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Home My WebLink AboutBENEVATE, INC. (2)I. ,,jnANCE ON FILE VVORK MAY PROCEED A-2020-085-05-02 UNTIL INSURANCE EXPIRES APR 2 ? CLERK�F�Copo�LNl� IIII DATE: SECOND AMENDMENT TO BENEVATE INC SAAS SERVICES AGREEMENT BETWEEN BENEVATE INC AND CITY OF SANTA ANA, CALIFORNIA �: CDA�t�(M�It.ellel�aily� I.g THIS SECOND AMENDMENT TO SAAS SERVICES AGREEMENT (this "Second Amendment") is made effective May 11, 2021, between Benevate, Inc ("Company") and the City of Santa Ana, California ("Customer"). RECITALS A. The Company and Customer entered into a SAAS SERVICES AGREEMENT dated May 12, 2020 and modified by First Amendment effective November 17, 2020 (the "Agreement"), for the Company to provide hosted software for the administration and management of the Customer's housing and community development programs. B. The Customer has determined that it is necessary to amend the Agreement with the Company to (i) add additional services to the Scope of Work of the Agreement (the "Additional Services") and (ii) increase the compensation of the Company for the Additional Services. C. The Company and the Customer desires to enter into this Second Amendment to (i) include the Additional Services and (ii) increase the compensation of the Company for the Additional Services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by reference, the following mutual covenants and conditions and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and the Customer hereby agree to amend the Agreement as follows: l . Extend Contract Term. The Customer would like to extend the contract term for an additional one-year period starting on May 12, 2021 through May 11, 2022. 2. Per User Pricine. The Company shall provide the Licenses as set forth in Amended Exhibit D, attached hereto and incorporated herein by reference. 3. Compensation. The Customer shall pay Company Annual Recurring fees as set forth in Amended Exhibit D, attached hereto and incorporated herein by reference. 4. Effect of Amendment. In all other respects, the Agreement is affirmed and ratified and, except as expressly modified herein, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this instrument as of the date and year first set forth above. CITY OF SANTA ANA, CALIFORNIA: Company S� P--__ J. JhgonRusnak, President Kristine Ridge, City Manager Recommended for Approval: Apprgve as to form: Atte Steven A. Mendoza k'aii 1 Hodge Daisy Gomel Director - CDA Assistant City Attorney Clerk of the Council _ AMENDED EXHIBIT D Per User Pricing Additional user licenses may be purchased, pro -rasa to the Initial Service Terni, based on the pricing table below. ANNUAL TOTAL: $36,600.00 a e to Software Implementation Per Programs $1,500 one Time $0,00 - Software Configuration to Client Design Included - Administrator Training (Virtual) Included -Administrator Guide Included ,-,.,Travel (onsite training will be revised past COVIO.19) $800 Per Trip 0 $0.00 optional)'DataMigration ofActive Loans (Minimum $2,000) $2.50 AerLoan n/a' Optional) - Craftsman Book Spec, Database -Cost Estimating 1s $500.00 1 Annually I nla a - Includes configuration for the following programs: ONE TIME IMPLEMENTATION TOTAL $0.00 YEAR ONE TOTAL: $36,600,00 1. Recurring fees are Invoiced annually In advance. invoiced,2. Implementation fees are at engagement FranrinnR VH1;;raal trA."I'meanrm.dMavr.m ,+n"7 4. . - ... _ ....._- CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD/YYYY) 01/13/2021 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 ALTERTIIG COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(ST AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER IMPORTANT: If the ttrtlBenle holder Is on ADDITIONAL INSURED, (lie polleyDes) must have ADDITIONAL INSURED provision& or he endorsed. If SUBROGATION IS WAIVED, subject to the terms And commands ,,,hire an enderrement A statement on this certNcnle does ram enter rlEhla to the eerBOcate holds, In Its. of such endonemenl(s). of the policy, certain policies may PRODUCER CONTACT NAME: FounderShleld, LLC PHONE (A/C No, FAQ: 646-854-1058 122 W 26th Street, 2nd Floor New York, Now York, 10001 E-MAIL ADDRESS: GIRSfnank ehlel Leam INSURERS) AFFORDING COVERAGE NAIC4 INSURER A: ]HARTFORD UNDERWRITERS