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Home My WebLink AboutHR14-027 - Other - Addendum #1 - Halogen Software - eAppraisal 3 Year Subscription - 01/31/2014 ADDENDUM to the Software License and Services Agreement (#01-2014-038) ("Agreement") between Halogen Software Inc. ("Halogen") and City of Kent ("Customer") WHEREAS Halogen and Customer wish to amend the terms and conditions contained within the Agreement as set forth below("Addendum"); NOW THEREFORE in consideration of the mutual covenants and promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. The effective date of this Addendum shall be the date it has been signed by both parties. 2. Subject to the terms and conditions contained within this Addendum, the terms and conditions of the Agreement shall continue in full force and effect. Where reference is made in this Addendum to a schedule or section number, it shall refer to a schedule or section number in the Agreement, unless otherwise stated. Unless otherwise defined in this Addendum, all capitalized words utilized in this Addendum shall have the same meaning as defined in the Agreement. 3. The parties agree to amend the Agreement as follows: Schedule A!General Terms and Conditions) (a) The following is hereby added as new Section 18(I) (Insurance): Halogen shall, for the duration of Customer's M&S Term, at Halogen's own cost and expense, obtain and maintain in full force and effect, the following insurance coverage with limits no less than the following: (i) Worker's Compensation Insurance that meets the statutory requirements of the laws of Canada, (ii) Employer's Liability Insurance - US$500,000 per incident, including coverage for occupational disease; (iii) Automobile Liability Insurance covering all leased, hired and non-owned automobiles, in the minimum amount of Five Hundred Thousand Dollars ($500,000) combined single limit for bodily injury and property damage per occurrence; (iv) Commercial General Liability Insurance, including but not limited to contractual liability, personal injury liability, advertising injury liability and products/completed operations liability coverage in the minimum amount of One Million Dollars ($1,000,000) combined single limit for bodily injury and property damage per occurrence; (v) Professional Liability Insurance ("Errors and Omissions") in the minimum amount of One Million Dollars ($1,000,000) per claim limit; and (vi) Umbrella/Excess Liability Insurance, in excess of(i) - (iv), providing coverage in the minimum amount of One Million Dollars ($1,000,000) per occurrence. City of Kent-SLSA-01-2014-038-aa.jpg Created on 710512012 Page 19 of 20 Confidential All such insurance shall be with insurance companies with an A.M. Best rating of not less than A-VIII. All insurance maintained by Halogen shall be primary and non-contributory with respect to any insurance maintained by Customer. Halogen shall endeavor to provide thirty (30) days prior written notice to Customer in the event of cancellation or any material change in the above referenced insurance. Customer, and its directors, officers and employees ("Additional Insureds") shall be named as Additional Insureds under the Commercial General Liability, Commercial Automobile Liability and Umbrella Liability Policies. 4. This Addendum shall be interpreted as part of and in the manner set out in the Agreement. This Addendum shall supersede all previous representations and discussions, either oral or written, relating to its subject matter, and may not be modified except by a written document signed by both parties. IN WITNESS WHEREOF the parties hereto have executed this Addendum. Halogen Software Inc. City of Kent Signature: Signature: , _.-✓ Name: Name:C a e—! Title: Title: �1✓� r Q� Date: Date: t d g �P A City of Kent-S LSA-01-2014-033-aa.jpg Created on 7l05I2012 Page 20 of 20 Confidential Additional Or Return Premium Bill No. 6 Named Insured and mailing address: Attached to and forming part of Halogen Software Inc. Policy No.: 35841086 495 March Load, Suite 500 Ottawa, Ontario K2K3G1 Name and mailing address of Producer: Chubb Insurance Co. of Canada Rhodes & Williams Limited 1050 Morrison Drive 1250 Rene-Levesque Blvd Nest Ottawa, Ontario Montreal, Quebec K2H8K7 H3B 4 W8 Payment The premium reflects amendment(s) you have requested to your policy, effective January 24, 2014. Premium due as a result of the amendment(s) is: No Change in Premium Reference Add Additional Insured: City of Kent (See Form 83-02-2382) If you have any questions, please contact your producer. Issue date & Initials: 01/28/14 TMC President Additional Or Return Premium Form CE 83-02-4018(Ed.04,105) Endorsement Page 1 of I Liability Insurance Policy Period From: September C), 2012 To: May 7, 2014 Effective Date anrjary 24, 01-1 Policy Number 35841086 Insured Moiogen Softiorare Inc. Name of Company Chubb Insurance Company of Canada Date Issued January 28, 2014 The following is a schedule of forms issued with the policy at inception: Form Number Form Name 83-02-0010 Liability Declaration 83-02-0130 International Auto Liability Declaration 83-02-2000 General Liability Contract 83-02-2050 Product Withdrawal Expense 83-02-2054 International Auto Liability 83-02-2096 Information and Network Technology Blended Liability Insurance 83-02-2524 S.P.F. No. 6 -Standard Non-Owned Automobile 83-02-2529 Employer's Liability Insurance 83-02-2382 Additional Insured -Designated Person Or Organization (Designated Site) 83-02-2526 S.E.F. No. 94 -Legal Liability for Damage to Hired Automobiles 83-02-2534 SEF No. 96 Contractual Liability Endorsement 83-02-2535 S.E.F. No. 99 - Excluding Long Term Leased Vehicles 83-02-7050 Liability Global Extension 83-02-8244 Privacy Remediation Expenses Coverage, Deleted 83-02-8245 Technology-Related Injury Coverage, Deleted 83-02-8251 Delay In Delivery Or Performance exclusion, Deleted 83-02-8262 Investigation, Defence and Settlements, Your Rights To Select Attorneys Deleted 83-02-4006 Currency Provision 83-02-9090 Common Policy Conditions Liability Insurance Form CE 83-02-2999(Ed. 04105) Schedule of Forms Page 1 of f Liability Insurance Endorsement Policy Period From: Segpfc-anluea 30, 2012 To: a'lav a, 2814 Effective Date Jaffluary.24, 201-1 Policy Number 35841086 Insured Halogen Software Inc, Name of Company Chubb Insuranoe Company of Canada Date Issued January 28, 2014 This Endorsement applies to the following forms: All applicable Liability Insurance Contracts Under Who is Insured, the following provision is added: Who Is Insured Designated Person Or Persons or organizations designated below are insureds but only with Organization respect to liability arising out of your negligence with respect to your operation and only if you are contractually obligated to provide them with such insurance as is afforded by this contract. However, no such person or organization is an insured with respect to any: • damages arising out of their sole negligence; or • occurrence that occurs, or offence that is committed, after your contractual obligation to them ends. Designated Person or Organization: City of Kent, 400 West Gowe, Kent, WA 98032 USA All other terms and conditions remain unchanged. President Liability Insurance Additional Insured-Designated Person or Organization Form CE 83-02-2382(Ed. 04105) Endorsement Page i of i