Contract - Azteca Systems Inc. - 2014-11-05 (3) Azteca Systems,Inc. Ph.(801)523-2751
11075 South State St. • ® FAX(801)523-3734
Suite 24 C'tywo r S Email:info @cityworks.com
Sandy,Utah 84070 Web: http://www.cityworks.com
AMENDMENT#3 TO THE
CITYWORKS®UPDATE&SUPPORT AGREEMENT
BETWEEN AZTECA SYSTEMS,INC.AND COSTA MESA SANITARY DISTRICT
• Contract No.C147110
This Amendment No. 1("Amendment") to the Cityworks Software License Agreement dated 18th of January
2011,and the Update and Support Agreement dated 22"d January 2102,("Agreements) by and between Azteca
Systems,Inc.,a Utah corporation,with a place of business located at 11075 South State Street,Suite#24,Sandy,
Utah 84070("Azteca"),and Costa Mesa Sanitary District,a,having a principal place of business at 628 W 19th
Street, Costa Mesa, California, 92627 ("Costa Mesa"), is entered into as of the date of last signature below
("Amendment Effective Date")by and between the same parties.
RECITALS
WHEREAS,Costa Mesa and Azteca entered into a License Agreement on the 18th day of January,2011,and an
Update and Support agreement on the 22"d day of January 2012, herein referred to as the "Agreement" or
"Agreements),and.
WHEREAS, the parties wish to amend the Agreements in accordance with the terms and conditions of this
Amendment;and
NOW,THEREFORE,the parties, in consideration of the terms and conditions herein,as well as for other good
and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,agree to the terms
and conditions as herein below stated.
IN WITNESS WHEREOF,the parties have caused this Amendment to the Agreement to be executed by their duly
authorized representatives as of the Amendment Effective Date.
AMENDMENT TERMS AND CONDITIONS
1. Effect of Amendment. This Amendment is in addition to and is subject to the Software License and Support
Agreements. In the event of a conflict or subject matter overlap between the Software License and Support
Agreements and this Amendment, this Amendment shall govern. Except as specifically and expressly
provided herein,all terms of the conditions of the License and Support Agreements shall remain the same
and remain in full force and effect. Further,this Amendment does not modify or extend any other provision
of the License and Support Agreements except as expressly provided herein.
2. Term of Amendment. This Amendment shall be coterminous with the Agreements.
3. Both the Software License Agreement and the Update and Support Agreements remain unchanged except
as specifically set forth herein.
4. No Third Party Beneficiaries. Nothing in this Amendment creates third party beneficiary rights of any kind
in favor of any third party.
By accepting this order and Amendment both parties agree to amend the Master Update&Support Agreement
Contract No. C147119 between Costa Mesa Sanitary District, CA (Licensee) and Azteca Systems, Inc. dated
01/22/2012,which is incorporated herein by reference,to include the above update and support agreement.
Azteca Systems and the User have entered into an amended update and support agreement with respect
to use of Cityworks® software; and User also desires to amend the software Update & Support services
from Azteca Systems with respect to such Software.
Article 9 of the Update and Support Agreement is hereby Amended and changed to read as follows:
9. IDENTIFICATION AND AMOUNTS
User Agreement: Between Azteca Systems and the User
(a)Effective Date of this amendment:11/03/2014 Initia
(b)Fee for Update&Support due to purchase of 4 Server AMS Essentials:
Current License Fee: $1,595.00
Additional Licenses: $4,000.00 Initti
New License Fee: $6,595.00 (due 7/1/2015)
DESCRIPTION OF COVERED SOFTWARE
4 Server AMS Essentials Logins
1 Desktop License
Article 10 of the Update and Support Agreement is amended and changed as follows:
10. DATA CONFIDENTIALITY STATEMENT:
For any client data and/or confidential information(data) provided to Azteca Systems,we will take
reasonable measures to assure that the data is not inappropriately accessed or distributed to any
third-party. Data provided to Azteca Systems by the client will be loaded onto Azteca Systems
servers or employee computers for the purpose of testing Cityworks software,database structure,
or database values,and related ESRI software to resolve database or software performance issues,
software enhancements and software defects("bugs"). At no time will the data be distributed to
individuals or organizations who are not Azteca Systems employees without first receiving written
approval from the client. If requested by the client,and once the testing has been completed,
Azteca Systems will delete all data provided by the client.
. Initia
IN WITNESS WHEREOF,the parties hereto have executed this Agreement to be effective,valid,and binding
upon the parties as of the date below as executed by their duly authorized representatives.
Accepted and Agreed:
Costa Mesa Sanitary District Azteca Systems,Inc.
(Licensee) (Azteca)
•
B �%Cit By: � .
Authorized Signat Authorized Signature
Printed Name: Scott Printed Name: Brian L.Haslam
Title: Cep eraLAl-mnlia Title: President
Date: 11 / 05 / 2014 Date: 1/ / 06 / ( vol
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