INS CO (HARTFORD) 30104 INSURED INSURER III ILLINOIS UNION INSURANCE CO 27960 INSURER C I AXIS INSURANCE COMPANY 37273 Deneme INSURER D 3423 Piedmont Rd NE a11nn1n, Ceor%k, 30305 INSURER E : INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OFINSUMNCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMEDAROVE FORTHE POLICY PERIOD INDICATED. NOTWITHSTANDING ANYREQUIREMENT,TERM OR CONDITION OFANY CONTRACT OR OTHER DOCUMENT WITH RESPECTTO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCEMFORDED BY THE POLICIES DESCRIBED HEREIN IS SURJECTTO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OFSUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR TYPE OF INSURANCE ADDL BOOR POLICYNUMBER POLICY FEE POLICYEXP LIMITS LIFE INSD WVD (MM/DD/YYYY) (MMMD/YYYY) COMMERCIAL GENELIABILITY EACH OCCURRENCE $1,000,000.00 fAL yR (,E CLAIMS MADE jVj OCCUR DAMAGE TO RENTED $I,UDD,DOO.0D PREMISES (Ea occurrence) MED EXP(Any one person) $1 000.00 A CiEN'L AGGREGATE LIMIT APrPLIES PER: �� RI � IOSBAAJIMSR OIJ1812021 01/18/2022 PERSONAL& ADV INJURY $1,000,D00.00 ' q�„q POLICY,,,(PROJECT j>f,I LOC GENERALAGGREGATE $2,ODQ000.00 PRODUCTS-COMP/OP AGG $2,000,D00.00 t-S OTHER AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $1,000,000.00 I.. i ANY AUTO E. Accident) BODILY INJURY (Per person) []OWNEDAUTOS A ECHEDULEO I'•' 1056AAS1M5R U1/10/2021 01/18/2022 BODILY INJURY (Per ONLY 'Vn #'NON -OWNED AUTOS i HIRED AUTOS ONLY Accident) PROPERTY DAMAGE (Per : ONLY AeeidenQ I 3 UMBRELLA LIAR � E%CESB LIAR Each need ... be. $2,000,000.00 B ^s -�r n'-J - G7250391DO01 MAW2021 01/18/2022 AgqggrcgMe $3,000,000.00 r,u)OCCUR � i CLAIMS -MADE - WORKERS COMPENSATION AND E EMPLOYERS' LIABILITY g []PER STATUTE ANYP ROPRIETORryARTNERAMUCU TIC YIN OTHER OFFICER/MIthei EXCLUDED? N E.L,EACHACCIDEN (MAmlrtoryin NH) If yes, describe under DESCRIPTION OF OPERATIONS below N/A q,,,,i E.L. DISEASE - RA EMPLOYEE E.L. DISEASE -POLICY LIMIT C CyUer LInUllity,Mudle Llability,Ertare&Omissions "J. LA ITTI-200295-01 01/18/2021 011IW2022 13,000,000 per act $3,000,000 In add C dnl SaEnginceeing r c. �' ITTIC400275-01 01/18/2021 0I/I8/2022 $IDO,DUDperoce $100,000ioagg A Property, s i-3 IL j IOSBAAJIMSR 01/18/2021 0111M022 112000.00 BIT $1,000 deductible ( c, �l i w IIESCRIPI'IIIN OFOPERATIONS/LOCATIONS/ VEHICLES (ACOIID IOL Addillonul Remarks Sebetlule, may be uHueM1ed If more spnee h &¢,aired) CiO.fSmtA Arm,mycers,A,.B,rmployees, and volinkms mmnamed.smidllleamlly lmnredon this pnlleypinsimm in,vdnen onllnr,ogreemenLo, onentmndmm mfunderslm:dlnr. Such Insurance ns isanonled by this polleyshull he primary, and any Imurnnee carded by Clommll he Ateen and nm:rn,tltlbulory. CefMente of Insurance skull provide 1hhM1y (30) day prior wrlllen notice of enneellation. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE City of Santa Ana THEREOF, NOTICE WILL HE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Risk Management Division 20 Civic Center Plaza Santa Ana, CA 92702 AUTHORIZED REPRESENTATIVE ®1988-201( ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD �B Risk Marugelnmtl)nieloD IN REmEwED&APMtoVm BY: -"'�^' Risk Managelneld Analyst A Chubb Company Illinois Union Insurance CompWestchester an Excess Liability Insurance Policy Declarations This Policy is issued by the stock insurance company listed above (herein 'Insurer"). UNLESS OTHERWISE PROVIDED IN THE FOLLOWED POLICY, THIS POLICY IS A CLAIMS MADE POLICY WHICH COVERS ONLY CLAIMS FIRST MADE AGAINST THE INSUREDS DURING THE POLICY PERIOD. PLEASE READ THIS POLICY CAREFULLY. Policy No. G72503910 001 Item 1. Item 2. Item 3. Item 4. Item 5. Item 6. Item 7 Item 8. Renewal Of Insured Company Benevate, Inc Principal Address: 3423 Piedmont Road NE Atlanta, Georgia 30305 Coverages Provided: Excess Privacy and/or Security Liability, Technology Liability Followed Policy: AXIS PRO Technology and Professional Services Liability Insurance Policy AXIS 1010001 0117 Insurer: AXIS Insurance Company Policy Number ITTN-200275-01 Policy Period From 12:01 A.M. 01/18/2021 To 12:01 A.M. (Local time at the address shown in Item 1.) Premium $ 4 000 Policy Premium $ 4,000.00 Total Amount Due Limit of Liability/Aggregate Limit: $ 2,000,000 Underlying Policy Limits/Attachment Point: $ 3,000,000 PENDING & PRIOR LITIGATION