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12-061.00 Paladin Date SystemsPALADIN DATA SYSTEMS CORPORATION ENGAGEMENT AGREEMENT AMENDMENT NO.1 This Amendment No. 1 ("Amendment") to the Paladin Data Systems Corporation Engagement Agreement dated July 26, 2011, (the "Engagement Agreement") is entered into by and between Paladin Data Systems Corporation, a Washington corporation ("PALADIN"), and the City of Spokane Valley, a Washington incorporated City, ("CUSTOMER"). This Amendment will become effective as of the last date set forth on the signature page below (the "Effective Date"). WHEREAS, PALADIN and the CUSTOMER entered into the Engagement Agreement for the provision of SMARTGov CommunityTm System Software licenses and support services pursuant to which, among other things, PALADIN agreed to grant to the CUSTOMER for the CUSTOMER's internal business use only, a perpetual, personal, non-exclusive, non -transferable and non -assignable (except as provided under Section 12.3 of the Agreement) license to use the Software (in object code form only) and the Documentation on the Supported Environment; and WHEREAS, pursuant to Section 12.1 of the Engagement Agreement, PALADIN and the CUSTOMER desire to amend the terms of the Engagement Agreement to provide for additional named user licenses to SMARTGov CommunityTm System and to add to the annual support and maintenance of those licenses and as more particularly described herein; and WHEREAS, CUSTOMER and PALADIN desire to enter this Amendment for the purpose of providing the pricing for the additional named user licenses and annual product support and maintenance for SMARTGov CommunityTM. NOW, THEREFORE, in consideration of the mutual promises contained herein, along with other good and valuable consideration, the receipt and sufficiency of which both parties mutually acknowledge, the parties agree as follows: The pricing and number of additional licenses and annual product support and maintenance are more specifically described in Exhibit A attached hereto. 2. The payment terms are listed in Exhibit A attached hereto. This Amendment, including the Exhibits attached hereto, together with the other written agreements referenced to herein or executed contemporaneously herewith, constitutes the entire agreement of the parties concerning its subject matter and supersedes any and all prior or contemporaneous, written or oral negotiations, correspondence, understandings between the parties respecting the subject matter of this Amendment. Except as provided herein, all remaining terms, conditions, and provisions of the Engagement Agreement are unchanged and unaffected by this Amendment and shall continue in full force and effect as set forth in the Engagement Agreement. Paladin Data Systems Corporation Initials -PALADIN CUSTOMER. (DlQ--C)to ( IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date set forth below their respective signatures. City of Spokane Valley Print Name �� L 4"/`' Print Titl6 S-1 '�/r--2-- Date Paladin Data Systems Corporation a""l Signature Print Name C,o C) Print Title \4/z /(Z' Date Paladin Data Systems Corporation Initials -PALADIN_ CUSTOMER EXHIBIT A Software Modules SMARTGov CommunityTM - Adding 10 Named Users to existing 30 Named Users $7,000.00 License (City of Spokane Valley will have a total of 40 Named Users) Annual Support and Maintenance for 10 Named Users is $3,271 and is prorated to fall $2,725.83 in line with the current term of City of Spokane Valley (2-13-2012 thru 2-12-2013) — Prorating: $3271/12 = $272.58 per month; $272.58 * 10 months = $2,725.83 — Annual Support and Maintenance for 10 Named Users will be added to City of Spokane Valley's existing Annual Support and Maintenance of $19,265.00 for a total annual amount of $22,536.00 — City of Spokane Valley Go -Live date was February 13, 2012 — Renewals due at Go -Live Anniversary at the then -current Support Fees Amd No. 1 SMARTGov CommunityTM Software and Support Total $9,725.83' Payments One payment due upon signing $9,725.83' 'Sales tax not included 3 Paladin Data Systems Corporation