CONTRACT 6542A AmendmentDocuSign Envelope ID: OCCAA710-CBOB-4640-8510-8281EF6AO29F
Agreement No. 6542A
Amendment 1 to the
OpenGov Software Services Agreement with the City of El Segundo, CA
This Amendment 1 ("Amendment") is effective as of December 1, 2023 and is made to amend that OpenGov
Software Services Agreement by and between OpenGov, Inc. ("OpenGov") and the City of El Segundo
("Customer") dated December 1, 2022 ("Agreement").
Definitions. Capitalized words and terms used but not defined in this Amendment, shall have the
meanings ascribed to them in the Agreement.
2. Amendments. The Agreement is hereby amended as follows:
2.1. Order Form: The attached Order Form number OG-012184 shall replace Order Form
0000-5934 from the date this Amendment is effective forward.
2.2. Conference Tickets: The OpenGov conference tickets are valid for the event only (no
refunds or exchanges) and do not include travel, lodging, or other expenses.
2.3. Address: OpenGov's principal place of business is hereby amended to: PO Box 41340, San
Jose, CA 95160
Legal Effect. Except as expressly amended or modified by this Amendment, all other terms of the
Agreement shall remain unchanged and in full force in effect.
4. Conflict. In the event of any conflict between the main body of the Agreement and this Amendment,
this Amendment will control.
5. Counterparts. This Amendment may be signed in any number of counterparts, each of which when
executed and delivered shall be deemed to be an original but all of which taken together shall
constitute one and the same agreement.
City of El Segun OpenGov, In DocuSigned by
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Signature�s1u1nc.
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Sam Kramer
Name
Title
VP, Finan ce
11/15/2023
Date
DocuSign Envelope ID: OCCAA710-CBOB-4640-8510-8281 EF6AO29F
Agreement No. 6542A
OPENGOV
OpenGov Inc,
PO Box 41340
San Jose, CA 95160
United States
Quote Number: OG-012184
Created On: 10/3/2023
Prepared By: Kelly Ammons
Order Form Expiration: 12115/2023
Email: kaivtnRons@op:vc ngovcainn
Subscription Start Date: 12/1/2023
Contract Term: 36 Months
Subscription End Date: 11/30/2026
SOFTWARE SERVICES:
Product / Service
Start Date
End Date
Annual Fee
Permitting & Licensing: Unlimited Service Areas
Community Feedback, Dashboards, Document Designer; Forms and Workflows -
12/1/2023
11/30/2024
$102,068.00
Unlimited Service Areas, Inspections, Online Payments, Public Portal, Reporting
& Analytics, Story Builder, Transparency
Permitting & Licensing: Unlimited Service Areas
Community Feedback, Dashboards, Document Designer; Forms and Work/loivs-
12/1/2024
11/30/2025
$107,171.00
Unlimited Service Areas, Inspections, Online Payments, Public Portal, Reporting
& Analytics, Story Builder, Transparency
Permitting & Licensing: Unlimited Service Areas
Community Feedback, Dashboards, Document Designer, Forms and Workflows -
12/1/2025
11/30/2026
$112,530.00
Unlimited Service Areas. Inspections, Online Payments, Public Portal, Reporting
& Analytics, Story Builder, Transparency
OpenGov Conference Attendee (2 Tickets)
12/1/2023
11/30/2026
$2,400.,00
Annual Subscription Total: See Billing Table
PROFESSIONAL SERVICES:
ProduelJ5ctvicc Dotrippion
OpenGov Dcploymcnt —Onc Time Fce (Prelmid IlnuN) Ptoduel cotnfuguration, setup, and training described in the attached SOW.
Professional Services Total: $33,825.00
Billing Table:
Billing Date Amount Due
December 1, 2023 $138,293.00 (Annual Software Fee + Professional Services + Conference Attendee Tickets)
December 1, 2024 $109,571.00 (5% uplift + Conference Attendee Tickets)
December 1, 2025 $114,930.00 (5% uplift + Conference Attendee Rickets)
Ilu'lu
Welcome to OpenGov!
