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AGREEMENT INFORMATION AGREEMENT NUMBER 26189 NAME/TYPE OF AGREEMENT APPLIED BUSINESS SOFTWARE, INC. DESCRIPTION SOFTWARE LICENSE AGREEMENT/RENEWAL OF SOFTWARE LICENSE AGREEMENT FOR THE MORTGAGE OFFIC WEB/MATTER ID: 25-246 EFFECTIVE DATE March 3, 2026 ATTESTED BY TODD B. HANNON ATTESTED DATE 7/13/2026 DATE RECEIVED FROM ISSUING DEPT. 7/14/2026 NOTE DOCUSIGN AGREEMENT BY EMAIL City of Miami DOCUMENT ROUTING FORM QR4O ORIGINATING DEPARTMENT: Department of Procurement DEPT. CONTACT PERSON: Aimee Gandarilla/Richard McLaren EXT. 1906/1958 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Applied Business Software, Inc IS THIS AGREEMENT TO BE EXPEDITED/RUSH: TOTAL CONTRACT AMOUNT: $ TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT • LICENSE AGREEMENT OTHER: (PLEASE SPECIFY) ■ FUNDING INVOLVED? YES YES ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT El SUPPLEMENTAL AGREEMENT NO NO PURPOSE OF ITEM (DETAILED SUMMARY): Renewal of software license agreement with Applied Business Software for The Mortgage Office Web. Pursuant to 18-72(b)(15). COMMISSION APPROVAL DATE: FILE ID: ENACTMENT NO.: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN APPROVAL BY DIRECTOR/CHIEF PROCUREMENT OFFICER April 28, 2026 117: Annie Perez, CPPO 0:48 EDT (7°Oe"s'9""tlbv �IGNATURE: � �� SUBMITTED TO RISK MANAGEMENT April 29, 2026 109:30SIN: 54 David Ruiz DocuSignetl y 1 AEDTTURE: Goy [ z,3�stl,tlz,E, _ SUBMITTED TO CITY ATTORNEY matter 25-246 25-246 °S — � June 24, 2026 11:50:11 George K. Wysong III EDT Doc"signetlby Gr 4 w so III SIGNATURE: , t-o'h '"2 APPROVAL BY ASSISTANT CITY MANAGER/CHIEF FINANCIAL OFFICER June 24, 2026 112:26:00 Erica T. Paschal Darling, CPA EDT ,--.0 ignetlby. SIGNATURE: e"`` �"°`� c APPROVAL BY ASSISTANT CITY MANAGER/CHIEF OF OPERATIONS Barbara Hernandez, MPA SIGNATURE: APPROVAL BY ASSISTANT CITY MANAGER/CHIEF OF INFRASTRUCTURE Asael Marrero SIGNATURE: APPROVAL BY DEPUTY CITY MANAGER June 24, 2026 113 Natasha Colebrook -Williams g� .dN F TRE: �D0_,,"ed, F� i U Na444 Colet444,4-W•r/:«.1 "a",bb ,SAa,D RECEIVED BY CITY MANAGER July 13, 2026 I 1.. James Reyes 07:26 EDT s SIGNATURE: SUBMITTED TO THE CITY CLERK July 13, 2026 116 � iC58CL5bl Zt�Gd /8... Todd Hannon 51:20 EDT-DocuSignetlby. SIGNATURE: C:=)c 1------ �2,sso��a=9 PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER AGREEMENT/AMENDMENT OVERVIEW AGREEMENT TITLE: Renewal of software license agreement with Applied Business Software for "The Mortgage Office Web 1. AWARD DELEGATED AUTHORITY: 0 Chief Procurement Officer — Authority level of $21.000.00 ❑ City Manager — Authority level of $ ❑ City Commission — RESOLUTION No. 2. PROCUREMENT METHOD: ❑ RFP/RFQ ❑ IFB ❑ ITB ❑ SOLE SOURCE ❑ PIGGY -BACK ❑ COOPERATIVE ❑ PROFESSIONAL SERVICES UNDER $25,000 ®RENEWAL OF LICENSING AND MAINTENANCE OF PROPRIETARY SOFTWARE (18-72(b)(15) 3. TYPE OF AGREEMENT: ❑ PROFESSIONAL SERVICES AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ® SOFTWARE AS A SERVICE AGREEMENT ❑ LEASE AGREEMENT ❑ OPERATOR AGREEMENT ❑ CONCESSION AGREEMENT ❑ OTHER (Please explain): 4. IF THIS IS AN AMENDMENT, WHAT IS THE NUMBER OF THE AMENDMENT AND WHAT DOES THIS AMENDMENT DO (INCREASE CAPACITY, CHANGE IN TERMS, ETC) BE SPECIFIC AND INCLUDE THE PAGE NUMBER(S) THAT SPECIFIES WHAT IS BEING AMENDED ON THE CONTRACT. NA 5. WAS THE AMENDMENT APPROVED BY THE CITY COMMISSION? ❑ YES 0 NO IF YES, WHAT IS THE RESOLUTION NUMBER? 6. WHAT IS THE SCOPE OF SERVICES? Calculate mortgages for the Housing Department 7. IF CITYWIDE, WHAT ARE THE MOST FREQUENT USER DEPARTMENTS? Housing Department 8. IS THE AWARDEE INCUMBENT? Yes upaatea 1/Zy/ZUL 9. IS THE PRICING HIGHER, LOWER OR THE SAME AS THE CURRENT CONTRACT? Same 10. WHEN DOES THE CURRENT CONTRACT EXPIRE? 12/31/2026 11.WHAT WAS THE PREVIOUS SPEND ON THE CURRENT CONTRACT? Same 12.WHAT IS THE METHOD OF AWARD (Group, Item by Item etc.)? 18-72(b)(15) Updated 1/29/2025 Clear Form CITY OF MIAMI Vendor Responsibility Checklist Name of Firm: Applied Business Software Use the "Upload" button to attach PDF documentation for each section. To delete attachment(s), use the appropriate "Delete" button to the right and then use the "Clear" button for the corresponding attachment box to clear that field. CATEGORY RESPONSE City Vendor Registration Affirmation YES State of Florida Corporation (Sunbiz) NO D&B YES Pacer N/A Bid/Proposal Bond NONE I Upload Clear E.Upload Mr Clear Upload mr Clear Upload ' Clear View All Attachments Delete Last Delete All iSupplier Number: 2120 D&B ABS.pdf Use the "Upload" button to attach PDF documentation for each section. To delete attachment(s), use the appropriate "Delete" button