Amendment No. 1 to Software Services Agreement with LeadsOnline, LLC
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1 01/28/2025 AMENDMENT NO. 1 Software Services Agreement (LeadsOnline, LLC, Contract No. C23-0496) this by and between the City of Glendale, an Ari liability company, authorized to do business in Arizona RECITALS Agreement, Contract No. C23-0496, dated May 23, 20 B. The original Agreement was for a one-year initial period expiring on May 22, 2024 with four (4) additional one-year renewal periods available. C. The Agreement was extended by a one-year period which will expire on May 22, 2025. There are three one-year renewal periods available on the Agreement. D. LeadsOnline, LLC aquired Nighthawk.Cloud, Inc. Therefore, all references to Nighthawk. Cloud, Inc. are replaced with LeadsOnline, LLC. LeadsOnline LLC agrees to assume all rights and obligations of Nighthawk Cloud, Inc. E. City and Contractor wish to modify and amend the Agreement subject to and strictly in accordance with the terms of this Amendment. AGREEMENT In consideration of the mutual promises set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and Contractor hereby agree as follows: 1. Recitals. The recitals set forth above are not merely recitals but form an integral part of this Amendment. 2. Term. The term of the Agreement is extended for a one-year period from May 23, 2025 through May 22, 2026, unless otherwise terminated or canceled as provided by the Agreement. All other provisions of the Agreement except as set forth in this Amendment shall remain in their entirety. 3. Scope of Work. The scope of the work has been increased to include four (4) additional Nighthawk User Licenses. 4. Compensation. The compensation has been increased by $34,000 for a new not to exceed amount of $186,745.42. 2 01/28/2025 5. Non-discrimination. Contractor must not discriminate against any employee or applicant for employment on the basis of race, color, religion, sex, national origin, age, marital status, sexual orientation, gender identity or expression, genetic characteristics, familial status, U.S. military veteran status or any disability. Contractor will require any Sub-contractor to be bound to the same requirements as stated within this section. Contractor, and on behalf of any subcontractors, warrants compliance with this section. 6. No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, a boycott of goods or services from Israel, as that term is defined in A.R.S § 35-393. 7. Uyghur Forced Labor Prevention Act (UFLPA). Contractor certifies that it does not currently, and during the term of this Agreement, will not use: (a) (b) any goods or services produced by the for Republic of China; and (c) any contractors, subcontractors or suppliers that use the forced labor or any goods or China. 8. Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with a Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an officer of Contractor with oversight responsibility. 9. Ratification of Agreement. City and Contractor hereby agree that except as expressly provided herein, the provisions of the Agreement shall be, and remain in full force and effect and that if any provision of this Amendment conflicts with the Agreement, then the provisions of this Amendment shall prevail. [Signatures on the following page.] 3 01/28/2025 CITY OF GLENDALE, an Arizona municipal corporation ___________________________________ Kevin R. Phelps, City Manager ATTEST: ____________________________________ Julie K. Bower, City Clerk (SEAL) APPROVED AS TO FORM: ____________________________________ Michael D. Bailey, City Attorney LeadsOnline, LLC A Delaware Limited liability company By: Its: EXHIBIT A