Initials -PALADIN at CUSTOMER ACOR" CERTIFICATE OF LIABILITY INSURANCE llk. -� 11/9/2021 DATE (MM/DD/YYYY) 1 10/7/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER t,ockton Insurance Brokers, L LC CONTACT NAME: PHONE FAX Ext : A/C, No CA License #OF15767 Three Embarcadero Center, Suite 600 San Francisco CA 94111 E-MAILo ADDRESS: (415) 568-4000 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: The Continental Insurance Company 35289 INSURED Dude Solutions, Inc. 1466501 11000 Regency Parkway, #400 INSURER B : American Casualty Company Of Reading,PA 20427 INSURER C : Everest National Insurance Company 10120 INSURER D : Continental Casualty Company 20443 Cary NC 27518 INSURER E : INSURER F : COVERAGES DUDS002 CERTIFICATE NUMBER: 16418476 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL I SUBR POLICY NUMBER POLICY EFF MM/DD/YY POLICY EXP MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR N N 6078704688 10/1/2021 10/1/2022 EACH OCCURRENCE $ 1000 000 DAMAGE TA RETE PREM SESOEa occur ante $ 1,000,000 MED EXP (Any one person) $ 15,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO- � LOC OTHER: GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2 000 000 $ A AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY AUTOSULED HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY Comp. $100/ oll. 1 K N N 6078704674 10/1/2021 10/1/2022 COMBINED SINGLE LIMIT Ea accident $ 1,000,000 BODILY INJURY (Per person) $ XXXXXXX BODILY INJURY (Per accident) $ XXXXXXX X PROPERTY DAMAGE Per accident $ XXXXXXX X $ XXXXXXX A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE N N 6078704710 10/1/2021 10/1/2022 EACH OCCURRENCE $ 10,000,000 AGGREGATE $ 10,000,000 DED I I RETENTION $ $ XXXXXXX B B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y / N OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A N 6078704691 (CA) 6078704707 (AOS) 11/9/2020 11/9/2020 11/9/2021 11/9/2021 PER OTH- X STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 C D Primary E&O/Cyber Excess E&O/Cyber N N CYBP000223-201 652376492 10/2/2021 10/2/2021 10/2/2022 10/2/2022 $5M $5M xs $5M DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Other Named Insureds: Dude Solutions, Inc. dba Facilitydude; Dude Solutions, inc. dba Schooldude. 16418476 City of Spokane Valley Attn: Deanna Horton Development Services Coordinator 11707 E. Sprague Suite 108 Spokane Valley WA 99206 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRISE ATiIVE�� Wc Iljr\\j\ ©1988-2015 ACORD CORPORATIM. All riahts reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Attachment Code: D568356 Master ID: 1466501, Certificate ID: 16418476 To whom it may concern: In our continuing effort to provide timely certificate delivery, Lockton Companies is transitioning to paperless delivery of Certificates of Insurance. To ensure electronic delivery for future renewals of this certificate, we need your email address. Please contact us via one of the methods below, referencing Certificate ID 16418476. • Email: PacificeDehyer ra)locktonacom .............................................................................. • Phone: (213) 689-2300 If you received this certificate through an internet link where the current certificate is viewable, we have your email and no further action is needed. In the event your mailing address has changed, will change in the future, or you no longer require this certificate, please let us know using one of the methods above. The above inbox is for automating electronic delivery of certificates only. Please do NOT send future certificate requests to this inbox. Thank you for your cooperation and willingness in reducing our environmental footprint. Lockton Insurance Brokers, LLC — Pacific Series Lockton Insurance Brokers, LLC is eirse 5767 2 I ; ..61'10-00(6 2 13 6„O)...11,„)54�w0 OACC"® �V/� CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 11/11/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER MARSH USA, INC. 445 SOUTH STREET CONTACT NAME' PHONE FAX A/C No Ext : A/C No): E-MAIL ADDRESS: MORRISTOWN, NJ 07962-1966 INSURER(S) AFFORDING