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INSURANCE ON FILL' WORK MAY PROCEED UNPL INSURANCE EXPIRES A-2020-028 EXHIBIT 2 /olll 2 CLERK OF CO- U�('J� DATE: fikST AMENDMENT TO MERCHANT PROCESSING RENEWAL AGREEMENT :�trtyti�n wall kol�� THIS FIRST AMENDMENT TO MERCHANT PROCESSING RENEWAL AGREEMENT ("First Amendment to Renewal Agreement") is made and entered into this 18th day of February 2020, by and between Invoice Cloud, Inc., a Delaware Corporation, (hereinafter "CONSULTANT"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"). CITY and CONSULTANT shall hereinafter collectively be referred to as "the PARTIES". N N RECITALS O A. The PARTIES to the MERCHANT PROCESSING RENEWAL AGREEMENT ("Renewal Agreement") (A-2018-247), wish to amend said Renewal Agreement, dated October 16, 2018, by which CONSULTANT agreed to perform such services for CITY with respect to Municipal Utility Services, Business License Tax, Proactive Residential Rental Enforcement Program Accounts, with provisos for the extension to CONSULTANT's Dog License accounts. B. The PARTIES to this First Amendment to Renewal Agreement wish to reinstate and expand the expired optional contingency provision (Section 3. "OPTIONAL CONTINGENCY" of said Renewal Agreement). Said optional contingency is for an updated walk-up Payment Kiosk hardware and software solution to replace CITY's aging Payment Kiosk hardware and software purchased and installed in fiscal year 2012-13 at a pre -paid cost not to exceed $100,000, covering a three-year term beginning July 1, 2020 and concluding June 30, 2023. Also included is a separate optional contingency for complimentary PayGo services to permit payment of CITY Municipal Utility Services charges at 7Eleven Stores and CVS Pharmacies for an annual cost of $19,500 over an identical three-year term. C. The PARTIES to this First Amendment to Renewal Agreement also wish further to extend the length of said Renewal Agreement to include fiscal years 2022-23 and 2023-24 (Section 4. "TERM"), and to correspondingly extend the fiscal year limits for both fiscal years by an additional $190,000 each, together with a $60,000 contingency amount for merchant processing services (Section 2. "COMPENSATION") payable under said Renewal Agreement to coincide with the effect of the tern and compensation amendments made in Section 3. D. In undertaking the performance of this Agreement, CONSULTANT represents that it is knowledgeable in its field and that any services performed by CONSULTANT under this First Amendment to Renewal Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the PARTIES agree to amend Section 1. "SCOPE OF WORK", Section 2. "COMPENSATION, Section 3. "OPTIONAL CONTINGENCY", and Section 4. "TERM" as follows: 1. SCOPE OF SERVICES The PARTIES agree that the SCOPE OF SERVICES shall be amended such that CONSULTANT shall perform credit card processing services according to the rates set forth in