SEVENTH AMENDMENT
TO
MASTER SUBSCRIPTION AGREEMENT
THIS SEVENTH AMENDMENT TO MASTER SUBSCRIPTION AGREEMENT (the “Seventh Amendment”) is made and entered into as of __________________, 2024, by and between the CITY OF ORANGE, a municipal corporation ( “City”), and GRANICUS, LLC, a Minnesota limited liability company (“Granicus”), with reference to the following:
A. Customer and Granicus entered into a Master Subscription Agreement (Agreement No. 6858) dated October 8, 2019, which is incorporated herein by this reference (the " Original Agreement"); and
B. Customer and Granicus amended the Agreement to revise the Scope of Services and increase the compensation by a First Amendment to Master Subscription Agreement (Agreement No. 6858.1) dated July 13, 2020, which is incorporated herein by this reference (the "First Amendment"); and
C. Customer and Granicus amended the Agreement to revise the Scope of Work, increase the compensation and revise the term by a Second Amendment to Master Subscription Agreement (Agreement No. 6858.2) dated September 23, 2020, which is incorporated herein by t his reference (the "Second Amendment"); and
D. Customer and Granicus amended the Agreement to revise the Statement of Work and increase the compensation by a Third Amendment to Master Subscription Agreement (Agreement No. 6858.3) dated April 13, 2021, which is incorporated herein by this reference (the “Third Amendment"); and
E. Customer and Granicus amended the Agreement to revise the Statement of Work and increase the compensation by a Fourth Amendment to Master Subscription Agreement (Agreement No. 6858.4) dated May 24, 2021, which is incorporated herein by this reference (the “Fourth Amendment"); and
F. Customer and Granicus amended the Agreement to revise the Statement of Work and revise the compensation by a Fifth Amendment to Master Subscription Agreement (Agreement No. 6858.5) dated September 21, 2021, which is incorporated herein by this reference (t he “Fifth Amendment"); and
G. Customer and Granicus amended the Agreement to revise the Statement of Work and revise the compensation by a Sixth Amendment to Master Subscription Agreement (Agreement No. 6858.6) dated November 15 , 2022, which is incorporated herein by this reference (the “ Sixth Amendment"); and
2 H. Customer and Granicus desire to further amend the Agreement to modify, amend and supplement certain portions of the Original Agreement to revise the scope of services and increase the compensation.
NOW, THEREFORE, the parties hereby agree as follows:
Section 1. Defined Terms. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings set forth for such terms in the Original Agreement.
Section 2. Cross-References. Customer and Granicus agree that all references in this Seventh Amendment are deemed and construed to refer to the Original Agreement, as amended and as implemented by this Seventh Amendment.
Section 3 Revised Scope of Services. The Scope of Services, Section 1, Exhibit A of the Original Agreement, is hereby amended, modified and supplemented to include the services described on Exhibit A attached hereto and incorporated herein by this reference.
Section 4 Compensation. The Compensation payable to Granicus is hereby increased by SEVEN THOUSAND SIX HUNDRED NINETY-FOUR DOLLARS and 21/100 ($ 7,694.21), as detailed in Exhibit A to this Seventh Amendment.
Section 5. Integration. This Seventh Amendment amends, as set forth herein, the Original Agreement and, except as specifically amended hereby, the Original Agreement shall remain in full force and effect. To the extent that there is any conflict or inconsistency between the terms and provisions of this Seventh Amendment and the terms and provisions of the Original Agreement, the terms and provisions of this Seventh Amendment shall control and govern the rights and obligations of the parties.
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3 IN WITNESS of this Seventh Amendment, the parties enter into this Seventh Amendment on the year and day first above written.
“CONTRACTOR” “CITY”
GRANICUS, LLC a Minnesota limited CITY OF ORANGE, a municipal corporation liability company
*By: By:
Printed Name: Daniel R. Slater, Mayor
Title:
*By: ATTEST:
Printed Name:
Title:
Pamela Coleman, City Clerk
APPROVED AS TO FORM:
Nathalie Adourian
Senior Assistant City Attorney
*NOTE: If CONTRACTOR is a corporation, the City requires the following signature(s):
-- (1) the Chairman of the Board, the President or a Vice -President, AND (2) the Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only one corporate officer exists or one corporate officer holds more than one corporate office, please so indicate. OR -- The corporate officer named in a corporate resolution as authorized to enter into this Agreement. A copy of the corporate resolution, certified by the Secretary close in time to the execution of the Agreement, must be provided to the City.
