5 - AGREEMENT WITH YARDI_2020-02-04

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EXHIBIT 2 m. Modification. The parties may only modify or amend this Agreement by a writing signed by both parties; provided, however, that Client may increase Client's licensed Designated User, prop- erty, unit, etc. count (as applicable) by delivering to Yardi a signed copy of Yardi's standard, approved form for such changes_ n. Force Majeure. Neither party shall be liable under this Agreement for failure or delay in performance caused by a Force Majeure Event. If a Force Majeure Event occurs, the party affected shall use commercially reasonable efforts to resume the perfor- mance excused by the Force Majeure Event. o. Right to Audit and Compliance. In accordance with Yardi's obligations to credit bureaus, credit reporting agencies, and Including Yardi's obligation to help prevent and detect potentially fraudulent and/or suspicious activity, Client acknowledges and agrees that Yardi may conduct random as well as regular monitor- ing of users' access to and use of the Yardi Cloud and Licensed Programs as they relate to this Agreement In order to validate that users are accessing and using the Yardl Cloud and Licensed Pro- grams for legitimate purposes and in accord this Agreement. Addi- tionally, pursuant to any obligations Yardi has, or may have, under any laws or regulations concerning the prevention of Identity theft, financial fraud, money laundering, terrorist financing, etc., Client agrees to comply with any standard Yardi "know your -client" re- quirements, processes, and/or procedures. p. Signature; Counterparts. This Agreement is not binding on the parties unlit both parties have signed it and have received a copy signed by the other party. However, both signatures need not appear on the same copy of this Agreement, so long as both signed copies have identical contents. The parties may transmit signatures on this Agreement by electronic transmission, which shall be bind- ing upon the parties. Counterparts with original signatures shall be provided to the other party within 5 days of electronic transmission; however, the failure to provide the original counterpart shall have no effect on this Agreement's enforceability or binding nature. If executed in counterparts, this Agreement will be as effective as if simultaneously executed. HOUSING AUTHORITY OF THE CITY OF SANTA ANA ("Client") By: Dale; Print Name: Title: YARDI SYSTEMS, INC ("Y I") By: Date: JAN ! I, 20 Print Name; # fli—Ad—el b........._en �rrrnasr�r�mror�rnv Title: b!Vator Rev. 010319 Page 7 of 11 Confidential Preparation Date: January 6, 2020 5:03 PM 5-38