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1st Modification to Contract#4473 OpenGov

Santa Monica City Council
October 11, 2022

Document
1st Modification to Contract#4473 OpenGov
Meeting
October 11, 2022
Body
Santa Monica City Council
Original file
270 KB
Text extracted from the city's file for reading and search. Open the original on santamonicacityca.iqm2.com. That file is the official record.

1 Contract No. 4473

FIRST MODIFICATION TO SAAS SERVICES AGREEMENT
This First Modification of SAAS Services Agreement No. 4473 ("First Modification") entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a California municipal corporation ("City"), on the one hand, and OpenGov Inc. a Delaware corporation ("OpenGov"), and Govlist Inc., a Delaware corporation ("Govlist"), on the other hand, is made with respect to the following:

RECITALS:

A. On or about September 4, 2018, the City and Govlist entered into an SAAS Services Agreement Contract No. 4473 ("Original Agreement") relating to a procurement and solicitations solution.

B. The City has been informed that Govlist and OpenGov entered into that certain Stock Purchase Agreement effective July 1, 2021. Govlist wishes to assign the Original Agreement to OpenGov. OpenGov represents that it will provide and meet all of Govlist’s obligations as set forth in the Original Agreement with the City.

C. The parties now enter into this First Modification for the assignment of the Original Agreement to OpenGov on the terms and conditions set forth herein.

NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows:

1. Recital. The terms of the Recital are incorporated herein by reference as a term of this First Modification.

2. Consent to Assignment. Based upon the representations made by Govlist and OpenGov, the City hereby approves the assignment of the Original Agreement from Govlist to OpenGov as of July 1, 2021. Effective as of July 1, 2021, OpenGov shall assume all of the rights and obligations of Govlist under the Original Agreement.

3. Notices. All notices, demands, requests or approvals to OpenGov shall be sent to 6525 Crown Blvd # 41340, San Jose, CA 95160, Attn: Legal, [email protected].

DocuSign Envelope ID: F5A612AE-5D29-4DB8-B663-06D1081C18D5 12/29/2021
2 IN WITNESS WHEREOF, the parties execute this First Modification as of the date first written above.

Assignor:

Govlist Inc.,
a Delaware Corporation
#VENDOR
_______________________________
NAME: Sean Wani
TITLE:

Assignee:

OpenGov,
a Delaware Corporation
#VENDOR2
___________________________________
NAME Paul H. Denton
TITLE: CFO
ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

RICK COLE
City Manager
DocuSign Envelope ID: F5A612AE-5D29-4DB8-B663-06D1081C18D5 Interim City Attorney
12/23/2021
Joseph Lawrence
Secretary
12/23/2021 12/23/2021
City Manager
12/29/2021
David White
12/29/2021
City Clerk
Denise Anderson-Warren

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