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DocuSign Envelope ID: 680507C8-9F2E-418A-83DD-BAE35D4A1573 <br />S.A. - Page 3 of 4 <br />AMENDMENT NO. 1 TO HYLAND MASTER SOFTWARE, LICENSE, SUPPORT AND <br />SERVICES AGREEMENT <br />This Amendment No. 1 (the "Amendment No.1 ") is entered into and made effective <br />as of March _, 2020, by and between the City of Redwood City, a charter city and <br />municipal corporation of the State of California ("City"), and Hyland Software, Inc., an <br />Ohio corporation ("Hyland") (collectively, the "Parties"). <br />RECITALS <br />A. Effective January 24, 2018, the Parties executed that certain Hyland <br />Software Master Software License, Support and Services Agreement (the "Agreement"), <br />as approved by the City Council of Redwood City on January 22, 2018, such Agreement <br />including an initial term of twelve months of software maintenance and support. <br />B. The Parties have agreed to increase the dollar amount of the Agreement in <br />order to continue the same software maintenance services over the next three years, at <br />the discretion of the City exercisable on an annual basis, and to allow the City to purchase <br />additional licenses for the same software, both as described in the Agreement. <br />NOW, THEREFORE, in consideration of these recitals and the mutual covenants <br />contained herein, the Parties agree as follows: <br />1. As requested by City, referred to in the Agreement as Customer, Hyland will <br />provide (A) software maintenance on a year-to-year basis, and (B) additional software <br />licenses and training, both as set forth in the Agreement and subject to applicable terms <br />and conditions under the Agreement. <br />2. City will pay Hyland a not -to -exceed amount of Eighty Thousand Dollars <br />($80,000) to allow for payment of software maintenance when, at the City's discretion, <br />it elects to renew annual software maintenance services, according to the terms in the <br />Maintenance Schedule of the Agreement. This sum includes all costs or expenses <br />incurred by Hyland and a Ten Thousand Dollar ($10,000) contingency for the purchase <br />of additional software licenses and training, as requested by the City. <br />3. Including this Amendment No. 1, the total amount payable under the <br />Agreement will be a not -to -exceed amount of Two Hundred and Thirty Thousand Dollars <br />($230,000). <br />4. All other provisions of the Agreement will remain in full force and effect. <br />5. All requisite insurance policies to be maintained by Hyland pursuant to the <br />Agreement will include coverage for this Amendment. <br />6. The individuals executing this Amendment and the instruments referenced <br />in it on behalf of Hyland each represent and warrant that they have the legal power, right <br />REV: 03-06-2020 PR <br />ATTY/AGR.Amend No. 1/Hyland Software (Page 1 of 2) <br />