Production 31 33 Go-Live 31 33 Transition to Client Services 32 35 Post Go-Live Activities 33 36 Control Point 5: Production Stage Acceptance 34 36 Close 34 37 Phase Closeout 35 37 Project Closeout 36 38 Control Point 6: Close Stage Acceptance 37 39 General Assumptions 37 39 Project 37 39 Organizational Change Management 37 40 Resources and Scheduling 38 40 Data 38 41 Facilities 39 41 Glossary 40 42 PART 4: APPENDICES 43 45 Conversion 43 Enterprise ERP 45 Incode Financials Conversion Summary 43 Accounting 43 45 General Ledger 45 Accounts Payable 43 Contracts 43 Project Accounting 44 ▇▇ Personnel Management 45 Court Case Management - Standard 46 Additional Appendices 45 47 Intentionally left blank 45 47 Project Timeline 1 ERP Project 48 Incode Financial Management Timeline 1 Data & Insights Project Plan 2 Intentionally left blank 2 48 MyCivic Timeline 49 TCM-EE Timeline ▇▇ Part 1: Executive Summary Project Overview Introduction Tyler Technologies (“Tyler”) is the largest and most established provider of integrated software and technology services focused solely on the public sector. ▇▇▇▇▇’▇ end-to-end solutions empower public sector entities including local, state, provincial and federal government, to operate more efficiently and connect more transparently with their constituents and with each other. By connecting data and processes across disparate systems, ▇▇▇▇▇’▇ solutions transform how clients gain actionable insights that solve problems in their communities. Project Goals This Statement of Work (“SOW”) documents the methodology, implementation stages, activities, and roles and responsibilities, and project scope listed in the Investment Summary of the Agreement between ▇▇▇▇▇ and the Village Client (collectively the “Project”). The overall goals of the project are to:  Successfully implement the contracted scope on time and on budget  Increase operational efficiencies and empower users to be more productive  Improve accessibility and responsiveness to external and internal customer needs  Overcome current challenges and meet future goals  Eliminate redundant data entry Providing a single, comprehensive, and integrated solution to manage business functions  Streamline business processes through automation, integration, and workflows  Provide a single, comprehensive, and integrated solution to manage business functions  Provide a user-friendly user interface to promote system use and productivity  Eliminate redundant data entry Methodology This is accomplished by the Village Town of Nolensville and ▇▇▇▇▇ working as a partnership and ▇▇▇▇▇ utilizing its depth of implementation experience. While each Project is unique, all will follow ▇▇▇▇▇’▇ six-stage methodology. Each of the six stages is comprised of multiple work packages, and each work package includes a narrative description, objectives, tasks, inputs, outputs/deliverables, assumptions, and a responsibility matrix. Tailored specifically for ▇▇▇▇▇’▇ public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to scope, budget, timeline controls, effective communications, and quality standards. Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the VillageClient’s complexity and organizational needs. The methodology adapts to both single-phase and multiple-phase projects. To achieve Project success, it is imperative that both the Village Town of Nolensville and ▇▇▇▇▇ commit to including the necessary leadership and governance. During each stage of the Project, it is expected that the Village Town of Nolensville and Tyler ▇▇▇▇▇ Project teams work collaboratively to complete tasks. An underlying principle of ▇▇▇▇▇’▇ Implementation process is to employ an iterative model where the VillageTown of Nolensville’s business processes are assessed, configured, validated, and refined cyclically in line with the project budget. This approach is used in multiple stages and work packages as illustrated in the graphic below. The delivery approach is systematic, which reduces variability and mitigates risks to ensure Project success. As illustrated, some stages, along with work packages and tasks, are intended to be overlapping by nature to efficiently and effectively complete the Project efficiently and effectivelyProject. Part 2: Project Foundation Project Governance Project governance is the management framework within which Project decisions are made. The role of Project governance is to provide a decision-making approach that is logical, robust, and repeatable. This allows organizations to have a structured approach for conducting its daily business in addition to project related activities. This section outlines the resources required to adequately meet the business needs, objectives, and priorities for the Project, communicate the goals to other Project participants, and provide support and guidance to accomplish these goals. Project governance defines the structure for escalation of issues and risks, Change Control review and authority, and Organizational Change Management activities. Throughout the Statement of Work ▇▇▇▇▇ has provided RACI Matrices for activities to be completed throughout the implementation which will further outline responsibilities of different roles in each stage. Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage. The chart below illustrates an overall team perspective where ▇▇▇▇▇ and the Village Town of Nolensville collaborate to resolve Project challenges according to defined escalation paths. If In the event that project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the Village Town of Nolensville Steering Committee become the escalation points to triage responses prior to escalation to the Village Town of Nolensville and ▇▇▇▇▇ executive sponsors. As part of the escalation process, each Project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution. The Village Town of Nolensville and ▇▇▇▇▇ executive sponsors serve as the final escalation point. Project Scope Control Managing Scope and Project Change Project Management governance principles contend that there are three connected constraints on a Project: budget, timeline, and scope. These constraints, known as the “‘triple constraints” ’ or project Project management triangle, define budget in terms of financial cost, labor costs, and other resource costs. Scope is defined as the work performed to deliver a product, service or result with the specified features and functions, while time is simply defined as the schedule. The Triple Constraint theory states that if you change one side of the triangle, the other two sides must be correspondingly adjusted. For example, if the scope of the Project is increased, cost and time to complete will also need to increase. The Project and executive teams will need to remain cognizant of these constraints when making impactful decisions to the Project. A simple illustration of this triangle is included here, showing the connection of each item and their relational impact to the overall Scope. A pillar of any successful project is the ability to properly manage scope while allowing the appropriate level of flexibility to incorporate approved changes. Scope and changes within the project will be managed using the change control process outlined in the following section. Change Control It may become necessary to change the scope of this Project due to unforeseeable circumstances (e.g., new constraints or opportunities are discovered). This Project is being undertaken with the understanding that Project scope, schedule, and/or cost may need to change in order to produce optimal results for stakeholders. Changes to contractual requirements will follow the change control process specified in the final contract, and as described below. Change Request Management Should the need for a change to Project scope, schedule, and/or cost be identified during the Project, the change will be brought to the attention of the Steering Committee and an assessment of the change will occur. While such changes may result in additional costs and possible delays relative to the schedule, some changes may result in less cost to the VillageTown of Nolensville; for example, the Village Town of Nolensville may decide it no longer needs a deliverable originally defined in the Project. The Change Request will include the following information:  The nature of the change.  A good faith estimate of the additional cost or associated savings to the VillageTown of Nolensville, if any.  The timetable for implementing the change.  The effect on and/or risk to the schedule, resource needs or resource responsibilities. The Village Town of Nolensville will use its good faith efforts to either approve or disapprove any Change Request within ten (10) Business Days (or other period as mutually agreeable between ▇▇▇▇▇ Tyler and the VillageTown of Nolensville). Any changes to the Project scope, budget, or timeline must be documented and approved in writing using a Change Request form. These changes constitute a formal amendment to the Statement of Work and will supersede any conflicting term in the Statement of Work. Acceptance Process The implementation of a Project involves many decisions to be made throughout its lifecycle. Decisions will vary from higher level strategy decisions to smaller, detailed Project level decisions. It is critical to the success of the Project that each Town of Nolensville office or department designates specific individuals for making decisions on behalf of their offices or departments. Both ▇▇▇▇▇ and the Town of Nolensville will identify representative project managers. These individuals will represent the interests of all stakeholders and serve as the primary contacts between the two organizations. The coordination of gaining client feedback and approval on Project deliverables will be critical to the success of the Project. The Town of Nolensville project manager will strive to gain deliverable and decision approvals from all authorized Town of Nolensville representatives. Given that the designated decision-maker for each department may not always be available, there must be a designated proxy for each decision point in the Project. Assignment of each proxy will be the responsibility of the leadership from each Town of Nolensville department. The proxies will be named individuals that have the authorization to make decisions on behalf of their department. The following process will be used for accepting Deliverables and Control Points:  The Town of Nolensville shall have five (5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing, to accept each Deliverable or Control Point. If the Town of Nolensville does not provide acceptance or acknowledgement within five (5) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted.  If the Town of Nolensville does not agree the particular Deliverable or Control Point meets requirements, the Town of Nolensville shall notify ▇▇▇▇▇ project manager(s), in writing, with reasoning within five (5) business days, or the otherwise agreed-upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable.  ▇▇▇▇▇ shall address any deficiencies and redeliver the Deliverable or Control Point. The Town of Nolensville shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone. If the Town of Nolensville does not provide acceptance within two (2) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted. Roles and Responsibilities The following defines the roles and responsibilities of each Project resource for Town of Nolensville and ▇▇▇▇▇. Roles and responsibilities may not follow the organizational chart or position descriptions at Town of Nolensville, but are roles defined within the Project. It is common for individual resources on both the Tyler and client project teams to fill multiple roles. Similarly, it is common for some roles to be filled by multiple people. Tyler Roles & Responsibilities ▇▇▇▇▇ assigns a project manager prior to the start of each Phase of the Project (some Projects may only be one Phase in duration). Additional Tyler resources are assigned as the schedule develops and as needs arise. ▇▇▇▇▇ Executive Sponsor ▇▇▇▇▇ executive management has indirect involvement with the Project and is part of the Tyler escalation process. This team member offers additional support to the Project team and collaborates with other Tyler department managers as needed in order to escalate and facilitate implementation Project tasks and decisions.  Provides clear direction for ▇▇▇▇▇ staff on executing on the Project Deliverables to align with satisfying Town of Nolensville ’s overall organizational strategy.  Authorizes required Project resources.  Resolves all decisions and/or issues not resolved at the implementation management level as part of the escalation process.  Acts as the counterpart to Town of Nolensville ’s executive sponsor. ▇▇▇▇▇ Implementation Manager  Tyler implementation management has indirect involvement with the Project and is part of the Tyler escalation process. The Tyler project managers consult implementation management on issues and outstanding decisions critical to the Project. Implementation management works toward a solution with the Tyler Project Manager or with Town of Nolensville management as appropriate. ▇▇▇▇▇ executive management is the escalation point for any issues not resolved at this level.  Assigns Tyler Project personnel.  Provides support for the Project team.  Provides management support for the Project to ensure it is staffed appropriately and staff have necessary resources.  Monitors Project progress including progress towards agreed upon goals and objectives. ▇▇▇▇▇ Project Manager  The Tyler project manager(s) provides oversight of the Project, coordination of Tyler resources between departments, management of the Project budget and schedule, effective risk and issue management, and is the primary point of contact for all Project related items. As requested by the client, the Tyler Project Manager provides regular updates to the client Steering Committee and other Tyler governance members. ▇▇▇▇▇ Project Manager’s role includes responsibilities in the following areas: Contract Management  Validates contract compliance throughout the Project.  Ensures Deliverables meet contract requirements.  Acts as primary point of contact for all contract and invoicing questions.  Prepares and presents contract milestone sign-offs for acceptance by Town of Nolensville project manager(s).  Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance.

PROJECT FOUNDATION. 3 Project Governance 3 Project Scope Control 4 Managing Scope and Project Change 4 Change Control 4 Change Request Management 4 Acceptance Process 6 Roles and Responsibilities 6 Tyler Roles & Responsibilities 6 ▇▇▇▇▇ Executive Manager 7 Sponsor 6 Tyler Implementation Manager 7 ▇▇▇▇▇ Project Manager 7 Tyler Implementation Consultant 8 Tyler Sales 8 Tyler Technical Services 8 Village City Roles & Responsibilities 9 Village City Executive Sponsor 9 Village City Steering Committee 9 Village City Project Manager 9 Village City Functional Leads 11 Village City Power Users 11 Village City End Users 12 Village City Technical Lead 12 Village City Change Management Lead 12 PART 3: PROJECT PLAN 13 Project Stages 13 Initiate and Plan 14 Initial Coordination 14 Project/Phase Planning 15 Infrastructure Planning 16 Stakeholder Meeting 17 Intentionally left blank 18 Control Point 1: Initiate & Plan Stage Acceptance 18 Assess & Define 18 Solution Orientation 18 Current & Future State Analysis 19 Conversion Assessment 20 Intentionally left blank 21 Intentionally left blank 21 Control Point 2: Assess & Define Stage Acceptance 21 Prepare Solution 22 Initial System Deployment 22 Configuration 23 Process Refinement 24 Conversion Delivery 25 Intentionally left blank 27 Intentionally left blank 27 Control Point 3: Prepare Solution Stage Acceptance 27 Production Readiness 27 Solution Validation 28 Go-Live Readiness 28 End User Training 29 Control Point 4: Production Readiness Stage Acceptance 31 Production 31 Go-Live 31 Transition to Client Services 32 Post Go-Live Activities 33 Control Point 5: Production Stage Acceptance 34 Close 34 Phase Closeout 35 Project Closeout 36 Control Point 6: Close Stage Acceptance 37 General Assumptions 37 Project 37 Organizational Change Management 37 Resources and Scheduling 38 Data 38 Facilities 39 38 Glossary 40 PART 4: APPENDICES 43 Conversion 43 Enterprise ERP Conversion Summary Court Case Management - Standard 43 Accounting 43 Accounts Payable 43 Contracts 43 Project Accounting 44 Additional Appendices 45 44 Intentionally left blank 45 44 Project Timeline 1 ERP Project 44 Incode Court Timeline 1 Data & Insights Project Plan 2 44 Intentionally left blank 2 44 Part 1: Executive Summary Project Overview Introduction Tyler Technologies (“Tyler”) is the largest and most established provider of integrated software and technology services focused solely on the public sector. ▇▇▇▇▇’▇ end-to-end solutions empower public sector entities including local, state, provincial and federal government, to operate more efficiently and connect more transparently with their constituents and with each other. By connecting data and processes across disparate systems, ▇▇▇▇▇’▇ solutions transform how clients gain actionable insights that solve problems in their communities. Project Goals This