DATE: 12/09/2015 01/18/2022 for all Loss under all Coverages combined. This Policy is intended to follow the Pending & Prior Litigation Exclusion of the Followed Form, subject to the date indicated above. PF-20440 (04/14) �r n� RlekManagonnetDivieloR §k REVIEWED&APPROOV/ APPROVED BY, p �,------�� Ruk Manage"nt:Mnlyst Item 9. NOTICE TO INSURER A. Notice of Claim, Wrongful Act or Loss PO Box 5119 Scranton, PA 18505-0549 First Notices Fax: 215,640.5040 or 1.877.746.4671 General Correspondence Fax: 1.866.635.5688 First Notices Email: Chu bbClaimsFirstNotice(d)Chubb.com B. All other notices: Westchester Specialty Group Attention: Professional Liability Dept. Royal Centre Two, 11575 Great Oaks Way Suite 200 Alpharetta, GA 30022 THESE DECLARATIONS, TOGETHER WITH THE COMPLETED AND SIGNED APPLICATION AND THE POLICY FORM ATTACHED HERETO, CONSTITUTE THE INSURANCE POLICY. Date: 01/14/2021 MO/DAYNR. PF-20440 (04114) yf _„ i IIaII dd& i..a Rta&ManagenattD[vlalon eeRENEWED&{CA�P'P'IRIOVa1BY. p4m-el �h.¢ h y�i�R/` d L----.-j Rhk Management Analyst SIGNATURES Named Insured Endorsement Number Benevate, Inc Policy Symbol Policy Number Policy Period Effective Date of Endorsement G72503910 001 01/18/2021 to 01/18/2022 01/18/2021 Issued By (Name of Insurance Company) Illinois Union Insurance Company Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. THE ONLY SIGNATURES APPLICABLE TO THIS POLICY ARE THOSE REPRESENTING THE COMPANY NAMED ON THE FIRST PAGE OF THE DECLARATIONS. By signing and delivering the policy to you, we state that it is a valid contract. ILLINOIS UNION INSURANCE COMPANY (A stock company) 525 W. Monroe Street, Suite 400, Chicago, Illinois 60661 WESTCHESTER SURPLUS LINES INSURANCE COMPANY (A stock company) Royal Centre Two, 11575 Great Oaks Way, Suite 200, Alpharetta, GA 30022 R< 0 REBECCA L tOLLINS, Secretary LD-5S231(03/U) Authorized Representative Chubb. Insured:" Rick MRnegtmenEAtWe[pn iy REVIEWED&APPROVED BY.' Riskanh Management !E R!w CERTIFICATE OF LIABILITY INSURANCE F DATE(MMIDDNWY) 05/21/2020 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($). PRODUCER Doug Jones Justworks c/o Artex Risk Solutions, Inc. 8840 E. Chaparral Rd.; Suite 275 CONTACT NAME: Justworks Customer Success PHONE (gg8) 534-1711 FAXMICNo E-MAIL _ADDRESS: support@justworks.com INSURER(S)AFFORDING COVERAGE NAIC 0 Scottsdale, AZ 85250 INSURER A: American Zurich Insurance Company 40142 INSURED Justworks Employment Group LLC Labor Contractor, for co -employees of: eenevate, Inc. INSURER e INSURER C INSURER D : 55 Water Street 29th Floor New York, NY 10041 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER:20NY0171006023 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 TYPE OF INSURANCE ADDLSUBR INSID MD POLICY NUMBER POLICY EFF MMIDDIYYYY POLICY EXP MMIDDMIYY LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS -MADE 0OCCUR EACH OCCURRENCE $ DAMAGE TO RE PREMISES Es occurrence I $ MED EXP (Any one person) $ PERSONAL &ADV INJURY $ AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ GEN-L POLICY JECT LOG PRODUCTS-COMPIOP AGG $ $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO OWNED ASCHEDULED AUTOS ONLY UTOS BODILY INJURY Per accident) $ HIRED id NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMAGE Per accident $ $ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION$ $ WORKERS COMPENSATION AND EMPLOYERS YIN X PER OTH� STATUTE ER E.L. EACH ACCIDENT $ 2000000 A OFFICANYPRORIMEMB REXCLUDE�I ECUTIVE ❑ NIA WC 49-71-166-01 0610112020 06101l2021 E.L. DISEASE - EA EMPLOYEE $ 2,000,000 (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT $ 2,000,000 DESCRIPTION OF OPERATIONS below Location Coverage Period: 06/01/2020 06/01/2021 Client# 25327-GA DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) Coverage is provided for Bon9Vate, Inc. only (hose co -employees 3423 Piedmont Road NE Suite 216 of, but not subcontractors Atlanta, GA 30305 to: TE HOLDER Benevate, Inc. 3423 Piedmont Road NE Suite 216 Atlanta, GA 30305 AUTHORIZED REPRESENTATIVE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROV ,ryy=snv Risk Mmmgartent Division, a/ REVIEWED&ryAPP'R: +OVED BY: 8 fvI� d:;s�e T+,. lf�" Risk Management /amain[ 1988.2015 ACORD C ACORD 25 (2016/03) The ACORD name and l000 are registered marks of ACORD