√
EXHIBIT “A”
SUPPLEMENTAL SCOPE OF SERVICES
[Behind this page.]
Invoice
Date 12/12/2023 Invoice # 176544
Terms Net 30 Due Date 01/11/2024
P.O. Number:
For any questions about your invoice, please contact
us at [email protected] or 1-800-314-0147
Thank you for your business
1 of 2
Please remit via ACH to:
Routing #: 022000020
Acct #: 269099115
Please Send Checks to:
Granicus
Dept CH ± Box 19634
Palatine, IL 60055 - 9634
Bill To Sold To
Orange, CA
300 E. Chapman Ave.
Orange CA 92866
United States
Orange, CA
300 E. Chapman Ave.
Orange CA 92866
United States
Description Term Start
Date
Term End
Date Tax Rate Tax
Amount Amount
eComment 11/08/2023 11/07/2024 0.000% $0.00 $2,940.10
Boards and Commissions 11/08/2023 11/07/2024 0.000% $0.00 $10,304.10 Open Platform Suite 11/08/2023 11/07/2024 0.000% $0.00 $0.00 Open Platform Suite 11/08/2023 11/07/2024 0.000% $0.00 $0.00 Legistar 11/08/2023 11/07/2024 0.000% $0.00 $15,847.16
govAccess - Maintenance, Hosting, & Licensing Fee
- Core
11/08/2023 11/07/2024 0.000% $0.00 $15,147.03
Granicus Encoding Appliance Software (GT) 11/08/2023 11/07/2024 0.000% $0.00 $1,294.45 Government Transparency Suite 11/08/2023 11/07/2024 0.000% $0.00 $14,114.18 Customizations (Recurring) 11/08/2023 11/07/2024 0.000% $0.00 $811.45 VoteCast Standard Package (ME) 11/08/2023 11/07/2024 0.000% $0.00 $5,880.21 Meeting Ef®ciency Suite 11/08/2023 11/07/2024 0.000% $0.00 $10,804.88 govAccess Enterprise Search (Tier 2) 11/08/2023 11/07/2024 0.000% $0.00 $5,408.45 Send Agenda (Legistar) 11/08/2023 11/07/2024 0.000% $0.00 $0.00 govDelivery for Integrations 11/08/2023 11/07/2024 0.000% $0.00 $0.00 govAccess - Maint/Hosting/License Fee -
Independent Sub
11/08/2023 11/07/2024 0.000% $0.00 $2,885.15
Upgrade to SDI 720p Streaming 11/08/2023 11/07/2024 0.000% $0.00 $2,572.59 govDelivery for Integrations 11/08/2023 11/07/2024 0.000% $0.00 $0.00 Mobile Permitting & Registration 11/08/2023 11/07/2024 0.000% $0.00 $5,349.98 Tax Collection 11/08/2023 11/07/2024 0.000% $0.00 $0.00 Rental Activity Monitoring 11/08/2023 11/07/2024 0.000% $0.00 $5,646.18 Invoice
Date 12/12/2023 Invoice # 176544
Terms Net 30 Due Date 01/11/2024
P.O. Number:
For any questions about your invoice, please contact
us at [email protected] or 1-800-314-0147
Thank you for your business
2 of 2
Description Term Start
Date
Term End
Date Tax Rate Tax
Amount Amount
Address Identi®cation 11/08/2023 11/07/2024 0.000% $0.00 $11,138.40 24/7 Hotline 11/08/2023 11/07/2024 0.000% $0.00 $3,394.38 Compliance Monitoring 11/08/2023 11/07/2024 0.000% $0.00 $4,017.10 Subtotal $117,555.79
Tax Total $0.00
Total $117,555.79
Amount Due $117,555.79