COVERAGE NAIC # wsURERA: HDIGlobal Insurance Company 41343 CN 101 547597-BRIGH-GAWUX-22/23 INSURED BRIGHTLY SOFTWARE, INC. INSURER B: Travelers Property Casualty Co. of America 25674 INSURER C : The Travelers Indemnity Company 25658 1100 REGENCY PARKWAY #400 INSURER D : CARY, NC 27518 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: NYC-011486308-05 REVISION NUMBER: 3 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICYNUMBER POLICY EFF MM/DD POLICY EXP MM/DD LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE X� OCCUR GLD1110114 10/01/2022 10/01/2023 EACH OCCURRENCE $ 1,000,000 DAMAGE TOEa RENTED PREMISES occurrence $ 1,000,000 MED EXP (Any one person) $ 100,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY ❑PRO JECT ❑ LOC OTHER: GENERALAGGREGATE $ 10,000,000 X PRODUCTS - COMP/OP AGG $ INCL $ B AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY X AUTOS ONLY TC2J-CAP-7440L34A-TIL-22 10/01/2022 10/01/2023 COEaMBINED ident SINGLE LIMIT acc $ 2,OOQ000 X BODILY INJURY (Per person) $ N/A X BODILY INJURY (Per accident) $ N/A X PROPERTY DAMAGE Per accident $ N/A UMBRELLALIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ B C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N ANYPROPRIETOR/PARTN ER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under OF OPERATIONS below N /A UB-8P83929A-22-51 -K (AOS) UB-8P79233A-22-51-R AZ, MA, WI ( ) 10/01/2022 10/01/2022 10/01/2023 10/01/2023 X PER OTH- STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT 1,000,000DESCRIPTION $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) CERTIFICATE HOLDER CANCELLATION CITY OF SPOKANE VALLEY SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE ATTN: DEANNA HORTON DEVELOPMENT SERVICES COORDINATOR 11707 E. SPRAGUE SUITE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN SPOKANE VALLEY, WA 99206 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. © 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD 12-O�? I A� o® CERTIFICATE OF LIABILITY INSURANCE DATE 09/25/2023D � THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER MARSH USA, LLC. 445 SOUTH STREET CONTACT NAME: PHONE aC No : E-MAIL ADDRESS: MORRISTOWN, NJ 07962-1966 INSURER(S) AFFORDING COVERAGE NAIC p INSURER A: HDI Global Insurance Company 41343 CN1 01 547597-BRIGH-GAWUX- INSURED BRIGHTLY SOFTWARE, INC. INSURER B : Travelers Property Casualty Co. of America 25674 INSURER C : Travelers Casualty & Surety Company 19038 11000 REGENCY PARKWAY STE 300 CARY, NC 27518 INSURER D INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: NYC-011486308-10 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MMIDD POLICY EXP MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR GLD1110115 10/01/2023 10/01/2024 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED PREMISES Ea occurrence $ 1,000,000 MED EXP (Any one person) $ 100,000 GEN'L X PERSONAL & ADV INJURY $ 1,000,000 AGGREGATE LIMIT APPLIES PER: POLICY JECT D LOC OTHER: GENERAL AGGREGATE $ 10,000,000 PRODUCTS -COMP/OP AGG $ INCL 1 $ B AUTOMOBILE LIABILITY AUTO SCHEDULED AUTOS ONLY AUTOS HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY TC2J-CAP-7440L34A-TIL-23 10/01/2023 10/01/2024 COMBINED SINGLE LIMIT Ea accident $ 2,000,000 XIANY BODILY INJURY (Per person) $ N/A XIOWNED BODILY INJURY (Per accident) $ N/A X PROPERTY DAMAGE Per accident $ N/A UMBRELLA LIAB EXCESS LIAB OCCUR EACH OCCURRENCE $ HCLAIMS-MADE AGGREGATE $ DED I I RETENTION $ $ B C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBEREXCLUDED? N (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below NIA UB-8P83929A-23-51-K(AOS) UB-8P79233A-23-51-R (AZ,MA,WI) 1/2 10/0112023 10/01/2024 10/01I2024 X PER oTH- STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CITY OF SPOKANE VALLEY IS HEREBY ADDITIONAL INSURED AS OBLIGATED UNDER CONTRACT UNDER THE REFERENCED GENERAL LIABILITY AND AUTOMOBILE LIABILITY INSURANCE POLICIES. Ut_K 111-I(;A I L MULUtK CITY OF SPOKANE VALLEY 10210 E SPRAGUE AVE. SPOKANE VALLEY. WA 99206 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA LLC ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD