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Home My WebLink AboutHA Item 03 - First Amendment to the Agreement with MRI Software LLC (formerly Happy Software LLC) Community Development Agency santa-ana.org/cd Item # 3 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report May 21, 2024 TOPIC: First Amendment to Agreement with MRI Software LLC (Formerly Happy Software LLC) AGENDA TITLE Approve a First Amendment to the Agreement with MRI Software LLC (formerly Happy Software LLC) to Continue Providing Housing Authority Management Software RECOMMENDED ACTION Authorize the Executive Director of the Housing Authority to execute a First Amendment to the Agreement with MRI Software LLC (formerly Happy Software LLC) to continue providing housing authority management software by extending the term for two years until May 31, 2026, adding additional compensation in the amount of $148,100, and expanding the scope of work to include criminal and sex offender background checks, for a total amount not to exceed $348,100, subject to non-substantive changes approved by the Executive Director of the Housing Authority and Authority General Council. GOVERNMENT CODE §84308 APPLIES: No DISCUSSION On May 4, 2021, the City Council authorized the Executive Director of the Housing Authority to execute an Agreement with Happy Software LLC for housing authority management software services for the Housing Choice Voucher (HCV) program (Exhibit 1). [Following that approval, MRI Software LLC acquired Happy Software LLC.] This software is essential to the operation of the Housing Authority and its obligation to electronically transfer data to the U.S. Department of Housing and Urban Development (HUD) on a regular basis and disburse over $45 million in rental assistance funds every year. The software tracks all program information on thousands of applicants, participants, and owners served by the program; schedules and maintains records on all Housing Quality Standards (HQS) inspections; performs income and payment calculations; and creates and transmits all HUD-required reports, amongst various other tasks. In addition to the day-to-day use of the software, the annual license includes system upgrades, software updates, all pertinent user manuals, staff training, as well as the Housing Authority’s applicant, owner and tenant on-line portals. First Amendment to Agreement with MRI Software LLC (Formerly Happy Software LLC) May 21, 2024 Page 2 4 2 8 1 The original Agreement is set to expire on May 31, 2024. To continue using this essential software for the operation of the Housing Authority, staff is requesting to extend the term of this Agreement by two years until May 31, 2026. This also requires amending the Agreement to add additional compensation in the amount of $148,100 over the two-year period. The First Amendment to the Agreement with MRI Software LLC is attached as Exhibit 2. In addition to housing authority management software, MRI also provides client screening services which are used by hundreds of housing authorities across the country. The Housing Authority is required to perform criminal background checks and sex offender checks prior to admitting any adult applicants to the HCV program. Background checks include lifetime registration requirements under any state sex offender registration program. The Housing Authority currently uses National Credit Reporting for this service and would like to replace that smaller agreement by adding a background screening service to this amended Agreement with MRI Software LLC. MRI Software LLC has provided an outstanding quality of service over the last three years. The use of this housing authority management software is mission-critical to the operation of the Housing Authority. Without this software, the Housing Authority would be unable to provide rental assistance to very low-income and extremely low-income families in the City. FISCAL IMPACT Funding for this Agreement is available in the FY 2023-24 Housing Authority and Other Contractual Services and Computer Software Subscriptions account (no. 14018760- 62300/66511) and will be budgeted in the future fiscal years for expenditures as shown in the table below: Fiscal Year Accounting Unit - Accounting # Accounting Unit, Account Description Amount FY 23-24 (June)14018760-62300 Housing Authority-Vouchers ADM, Contract Services-Professional $500 FY 23-24 (June)14018760-66511 Housing Authority-Vouchers ADM, Computer Software Subscriptions $5,500 FY 24-25 (July-June)14018760-62300 Housing Authority-Vouchers ADM, Contract Services-Professional $3,000 FY 24-25 (July-June)14018760-66511 Housing Authority-Vouchers ADM, Computer Software Subscriptions $69,100 FY 25-26 (July-May)14018760-62300 Housing Authority-Vouchers ADM, Contract Services-Professional $2,500 FY 25-26 (July-May)14018760-66511 Housing Authority-Vouchers ADM, Computer Software Subscriptions $67,500 Total Contract Amount $148,100 First Amendment to Agreement with MRI Software LLC (Formerly Happy Software LLC) May 21, 2024 Page 3 4 2 8 1 The above spending plan is only an estimate and subject to change. EXHIBIT(S) 1.Staff Report from May 4, 2021 2. First Amendment to Agreement with MRI Software LLC Submitted By: Michael L. Garcia, Executive Director of Community Development Approved By: Alvaro Nuñez, Acting City Manager 1 FIRST AMENDMENT TO CONSULTANT AGREEMENT WITH MRI SOFTWARE LLC THIS FIRST AMENDMENT is made and entered into this 21st day of May, 2024 by and between MRI Software, LLC, a Delaware limited liability company dba Happy Software, an MRI Software Company (“Consultant”), and the Housing Authority of the City of Santa Ana, a public body, corporate and politic (hereinafter “Authority”). RECITALS A.On June 1, 2021, the Authority and Consultant entered into Agreement #2122-H-002 (“Agreement”) with Happy Software LLC, an MRI Software company, to provide housing management software services. The term of the Agreement runs until May 31, 2024 with an option for the Parties to the Agreement to extend the term of the Agreement. The Agreement is current and in-effect. B.Authority was notified by the Consultant that MRI Software LLC acquired Happy Software and would continue to provide services via Happy Software. C.The parties now wish to amend the Agreement to amend the scope of services; include new terms and language to the “Master Agreement” attached as Exhibit A to the Agreement; recognize the revised corporate name due to the acquisition detailed in Recital B; exercise the option to extend the term of the Agreement for two (2) years; and increase the overall compensation by $148,100 to cover costs related to the increased scope and extended term. No other changes are contemplated by this First Amendment to the Agreement. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions of said Agreement, except as herein modified, the parties agree as follows: 1.SCOPE OF SERVICES, is amended to include Exhibit B-1, to this First Amendment (the “Order Document Recurring Software and Services”), for Consultant to provide additional work related to criminal background checks and sex offender screenings. 2.SCOPE OF SERVICES, is amended to reflect the following revisions or inclusions to the Master Agreement portion of Exhibit A to the Agreement: •Pursuant to Section 10.14 of the Master Agreement, such Third Party Software providers are intended third party beneficiaries of the Agreement, with respect to the Third Party Software. •Section 10.17 Order of Precedence. To the extent any terms and conditions of this Master Agreement conflict with the terms and conditions of any Schedule, the provisions of this Master Agreement shall control unless the Schedule expressly states the intent to supersede a specific portion of the Master Agreement. EXHIBIT 2 2 In the event of a conflict between an Order Document and the Master Agreement, the Master Agreement shall prevail, provided, however, that such standard variable terms such as price, quantity, license scope and License Metrics, tax exempt status, payment terms, shipping instructions and the like shall be specified on each Order Document. All pre-printed terms of any Client purchase order or other business processing document shall have no effect. o The second paragraph of Section 10.17 shall not apply with regard to the Third Party Software contemplated in the Order Document provided as Exhibit B-1 to the First Amendment. No other changes or revisions to the Master Agreement portion of Exhibit A are contemplated by the parties and all other terms and conditions of said Master Agree ment, as previously negotiated by the parties, remain in effect. 3. Section 2.a., COMPENSATION, is amended to increase the overall compensation by $148,100. The total amount to be expended during the term of this Agreement shall not exceed $348,100. 4. Section 3, TERM, is hereby extended for an additional two-year period through May 31, 2026. The parties agree and understand that there are no further extensions available under the terms of the Agreement. 5. Section 11, ASSIGNMENT, pursuant to this section, the Authority consents and recognizes the acquisition of Happy Software LLC by MRI Software, LLC. Any future correspondence, amendments, or records regarding this Agreement shall recognize and compensate MRI Software LLC doing business as Happy Software, an MRI Software Company. 6. Except as modified by this First Amendment, all terms and conditions of the Agreement remain in full force and effect. [signature page to follow] EXHIBIT 2 3 IN WITNESS WHEREOF, the parties hereto have executed this Amendment the date and year first above written. ATTEST: HOUSING AUTHORITY OF THE CITY OF SANTA ANA ________________________ _________________________ Jennifer L. Hall Michael L. Garcia Authority Recording Secretary Executive Director APPROVED AS TO FORM: CONSULTANT Sonia R. Carvalho Authority General Counsel By:_________________________ ________________________________ Andrea Garcia-Miller Roman Telerman Assistant Counsel Chief Financial Officer Roman Telerman 5/8/2024 EXHIBIT 2