AGREEMENT NO. __________________
AMENDMENT NO. [2] TO
AGREEMENT NO. 2024-078
This AMENDMENT NO. 2 TO AGREEMENT NO. 2024-078 is made and entered into on ________________, by and between the CITY OF BAKERSFIELD, a municipal corporation (referred to herein as “CITY”), and TEAMDYNAMIX SOLUTIONS LLC a limited liability company authorized to do business in California (referred to herein as “CONTRACTOR”).
R E C I T A L S
WHEREAS, On March 27, 2024, CITY and CONTRACTOR entered into Agreement No. 2024-078 for the purchase and implementation of TeamDynamix SaaS Project Management Software for a three (3) year term and a total lump sum payment of Forty -Nine Thousand Two Hundred Twenty -Seven Dollars and Fifteen Cents ($ 49,227.15); and
WHEREAS, On December 16, 2025, CITY and CONTRACTOR entered into Agreement No. 2024-078(1) for the purchase of Value-Added Services (30 total hours) for the last term year , increasing compensation by Seven Thousand Five Hundred Dollars ($ 7,500.00); and
WHEREAS, the parties desire to amend Agreement No. 2024-078 for a second time to purchase iPaaS licensing which will work as a connector between CITY’s active directory and TeamDynamix for seamless user management; and
WHEREAS, CITY and CONTRACTOR have agreed to include additional professional services of TeamDynamix iPaas Base software including a one-time application implementation , increasing compensation by Twenty -Three Thousand, Four Hundred Eighty-Nine Dollars and Seventy-Two cents ($ 23,489.72),
NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and CONTRACTOR mutually agree as follows:
1. Section 1 of Agreement No. 2024-078 entitled “SCOPE OF WORK ” is hereby amended to read as follows:
1. SCOPE OF WORK . In exchange for the Compensation
(defined below), CONTRACTOR shall perform the following: remote instructor-led courses, Professional Service consulting, training in go - live environment while providing the services as described in Exhibit Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943
1 attached hereto and incorporated herein. CONTRACTOR is also providing 60 licenses, and the license shall be governed by various license terms and conditions set forth in Exhibit 2 attached hereto and incorporated herein, (collectively, the “Scope of Work”) . The Scope of Work shall include all items and procedures necessary to properly complete the task CONTRACTOR has been hired to perform, whether specifically included in the Scope of Work or not.
Commencing March 27, 2026, CONTRACTOR shall provide
additional “Value -Added Services” resulting in a total of 30 hours per amendment 1. Commencing July 1, 2026, CONTRACTOR shall implement and provide iPaaS Base software (5 Metered Flow Pack) as set forth in Exhibit 3 attached hereto and incorporated herein.
Contractor (collectively, the “Scope of Work”).
2. Section 2 of Agreement No. 2024-078 entitled “COMPENSATION” is hereby amended to read as follows:
2. COMPENSATION/PAYMENT PROCEDURE. Subject to the
conditions of this section, CITY will pay CONTRACTOR as follows for performing the Scope of Work (“Compensation”):
A total payment of $80,216.87 which shall be paid after the Scope of Work is completed to CITY’s satisfaction, subject to the pricing and payment schedules set forth in Exhibit 1 , Exhibit 2 and Exhibit 3 which are attached hereto and
incorporated by reference herein, generally described as follows:
• $21,000.00 in 2024
• $13,905.00 in 2025
• $45,311.87 in 2026
CITY will pay CONTRACTOR within 30 days after CONTRACTOR submits an itemized invoice for the portions of the Scope of Work completed and that invoice is approved by CITY. The
Compensation will be the total amount paid to CONTRACTOR for performing the Scope of Work and includes, but is not limited to, all out-of-pocket costs and taxes. CITY will pay no other compensation to CONTRACTOR . In no case will CITY compensate CONTRACTOR more than $80,216.87 for performing the Scope of Work.
3. The Parties agree that Exhibit 3 to this Amendment No.2 shall be attached to the Agreement as Exhibit 3.
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943
4. Except as amended herein, all provisions of Agreement No. 2024-078 shall remain in full force and effect.
-- o0o –
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 2 to Agreement No. 2024-078 to be executed the day and year first above written.
“CITY” “CONTRACTOR”
CITY OF BAKERSFIELD TEAMDYNAMIX SOLUTIONS LLC
By:____________________________ By:_________________________________
KAREN GOH
Mayor Print Name: ________________________
Title:___________________________
APPROVED AS TO CONTENT:
TECHNOLOGY SERVICES DEPARTMENT Attachments:
Exhibit 3- TeamDynamix
Contract No. COBP00001.2
By:____________________________
GREGORY PRONOVOST
Technology Services Director
APPROVED AS TO FORM: COUNTERSIGNED:
(Deputy) City Attorney:_______________________ Finance Director: _____________________
ASHLEY ZAMBRANO RANDY MCKEEGAN
Insurance:____________
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943 CEO
Roderick Mathews
1 | P a g e
______Client Initial
Exhibit C: COBP00001.2
The purpose of this Amendment is to modify the TeamDynamix application license counts as shown in Table
1.1 below. Table 1.1 outlines the license increases.