Statement of Work (“SOW”) documents the methodology, implementation stages, activities, and roles and responsibilities, and project scope listed in the Investment Summary of the Agreement between ▇▇▇▇▇ and the Village Client (collectively the “Project”). The overall goals of the project are to:  Successfully implement the contracted scope on time and on budget  Increase operational efficiencies and empower users to be more productive  Improve accessibility and responsiveness to external and internal customer needs  Overcome current challenges and meet future goals  Eliminate redundant data entry  Streamline Streamlining business processes through automation, integration, and workflows  Provide a user-friendly user interface to promote system use and productivity  Provide a single, comprehensive, and integrated solution to manage business functions  Provide a user-friendly user interface to promote system use and productivity Eliminate redundant data entry Methodology This is accomplished by the Village City and ▇▇▇▇▇ working as a partnership and ▇▇▇▇▇ utilizing its depth of implementation experience. While each Project is unique, all will follow ▇▇▇▇▇’▇ six-stage methodology. Each of the six stages is comprised of multiple work packages, and each work package includes a narrative description, objectives, tasks, inputs, outputs/deliverables, assumptions, and a responsibility matrix. Tailored specifically for ▇▇▇▇▇’▇ public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to scope, budget, timeline controls, effective communications, and quality standards. Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the VillageClient’s complexity and organizational needs. The methodology adapts to both single-phase and multiple-phase projects. To achieve Project success, it is imperative that both the Village City and ▇▇▇▇▇ commit to including the necessary leadership and governance. During each stage of the Project, it is expected that the Village City and Tyler ▇▇▇▇▇ Project teams work collaboratively to complete tasks. An underlying principle of ▇▇▇▇▇’▇ Implementation process is to employ an iterative model where the VillageCity’s business processes are assessed, configured, validated, and refined cyclically in line with the project budget. This approach is used in multiple stages and work packages as illustrated in the graphic below. The delivery approach is systematic, which reduces variability and mitigates risks to ensure Project success. As illustrated, some stages, along with work packages and tasks, are intended to be overlapping by nature to efficiently and effectively complete the Project efficiently and effectivelyProject. Part 2: Project Foundation Project Governance Project governance is the management framework within which Project decisions are made. The role of Project governance is to provide a decision-making approach that is logical, robust, and repeatable. This allows organizations to have a structured approach for conducting its daily business in addition to project related activities. This section outlines the resources required to adequately meet the business needs, objectives, and priorities for the Project, communicate the goals to other Project participants, and provide support and guidance to accomplish these goals. Project governance defines the structure for escalation of issues and risks, Change Control review and authority, and Organizational Change Management activities. Throughout the Statement of Work ▇▇▇▇▇ has provided RACI Matrices for activities to be completed throughout the implementation which will further outline responsibilities of different roles in each stage. Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage. The chart below illustrates an overall team perspective where ▇▇▇▇▇ and the Village City collaborate to resolve Project challenges according to defined escalation paths. If In the event that project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the Village City Steering Committee become the escalation points to triage responses prior to escalation to the Village City and ▇▇▇▇▇ executive sponsors. As part of the escalation process, each Project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution. The Village City and ▇▇▇▇▇ executive sponsors serve as the final escalation point. Project Scope Control Managing Scope and Project Change Project Management governance principles contend that there are three connected constraints on a Project: budget, timeline, and scope. These constraints, known as the “‘triple constraints” ’ or project Project management triangle, define budget in terms of financial cost, labor costs, and other resource costs. Scope is defined as the work performed to deliver a product, service or result with the specified features and functions, while time is simply defined as the schedule. The Triple Constraint theory states that if you change one side of the triangle, the other two sides must be correspondingly adjusted. For example, if the scope of the Project is increased, cost and time to complete will also need to increase. The Project and executive teams will need to remain cognizant of these constraints when making impactful decisions to the Project. A simple illustration of this triangle is included here, showing the connection of each item and their relational impact to the overall Scope. A pillar of any successful project is the ability to properly manage scope while allowing the appropriate level of flexibility to incorporate approved changes. Scope and changes within the project will be managed using the change control process outlined in the following section. Change Control It may become necessary to change the scope of this Project due to unforeseeable circumstances (e.g., new constraints or opportunities