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Third Amendment to agreement with OpenGov

Orange City Council
September 9, 2025

Document
Third Amendment to agreement with OpenGov
Meeting
September 9, 2025
Body
Orange City Council
Original file
1.4 MB
Text extracted from the city's file for reading and search. Open the original on cityoforange.legistar1.com. That file is the official record.

THIRD AMENDMENT
TO

SOFTWARE SERVICES AGREEMENT
THIS THIRD AMENDMENT TO SOFTWARE SERVICES AGREEMENT (the "Third Amendment") is made and entered into as of _ 2025 ("Effective Date") by and City and Contractor entered into a Software Services Agreement (Agreement No. 6838) dated as of September 19, 2019, which is incorporated herein by this reference (the "Original Agreement"); and
B. City and Contractor amended the Original Agreement to extend the term and increase the compensation by a First Amendment to Software Services Agreement (Agreement No. 6838.1) dated July 7, 2020, which is incorporated herein by this reference (the "First Amendment"); and City and Contractor amended the Original Agreement to extend the term and increase the compensation by a Second Amendment to Software Services Agreement (Agreement No. 6838.2) dated November 26, 2024, which is incorporated herein by this reference (the "Second Amendment"); and
City and Contractor desire to further amend the Original Agreement to modify, amend and supplement certain portions of the Original Agreement to extend the term 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 Contract.

Section 2. Cross-References. City and Contractor agree that all references in this Third Amendment are deemed and construed to refer to the Original Contract, as implemented by this Third Amendment.

Section 3. Extended Term. Upon expiration of the Initial Term on September 14, 2025, the City exercises its option to extend the term of this Agreement from September 15, 2025 to September 14, 2027.

Section 4. Compensation. Pursuant to Section 6.1(b) of the Original Agreement, the total not-to-exceed compensation for the services to be rendered in the First Extended Term shall not exceed ONE HUNDRED EIGHTY-SIX THOUSAND SIX HUNDRED FORTY-THREE DOLLARS and 12/100 ($186,643.12) without the prior written authorization of City.

Section 5. Integration. This Third 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 Third Amendment and the terms and provisions of the Original Agreement, the terms and provisions of this Third Amendment shall control and govern the rights and obligations of the parties.

IN WITNESS of this Contract, the parties enter into this Contract on the year and day first above written.
"CONTRACTOR" "CITY"
OPENGOV, INC., a Delaware corporation CITY OF ORANGE, a municipal corporation - Signed by:

Sam kramer
*By: By:
- 0425735395am Kramer
Printed Name:_ Daniel R. Slater, Mayor
Title: SVP, Finance
— Signed by:
*By: Elise Cole ATTEST:

Printed Name: Core
Title: Chief Administrative Officer
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.

V
OpenGov Inc.

OpenGov 660 3rd Street, Suite 100
San Francisco, CA 94107
United States
Order Form Number: Q-09230 Prepared By: Allen Rosenbaum Created On: 09/04/2025 Email: [email protected]
Order Form Expiration: 09/14/2025 Contract Term: 24 Months Subscription Start Date: 09/15/2025
Subscription End Date: 09/14/2027
Customer Information:

Customer: City of Orange, CA Contact Name: Michelle Kresan Bill To/Ship To: 300 East Chapman Avenue Email: [email protected] Orange, California Phone: 714-744-2236
92862
United States
Order Details:

Billing Frequency: Prepaid
Payment Terms: Net 30 Days
SOFTWARE SERVICES:

Product Name Start Date End Date Annual Fee
Budgeting & Planning 09/15/2025 09/14/2026 $85,695.14
Budgeting & Planning 09/15/2026 09/14/2027 $89,122.98
Customer Billing/Service Periods:

Period: Total:
09/15/2025 $85,695.14
09/15/2026 $89,122.98
Order Form Legal Terms:

This Order Form incorporates and is made part of the Software Services Agreement (Agreement No. 6838) between Customer and OpenGov dated September 19, 2019 ("SSA"), as amended.

If Professional Services are purchased, the Statement of Work is incorporated by reference.

Fees for the Software Services and Professional Services shall be due and payable, in advance, 30 days from receipt of the invoice.

By signing this Order Form, Customer acknowledges and agrees to these Legal Terms.

City of Orange, CA: OpenGov, Inc.
- Signed by:

Signature: Signature: Sam kramer
-042E57B5396E4E8.

Name: Name:

Sam Kramer
Title: Title:

SVP, Finance
Date: Date:
9/4/2025

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