This Order Form is entered into between OpenGov, Inc. ("OpenGov"), and you, the entity identified above ("Customer'), effective as of the date of the last signature below. This Order Form incorporates the OpenGov
Master Services Agreement ("MSA") available at https:Hopengov.com/terms-of-service/master-services-agreement/. If professional services are purchased, the applicable Statement of Work ("SOW") is also
incorporated. The Order Form, MSA, and, if applicable, the SOW are the full "Agreement".
Unless otherwise specified above, fees for the Software Services and Professional Services shall be due and payable, in advance, 30 days from recceipt of the invoice.
By signing this Agreement, Customer acknowledges that it has reviewed, and agrees to be legally bound by the Agreement.. Each party's acceptance of this Agreement is conditional upon the other's acceptance of the
Agreement to the exclusion of all other terms,.
*Conference Tickets are valid for the event only (no refunds or exchanges) and do not include travel, lodging, or other expenses
City of El Segundo, CA
Signature:
Opent;uv.I
Signedby:
Sigrcntutle�E4:xPdm
Name: Sam Kramer
_................ Title: Title: VP, Finance
Date: Date: 11/15/202 3
DocuSign Envelope ID: OCCAA710-CBOB-4640-8510-8281EF6A029F
Agreement No. 6542A
l
Statement of Work
City of El Segundo, CA
Creation Date: 10/3/2023
Document Number: PS-04886
Version Number: 1
Created by: Dean Simpson
2023 Statement of Work V1
DocuSign Envelope ID: OCCAA710-CBOB-4640-8510-8281 EF6AO29F
Agreement No. 6542A
TABLE OF CONTENTS
1. Overview
2. Project Schedule
3. General Project Assumptions
4. Project Scope
5. Change Management
3
4
2023 Statement of Work V1
DocuSign Envelope ID: OCCAA710-CBOB-4640-8510-8281 EF6AO29F
Agreement No. 6542A
1. Overview
This Statement of Work ("SOW") identifies services that OpenGov, Inc. ("OpenGov" or "we") will
perform for City of El Segundo, CA ("Customer" or "you") pursuant to that order for Professional
Services entered into between OpenGov and the Customer ("Order Form") which references the
Master Services Agreement or other applicable agreement entered into by the parties (the
"Agreement"). For clarity, Customer's use of the Professional Services are governed by the
Agreement and not this SOW. Upon execution of the Order Form or other documentation
referencing the SOW, this SOW shall be incorporated by reference into the Agreement. In the event
of any inconsistency or conflict between the terms and conditions of this SOW and the Agreement,
the terms and conditions of this SOW shall govern with respect to the subject matter of this SOW
only. Unless otherwise defined herein, capitalized terms used in this SOW shall have the meaning
defined in the Agreement. This SOW may not be modified or amended except in a written
agreement signed by a duly authorized representative of each party.
2. Project Schedule
OpenGov will schedule resources for this project upon signature of the order form. Unless
specifically noted, OpenGov will work with Customer to develop the project schedule for all
requested deliverables under this SOW. OpenGov reserves the right to adjust the schedule based on
the availability of OpenGov resources and/or Customer resources, and the timeliness of
deliverables provided by the Customer.
In order to ensure we are able to meet the project timeline and ensure Customer is successful,
OpenGov asks that Customer abide by the General Assumptions detailed in this SOW.
• Professional Services under this SOW will be billed upfront. The hours are based on
OpenGov's best estimate. These hours should be adequate to achieve the deliverables,
however if they are not, the Customer will need to purchase additional hours. The hours
must be utilized within six (6) months from execution of the Order Form. Any unused hours
after such expiration shall be forfeited with no credit or fees due to Customer.
r OpenGov or its authorized independent contractors provide Professional Services to
Customer as described in this SOW as agreed to by the parties.
e This SOW is limited to the Professional Services as defined in the Project Scope. Any
additional services or support not defined in 5,gctLoD 4 Prglgct 9(.,DMwill be considered out
of scope and managed in accordance with ;ectiorl 6 Chan e Maria ement of this SOW.