are discovered). This Project is being undertaken with the understanding that Project scope, schedule, and/or cost may need to change in order to produce optimal results for stakeholders. Changes to contractual requirements will follow the change control process specified in the final contract, and as described below. Change Request Management Should the need for a change to Project scope, schedule, and/or cost be identified during the Project, the change will be brought to the attention of the Steering Committee and an assessment of the change will occur. While such changes may result in additional costs and possible delays relative to the schedule, some changes may result in less cost to the VillageCity; for example, the Village City may decide it no longer needs a deliverable originally defined in the Project. The Change Request will include the following information:  The nature of the change.  A good faith estimate of the additional cost or associated savings to the VillageCity, if any.  The timetable for implementing the change.  The effect on and/or risk to the schedule, resource needs or resource responsibilities. The Village City will use its good faith efforts to either approve or disapprove any Change Request within ten (10) Business Days (or other period as mutually agreeable between ▇▇▇▇▇ Tyler and the VillageCity). Any changes to the Project scope, budget, or timeline must be documented and approved in writing using a Change Request form. These changes constitute a formal amendment to the Statement of Work and will supersede any conflicting term in the Statement of Work. Acceptance Process The implementation of a Project involves many decisions to be made throughout its lifecycle. Decisions will vary from higher level strategy decisions to smaller, detailed Project level decisions. It is critical to the success of the Project that each City office or department designates specific individuals for making decisions on behalf of their offices or departments. Both ▇▇▇▇▇ and the City will identify representative project managers. These individuals will represent the interests of all stakeholders and serve as the primary contacts between the two organizations. The coordination of gaining client feedback and approval on Project deliverables will be critical to the success of the Project. The City project manager will strive to gain deliverable and decision approvals from all authorized City representatives. Given that the designated decision-maker for each department may not always be available, there must be a designated proxy for each decision point in the Project. Assignment of each proxy will be the responsibility of the leadership from each City department. The proxies will be named individuals that have the authorization to make decisions on behalf of their department. The following process will be used for accepting Deliverables and Control Points:  The City shall have five (5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing, to accept each Deliverable or Control Point. If the City does not provide acceptance or acknowledgement within five (5) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted.  If the City does not agree the particular Deliverable or Control Point meets requirements, the City shall notify ▇▇▇▇▇ project manager(s), in writing, with reasoning within five (5) business days, or the otherwise agreed-upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable.  ▇▇▇▇▇ shall address any deficiencies and redeliver the Deliverable or Control Point. The City shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone. If the City does not provide acceptance within two (2) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted. Roles and Responsibilities The following defines the roles and responsibilities of each Project resource for City and ▇▇▇▇▇. Roles and responsibilities may not follow the organizational chart or position descriptions at City, but are roles defined within the Project. It is common for individual resources on both the Tyler and client project teams to fill multiple roles. Similarly, it is common for some roles to be filled by multiple people. Tyler Roles & Responsibilities ▇▇▇▇▇ assigns a project manager prior to the start of each Phase of the Project (some Projects may only be one Phase in duration). Additional Tyler resources are assigned as the schedule develops and as needs arise. ▇▇▇▇▇ Executive Sponsor ▇▇▇▇▇ executive management has indirect involvement with the Project and is part of the Tyler escalation process. This team member offers additional support to the Project team and collaborates with other ▇▇▇▇▇ department managers as needed in order to escalate and facilitate implementation Project tasks and decisions.  Provides clear direction for ▇▇▇▇▇ staff on executing on the Project Deliverables to align with satisfying City ’s overall organizational strategy.  Authorizes required Project resources.  Resolves all decisions and/or issues not resolved at the implementation management level as part of the escalation process.  Acts as the counterpart to City ’s executive sponsor. ▇▇▇▇▇ Implementation Manager  Tyler implementation management has indirect involvement with the Project and is part of the Tyler escalation process. The Tyler project managers consult implementation management on issues and outstanding decisions critical to the Project. Implementation management works toward a solution with the Tyler Project Manager or with City management as appropriate. ▇▇▇▇▇ executive management is the escalation point for any issues not resolved at this level.  Assigns Tyler Project personnel.  Provides support for the Project team.  Provides management support for the Project to ensure it is staffed appropriately and staff have necessary resources.  Monitors Project progress including progress towards agreed upon goals and objectives. ▇▇▇▇▇ Project Manager  The Tyler project manager(s) provides oversight of the Project, coordination of Tyler resources between departments, management of the Project budget and schedule, effective risk and issue management, and is the primary point of contact for all Project related items. As requested by the client, the Tyler Project Manager provides regular updates to the client Steering Committee and other Tyler governance members. ▇▇▇▇▇ Project Manager’s role includes responsibilities in the following areas: Contract Management  Validates contract compliance throughout the Project.  Ensures Deliverables meet contract requirements.  Acts as primary point of contact for all contract and invoicing questions.  Prepares and presents contract milestone sign-offs for acceptance by City project manager(s).  Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance.

PROJECT FOUNDATION. 3 Project Governance 3 Project Scope Control 4 Managing Scope and Project Change 4 Change Control 4 Change Request Management 4 Acceptance Process 6 Roles and Responsibilities 6 Tyler Roles & Responsibilities 6 ▇▇▇▇▇ Executive Manager 7 Tyler Implementation Manager 7 ▇▇▇▇▇ Project Manager 7 Tyler Implementation Consultant 8 Tyler Sales 8 Tyler Technical Services 8 Village City Roles & Responsibilities 9 Village City Executive Sponsor 9 Village City Steering Committee 9 Village City Project Manager 9 Village City Functional Leads 11 Village City Power Users 11 Village City End Users 12 Village City Technical Lead 12 Village City Change Management Lead 12 PART 3: PROJECT PLAN 13 Project Stages 13 Initiate and Plan 14 Initial Coordination 14 Project/Phase Planning 15 This work package is not applicable 16 Infrastructure Planning 16 Stakeholder Meeting 17 Intentionally left blank 18 Control Point 1: Initiate & Plan Stage Acceptance 18 Assess & Define 18 Solution Orientation 18 Current & Future State Analysis 19 This work package is not applicable 20 Conversion Assessment 20 Intentionally left blank 21 Intentionally left blank This work package is not applicable 21 Control Point 2: Assess & Define Stage Acceptance 21 Prepare Solution 22 Initial System Deployment 22 Configuration 23 Process Refinement 24 Conversion Delivery 25 Intentionally left blank This work package is not applicable 27 Intentionally left blank This work package is not applicable 27 Control Point 3: Prepare Solution Stage Acceptance 27 Production Readiness 27 Solution Validation 28 Go-Live Readiness 28 End User Training 29 Control Point 4: Production Readiness Stage Acceptance 31 Production 31 Go-Live 31 Transition to Client Services 32 Post Go-Live Activities 33 Control Point 5: Production Stage Acceptance 34 Close 34 Phase Closeout 35 Project Closeout 36 Control Point 6: Close Stage Acceptance 37 General Assumptions 37 Project 37 Organizational Change Management 37 Resources and Scheduling 38 Data 38 Facilities 39 Glossary 40 PART 4: APPENDICES 43 Conversion 43 Enterprise ERP Pro Utility Billing Conversion Summary 43 Accounting Utility Billing - Standard 43 Utility Billing – Legacy/Historical Views 43 ERP Pro Financials Conversion Summary 43 General Ledger 43 Accounts Payable 43 Contracts 43 Project Accounting Personnel Management 44 Additional Appendices 45 Intentionally left blank This work package is not applicable 45 Project Timeline 1 46 ERP Project Pro Financial Management Timeline 1 Data & Insights Project Plan 2 Intentionally left blank 2 46 ERP Pro Utility Billing Timeline 47 This work package is not applicable 47 Part 1: Executive Summary Project Overview Introduction Tyler Technologies (“Tyler”) is the largest and most established provider of integrated software and technology services focused solely on the public sector. ▇▇▇▇▇’▇ end-to-end solutions empower public sector entities including local, state, provincial and federal government, to operate more efficiently and connect more transparently with their constituents and with each other. By connecting data and processes across disparate systems, ▇▇▇▇▇’▇ solutions transform how clients gain actionable insights that solve problems in their communities. Project Goals This Statement of Work (“SOW”) documents the methodology, implementation stages, activities, and roles and responsibilities, and project scope listed in the Investment Summary of the Agreement between ▇▇▇▇▇ and the Village City (collectively the “Project”). The overall goals of the project are to:  Successfully implement the contracted scope on time and on budget  Increase operational efficiencies and empower users to be more productive  Improve accessibility and responsiveness to external and internal customer needs  Overcome current challenges and meet future goals  Eliminate redundant data entry Providing a single, comprehensive, and integrated solution to manage business functions  Streamline business processes through automation, integration, and workflows  Provide a single, comprehensive, and integrated solution to manage business functions  Provide a user-friendly user interface to promote system use and productivity  Eliminate redundant data entry Methodology This is accomplished by the Village City and ▇▇▇▇▇ working as a partnership and ▇▇▇▇▇ utilizing its depth of implementation experience. While each Project is unique, all will follow ▇▇▇▇▇’▇ six-stage methodology. Each of the six stages is comprised of multiple work packages, and each work package includes a narrative description, objectives, tasks, inputs, outputs/deliverables, assumptions, and a responsibility matrix. Tailored specifically for ▇▇▇▇▇’▇ public sector clients, the project methodology contains Stage Acceptance Control Points throughout each Phase to ensure adherence to scope, budget, timeline controls, effective communications, and quality standards. Clearly defined, the project methodology repeats consistently across Phases, and is scaled to meet the VillageCity’s complexity and organizational needs. The methodology adapts to both single-phase and multiple-phase projects. To achieve Project success, it is imperative that both the Village City and ▇▇▇▇▇ commit to including the necessary leadership and governance. During each stage of the Project, it is expected that the Village City and Tyler ▇▇▇▇▇ Project teams work collaboratively to complete tasks. An underlying principle of ▇▇▇▇▇’▇ Implementation process is to employ an iterative model where the VillageCity’s business processes are assessed, configured, validated, and refined cyclically in line with the project budget. This approach is used in multiple stages and work packages as illustrated in the graphic below. The delivery approach is systematic, which reduces variability and mitigates risks to ensure Project success. As illustrated, some stages, along with work packages and tasks, are intended to be overlapping by nature to complete the Project efficiently and effectively. Part 2: Project Foundation Project Governance Project governance is the management framework within which Project decisions are made. The role of Project governance is to provide a decision-making approach that is logical, robust, and repeatable. This allows organizations to have a structured approach for conducting its daily business in addition to project related activities. This section outlines the resources required to meet the business needs, objectives, and priorities for the Project, communicate the goals to other Project participants, and provide support and guidance to accomplish these goals. Project governance defines the structure for escalation of issues and risks, Change Control review and authority, and Organizational Change Management activities. Throughout the Statement of Work ▇▇▇▇▇ has provided RACI Matrices for activities to be completed throughout the implementation which will further outline responsibilities of different roles in each stage. Further refinement of the governance structure, related processes, and specific roles and responsibilities occurs during the Initiate & Plan Stage. The chart below illustrates an overall team perspective where ▇▇▇▇▇ and the Village City collaborate to resolve Project challenges according to defined escalation paths. If project managers do not possess authority to determine a solution, resolve an issue, or mitigate a risk, Tyler implementation management and the Village City Steering Committee become the escalation points to triage responses prior to escalation to the Village City and ▇▇▇▇▇ executive sponsors. As part of the escalation process, each Project governance tier presents recommendations and supporting information to facilitate knowledge transfer and issue resolution. The Village City and ▇▇▇▇▇ executive sponsors serve as the final escalation point. Project Scope Control Managing Scope and Project Change Project Management governance principles contend that there are three connected constraints on a Project: budget, timeline, and scope. These constraints, known as the “triple constraints” or project management triangle, define budget in terms of financial cost, labor costs, and other resource costs. Scope is defined as the work performed to deliver a product, service or result with the specified features and functions, while time is simply defined as the schedule. The Triple Constraint theory states that if you change one side of the triangle, the other two sides must be correspondingly adjusted. For example, if the scope of the Project is increased, cost and time to complete will also need to increase. The Project and executive teams will need to remain cognizant of these constraints when making impactful decisions to the Project. A simple illustration of this triangle is included here, showing the connection of each item and their relational impact to the overall Scope. A pillar of any successful project is the ability to properly manage scope while allowing the appropriate level of flexibility to incorporate approved changes. Scope and changes within the project will be managed using the change control process outlined in the following section. Change Control It may become necessary to change the scope of this Project due to unforeseeable circumstances (e.g., new constraints or opportunities are discovered). This Project is being undertaken with the understanding that Project scope, schedule, and/or cost may need to change to produce optimal results for stakeholders. Changes to contractual requirements will follow the change control process specified in the final contract, and as described below. Change Request Management Should the need for a change to Project scope, schedule, and/or cost be identified during the Project, the change will be brought to the attention of the Steering Committee and an assessment of the change will occur. While such changes may result in additional costs and delays relative to the schedule, some changes may result in less cost to the VillageCity; for example, the Village City may decide it no longer needs a deliverable originally defined in the Project. The Change Request will include the following information:  The nature of the change.  A good faith estimate of the additional cost or associated savings to the VillageCity, if any.  The timetable for implementing the change.  