The parties hereby agree to the following terms and conditions:
1. The overall license counts will be adjusted to the totals reflected in Table 1.1 which are prorated to the next payment date.
2. The revised Add-On Licensing Costs are reflected in Table 1.2.
3. Additional Terms:
a. The following underlined language is added to Section 12(f) of the Agreement as follows:
“Client hereby grants such rights and permissions in or related to Client data to TeamDynamix as are reasonably necessary to perform the services contemplated by the Applications and as necessary for TeamDynamix to enforce its rights under this Agreement. The parties expressly agree that, with respect to any Client data actually processed by TeamDynamix pursuant to this Agreement, Client is the data controller and TeamDynamix is a data processor. All Client data shall remain on servers located in the United States; provided however, that Client acknowledges and agrees that, upon Client’s direction within the Applications, Client data may be transferred outside the country where it is located if and as necessary to effect the transfer of such Client data as established by Client’s API p olicies and procedures in the Applications, in which case Client is solely responsible for ensuring that it is lawfully entitled to transfer and authorize TeamDynamix to transfer the relevant Client data to TeamDynamix so in accordance with this Agreement. Client will ensure that the relevant third parties have been informed of, and have given their consent to, such use, processing, and transfer as required by all applicable data protection legislation.”
4. All other terms and conditions of the original Agreement remain in full force and effect.
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943 2 | P a g e
______Client Initial
Table 1.1 – Prorated Amount Due Upon Invoicing For This Amendment Table 1.2 – Add-On Licensing
***Continued on next page
Item
Beginning License
Counts
Adjusted License
Count Variance
Beginning Contract
Value Year 3
(03/27/2026 -
03/26/2027)
Adjusted Contract
Value Year 3
(03/27/2026 -
03/26/2027) Variance*
PPM & Change
Management
License 60 60 0
Vanity URL 1 1 0
Value Added
Services (30
Hours/Year) 1 1 0 7,500.00$ 7,500.00$ -$
iPaaS Base (5
Metered Flow pack) 0 1 1 -$ 20,000.00$ 20,000.00$ 21,822.15$ 41,822.15$ 20,000.00$ Total Contract Value * Prorated Amount due for 07/01/2026 -
03/26/2027: 14,739.73$
14,322.15$ 14,322.15$ -$
Cost Items Count Year 3
Application
Implementation 1 8,750.00$
Professional Services Fees
Item License Cost Year 3
PPM & Change
Management
License 238.70$
iPaaS - 5 Additional
Metered Flows 10,000.00$
Add-On
EXHIBIT C
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943 3 | P a g e
______Client Initial
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their duly authorized representatives, on the date and year first above written.
APPROVED: City of Bakersfield, CA APPROVED: TeamDynamix Solutions LLC Signature Signature
Name Name
Title Title
Date Date
EXHIBIT C
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943 4 | P a g e
______Client Initial
City of Bakersfield iPaaS Statement of Work
Introduction
City of Bakersfield (herein known as 'CLIENT') is located in Bakersfield, CA. CLIENT wishes to implement the best-in-class solutions from TeamDynamix. In summary, the following capabilities are in-scope for this engagement:
• TeamDynamix iPaaS SaaS Deployment
• TeamDynamix iPaaS Core Topics Training
• TeamDynamix iPaaS Extended Topics Training
Solution Environment
• iPaaS Software-as-a-Service (SaaS)
Project Overview
TeamDynamix iPaaS projects begin with an orientation and planning session to ensure TeamDynamix Consulting Services consultants and CLIENT resources are aligned on the engagement’s objectives.
CLIENT resources will then attend iPaaS training sessions which may consist of videos, instructor-led courses, and lab exercises. Following completion of the lab exercises, CLIENT shall be assigned a consultant for a defined period-of-time to cover more advanced topics. Consultant shall further support CLIENT by answering questions and sharing best practices as CLIENT further leverages iPaaS within its organization.
Project Timeline
TeamDynamix iPaaS engagements typically begin on or about 4 weeks after this Statement of Work has been fully executed. A planning exercise shall occur between TeamDynamix and CLIENT at the start of the engagement to identify timelines. TeamDynamix and CLIENT will work together to coordinate specific dates once the Statement of Work has been fully executed. TeamDynamix shall make available its Consulting Services resources for the period-of-time established during the planning exercise. A typical iPaaS engagement often spans nine (9) to fourteen (14) weeks. Changes to timeline or scope may require a signed change order document and/or additional costs, especially if Consulting Services resources must be extended beyond the time-period agreed to during planning. If for some reason CLIENT chooses to place the implementation on-hold, TeamDynamix resources shall be reassigned to other projects. The scope of services outlined with this Statement of Work expires six (6) months from document execution (unless modified by a change order) and all work shall then be considered complete.
EXHIBIT C
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943 5 | P a g e
______Client Initial
Key Contacts
The following individuals will serve as key contacts for the coordination of this engagement.
City of Bakersfield
Name: Jan Klepic
Title: Supervisor, Data and Project Management
Phone: 661.326.3693
Email: [email protected]
TeamDynamix Professional Services
Name: Aaron Crane
Title: Vice President, Operations
Phone: 614-340-3342
Email: [email protected]
Scope of Services
Core Setup
TeamDynamix shall create one application instance for CLIENT within its SaaS infrastructure. CLIENT will access the application at https://us1.teamdynamix.com (U.S. customers) or https://ca1.teamdynamix.com (Canadian customers). Furthermore, TeamDynamix will help CLIENT install the proxy server if it is necessary to execute scripts, jobs, queries, etc. that reside within CLIENT network.
CLIENT Responsibilities:
• Provide server (virtual or physical) for proxy server installation.
TeamDynamix Responsibilities:
• Prepare the TeamDynamix solution in the SaaS infrastructure. • Provide CLIENT with System Access Information.
• Provide server specifications for proxy server.
Solution Training
TeamDynamix consultants will provide training on the iPaaS solution to transfer knowledge to CLIENT administrators. This is achieved via a combination of video-based training for foundational topics instructor-led sessions (delivered in a group setting), lab exercises, and consultant time. TeamDynamix consultants place an emphasis on transferring knowledge to CLIENT resources to build expertise with the solution. Following training, TeamDynamix Consulting Services shall assist CLIENT resources with more advanced training topics for a period of up to 30 days before being transferred to the TeamDynamix iPaaS Support group. Activities covered as part of this engagement include:
iPaaS:
• Foundational administration/navigation
• Introduction to Core Topics
• Triggering iPaaS Flows
• Working with Flow Data
EXHIBIT C
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943 6 | P a g e
______Client Initial
• Building Dynamic Forms
• Working with Dynamic Forms
• Flow Lifecycle Management
• Additional Functionality in iPaaS Configuration
• Using Call Steps in iPaaS
• Sending Notifications from iPaaS
• Advanced Topics in iPaaS Form Building
CLIENT Responsibilities:
• Fully participate in iPaaS training.
• Review activities covered within each session topic and complete hands-on activities. • Come prepared to each session in order to engage in discussions related to items above. • Commit to spending time following training activities to continue building expertise.
TeamDynamix Responsibilities:
• Facilitate the solution training and provide guidance to CLIENT. • Provide CLIENT with training session resources .
• Address questions which CLIENT submits within the online training project located at https://solutions.teamdynamix.com
• Provide weekly sessions with a TeamDynamix Consulting Services consultant during the 30 day period.
Close-out
Following the training sessions, the Consulting Services engagement shall be considered complete.
TeamDynamix will conduct a close-out session with CLIENT to answer any remaining questions related to the engagement.
CLIENT Responsibilities:
• Participate in project close-out meeting.
• Understand that future iPaaS and/or Conversational AI questions and issues should be directed to the TeamDynamix Support organization.
TeamDynamix Responsibilities:
• Facilitate project close-out meeting.
• Provide support information and make introductions to TeamDynamix Customer Success Representatives.
EXHIBIT C
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943 7 | P a g e
______Client Initial
Out-of-Scope
The following items are considered out-of-scope:
• Business Process Consulting Services
• Custom integrations developed by TeamDynamix Professional Services • Implementation of TeamDynamix Conversational AI
• Capabilities of the iPaaS solution not mentioned in the above Scope of Services • TeamDynamix application implementation
Cost Summary
Description | Total
Professional Services - Application Implementation |$8,750.00 Total TeamDynamix Professional Services |$8,750.00
Payment Schedule
1. Fifty percent (50%) of total professional services fees following contract execution.
2. Remaining fifty percent (50%) of total professional services fees eight (8) weeks after contract execution
EXHIBIT C
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943 8 | P a g e
______Client Initial
Acceptance
This Statement of Work is governed by the terms and conditions set forth in the Professional Services Addendum, which forms part of the Master Services Agreement between TeamDynamix and Client. In the event of any conflict between this Statement of Work and the Master Services Agreement, the terms of the Master Services Agreement shall prevail.
By signing below, CLIENT acknowledges that they have thoroughly reviewed and fully understands this Statement of Work. CLIENT agrees to the following:
• A complete and approved set of requirements is necessary before TeamDynamix Professional Services can begin any configuration or integration work.
• Any additional requirements introduced after approval may not be feasible to implement or may require a formal change order and additional services.
• Timely feedback and decision-making are essential to maintain the project schedule. • CLIENT is responsible for the ongoing ownership and maintenance of any applications, configurations, or integrations delivered as part of this engagement. Future changes will require a separate Professional Services engagement.
• Active participation during and after training sessions is critical to CLIENT’s success. • Frequent meeting cancellations, no-shows, or changes to CLIENT-assigned project resources may impact the project timeline and could result in additional costs or schedule adjustments. • This Statement of Work comes with an expiration date as defined in the Project Timeline section.
TeamDynamix Solutions LLC City of Bakersfield
Signature_________________________ Signature_________________________ Name_____________________________ Name_____________________________ Title_____________________________ Title_____________________________ Date____________________ Date____________________
EXHIBIT C
Docusign Envelope ID: A0A84CF6-4BFD-84FD-8318-13181448B943