• Customer will commit and provide access to all necessary stakeholders and subject matter
experts necessary to complete the Section 1i Pro"ect Soot in this SOW.
• Customer is responsible for internal change management associated with the purchase of
new software.
• Response Protocol
o OpenGov and Customer commit to responding to inquiries, updates, or any other
project -related matters in no less than 10 (ten) business days throughout the course
of this project. If Customer is delayed in its response, Customer acknowledges that:
2023 statement of Work V1
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DocuSign Envelope ID: OCCAA710-CBOB-4640-8510-8281EF6AO29F
Agreement No. 6542A
a) the delay may impact the project schedule; and b) any fees for Professional
Services due to OpenGov after such delay shall become due and OpenGov may
invoice Customer for such prepayment.
o The Professional Services will be provided during regular business hours (8am to
6pm local Time) Monday through Friday (holidays excluded).
Professional Services Offer Expiration:
o This SOW is valid for up to 90 days from the Creation Date, or as agreed to in writing
by OpenGov and Customer.
All services will be provided remotely.
® Project Scope
Data Deliverables.
Data Migration
OpenGov will:
Perform historic data migration from El Segundo Custom System - Muni using flat files
provided by and mapped by the customer.
Set up historical record types, historical data will be migrated prior to the initial data load.
o Provide a report of unmatched locations
Provide instructions for customer validation of data migration.
Customer will:
Sign off on data load.
Document Migration
OpenGov will:
Migrate documents attached to either migrated permits or locations provided through a
Master Address Table (MAT) integration
Ell
Technical Re uirements for Data Mi ration:
Historical Data
Flat file, .csv, .xlsx with headers
Record type and status mapping using OpenGov template
Historical Documents
o Flat file, .csv, .xlsx with headers
One row per document. All rows must be tied back to the MAT's unique ID field and have a
file path or publicly accessible URL.
�u ort for Record T e Donau uratioi�:
OpenGov will:
r Provide 36 Hours of Professional Services Support lasting for three (3) months after
project kick-off to be utilized for:
o Weekly troubleshooting/support meetings with assigned OpenGov Project
team for support on customer configured new Record Types.
Autofill Integration
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Agreement No. 6542A
OpenGov will:
• Provide up to three (3) of AutofiIIs, using source data from OpenGov or provided by the
Customer.
Customer will:
• Provide the source data, if applicable.
• Agree upon specifications prior to upload.
• Provide source data in Flat file, .csv, .xIs, .xIsx, Axt with headers, if applicable.
5. Change Management
This SOW and related effort is based on the information provided and gathered by OpenGov.
Customer acknowledges that changes to the scope may require additional effort or time, resulting
in additional cost. Any change to scope must be agreed to in writing or email, by both Customer and
OpenGov, and documented as such via a:
• Change Order - Work that is added to or deleted from the original scope of this SOW.
Depending on the magnitude of the change, it may or may not alter the original contract
amount or completion date and be paid for by Customer. Changes might include:
o Timeline for completion
o Sign off process
o Cost of change and Invoice timing
o Signed by OpenGov and Customer Executives approving funds.
Change documentation will be mutually agreed upon as defined iniia
Assum bons of this SOW. Should that not occur, the change will be added to the next Executive
Sponsor agenda for closure.
Example of changes that might arise during a deployment:
• Amending the SOW to correct an error.
• Extension of work as the complexity identified exceeds what was expected by Customer or
OpenGov.
• Change in type of OpenGov resources to support the SOW. For example Subject Matter
Experts to address simplifying Chart of Account structure.
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