The effect on and/or risk to the schedule, resource needs or resource responsibilities. The Village City will use its good faith efforts to either approve or disapprove any Change Request within ten (10) Business Days (or other period as mutually agreeable between ▇▇▇▇▇ and the VillageCity). Any changes to the Project scope, budget, or timeline must be documented and approved in writing using a Change Request form. These changes constitute a formal amendment to the Statement of Work and will supersede any conflicting term in the Statement of Work. Acceptance Process The implementation of a Project involves many decisions to be made throughout its lifecycle. Decisions will vary from higher level strategy decisions to smaller, detailed Project level decisions. It is critical to the success of the Project that each City office or department designates specific individuals for making decisions on behalf of their offices or departments. Both ▇▇▇▇▇ and the City will identify representative project managers. These individuals will represent the interests of all stakeholders and serve as the primary contacts between the two organizations. The coordination of gaining City feedback and approval on Project deliverables will be critical to the success of the Project. The City project manager will strive to gain deliverable and decision approvals from all authorized City representatives. Given that the designated decision-maker for each department may not always be available, there must be a designated proxy for each decision point in the Project. Assignment of each proxy will be the responsibility of the leadership from each City department. The proxies will be named individuals that have the authorization to make decisions on behalf of their department. The following process will be used for accepting Deliverables and Control Points:  The City shall have five (5) business days from the date of delivery, or as otherwise mutually agreed upon by the parties in writing, to accept each Deliverable or Control Point. If the City does not provide acceptance or acknowledgement within five (5) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted.  If the City does not agree the Deliverable or Control Point meets requirements, the City shall notify ▇▇▇▇▇ project manager(s), in writing, with reasoning within five (5) business days, or the otherwise agreed-upon timeframe, not to be unreasonably withheld, of receipt of the Deliverable.  ▇▇▇▇▇ shall address any deficiencies and redeliver the Deliverable or Control Point. The City shall then have two (2) business days from receipt of the redelivered Deliverable or Control Point to accept or again submit written notification of reasons for rejecting the milestone. If the City does not provide acceptance within two (2) business days, or the otherwise agreed upon timeframe, not to be unreasonably withheld, ▇▇▇▇▇ ▇▇▇▇▇ the Deliverable or Control Point as accepted. Roles and Responsibilities The following defines the roles and responsibilities of each Project resource for the City and ▇▇▇▇▇. Roles and responsibilities may not follow the organizational chart or position descriptions at the City, but are roles defined within the Project. It is common for individual resources on both the Tyler and City project teams to fill multiple roles. Similarly, it is common for some roles to be filled by multiple people. Tyler Roles & Responsibilities ▇▇▇▇▇ assigns a project manager prior to the start of each Phase of the Project (some Projects may only be one Phase in duration). Additional Tyler resources are assigned as the schedule develops and as needs arise. ▇▇▇▇▇ Executive Manager ▇▇▇▇▇ executive management has indirect involvement with the Project and is part of the Tyler escalation process. This team member offers additional support to the Project team and collaborates with other Tyler department managers as needed to escalate and facilitate implementation Project tasks and decisions.  Provides clear direction for ▇▇▇▇▇ staff on executing on the Project Deliverables to align with satisfying the City ’s overall organizational strategy.  Authorizes required Project resources.  Resolves all decisions and/or issues not resolved at the implementation management level as part of the escalation process.  Acts as the counterpart to the City ’s executive sponsor. ▇▇▇▇▇ Implementation Manager  Tyler implementation management has indirect involvement with the Project and is part of the Tyler escalation process. The Tyler project managers consult implementation management on issues and outstanding decisions critical to the Project. Implementation management works toward a solution with the Tyler Project Manager or with City management as appropriate. ▇▇▇▇▇ executive management is the escalation point for any issues not resolved at this level.  Assigns Tyler Project personnel.  Provides support for the Project team.  Provides management support for the Project to ensure it is staffed appropriately and staff have necessary resources.  Monitors Project progress including progress towards agreed upon goals and objectives. ▇▇▇▇▇ Project Manager  The Tyler project manager(s) provides oversight of the Project, coordination of Tyler resources between departments, management of the Project budget and schedule, effective risk, and issue management, and is the primary point of contact for all Project related items. As requested by the City, the Tyler Project Manager provides regular updates to the City Steering Committee and other Tyler governance members. ▇▇▇▇▇ Project Manager’s role includes responsibilities in the following areas: Contract Management  Validates contract compliance throughout the Project.  Ensures Deliverables meet contract requirements.  Acts as primary point of contact for all contract and invoicing questions.  Prepares and presents contract milestone sign-offs for acceptance by the City project manager(s).  Coordinates Change Requests, if needed, to ensure proper Scope and budgetary compliance.