to the right and then use the "Clear" button for the corresponding attachment section to clear that field. PERFORMANCE/REFERENCE CHECKS ATTACHMENTS System of Award Managment (SAM) YES Convicted Vendor List NO Debarred Contractors NO Suspended Contractors NO Suspended Vendors -State: NO Scrutinized Companies List: NO Google Search: YES Upload Clear Upload Clear Upload Clear Upload Clear Upload Clear Upload Clear Upload Clear ABS SAM.pdf Convicted Vendor List ABS.pdf contractor -debarment ABS.pdf MDC ABS.pdf Suspended Vendor List ABS.pdf ABS prohibited_list.pdf civil and criminal litigation ABS.pdf McLaren Richard Digitally signed by McLaren, Richard Date: 2026.04.08 11:27:35 -04'00' STATE BOARD OF ADMINISTRATION OF FLORIDA 1801 HERMITAGE BOULEVARD, SUITE 100 TALLAHASSEE, FLORIDA 32308 (850) 488-4406 POST OFFICE BOX 13300 32317-3300 Protecting Florida's Investments Act "Scrutinized Companies" Chapter 287.135, Florida Statutes RON DESANTIS GOVERNOR CHAIR BLAISE INGOGLL4 CHIEF FINANCIAL OFFICER JAMES UTHMEIER ATTORNEY GENERAL CHRIS SPENCER EXECUTIVE DIRECTOR Chapter 287.135, Florida Statutes was created effective July 1, 2011, and prohibits a company on the Scrutinized Companies with Activities in Sudan List or on the Scrutinized Companies with Activities in the Iran Terrorism Sectors List from bidding on, submitting a proposal for, or entering into or renewing a contract with an agency or local governmental entity for goods or services of $1 million or more. Pursuant to Chapter 215.473, Florida Statutes, the Florida State Board of Administration is charged with maintaining a complete list of scrutinized companies. Scrutinized companies are judged according to whether they meet the following criteria: Sudan: 1. Have a material business relationship with the government of Sudan or a government -created project involving oil related, mineral extraction, or power generation activities, or 2. Have a material business relationship involving the supply of military equipment, or 3. Impart minimal benefit to disadvantaged citizens that are typically located in the geographic periphery of Sudan, or 4. Have been complicit in the genocidal campaign in Darfur. Iran: 1. Have a material business relationship with the government of Iran or a government -created project involving oil related or mineral extraction activities, or the energy, petrochemical, financial, construction, manufacturing, textile, mining, metals, shipping, shipbuilding, or port sectors of Iran, or 2. Have made material investments with the effect of significantly enhancing Iran`s petroleum sector. The SBA is not responsible for compliance with Chapter 287.135, Florida Statutes. The SBA's responsibilities are solely focused on the Protecting Florida's Investments Act and Chapter 215.473 as it relates to the identification of "Scrutinized Companies" that have prohibited business operations in Sudan or Iran. The table on the following pages provides the List of Prohibited Investments (Scrutinized Companies). This list is updated as part of the Protecting Florida's Investments Act (PFIA) and the Global Governance Mandates Quarterly Report, upon review and approval by the Trustees of the State Board of Administration. February 24, 2026 Page 2 Table 7: List of Prohibited Investments (Scrutinized Companies) (New companies are highlighted and in bold.) Prohibited Investments (Scrutinized Companies) Scrutinized Country Country of Incorporation Initial Appearance on Scrutinized List Full Divestment Aviation Industry Corporation of China (AVIC) Sudan China September 24, 2019 Yes AviChina Industry &Technology Sudan China June 4, 2019 Yes AVIC International Finance Ltd Sudan China September 24, 2019 Yes AVIC International Holdings Ltd (formerly listed as AVIC International) Sudan China June 4, 2019 Yes Bank of Kunlun Co Ltd Sudan & Iran China March 7, 2018 Yes Chennai Petroleum Corp Ltd Sudan India September 19, 2007 Yes China BlueChemical Ltd Iran China March 19, 2013 Yes China Energy Engineering Corporation Sudan China September 30, 2025 Yes China Gezhouba Group Company Ltd Sudan China September 30, 2025 Yes China National Petroleum Corporation (CNPC) Sudan & Iran China December 11, 2012 Yes China Oilfield Services Ltd Iran China June 16, 2011 Yes China Petrochemical Corporation (Sinopec Group) Sudan & Iran China December 3, 2019 Yes China Petroleum & Chemical Corp (CPCC) Sinopec Sudan & Iran China September 19, 2007 Yes China Petroleum Engineering Corp Sudan & Iran China March 7, 2018 Yes China Power Engineering Consulting Group Corp Sudan China December 17, 2025 Yes China Railway Group Limited Iran China September 24, 2024 Yes Cirrus Aircraft Ltd Sudan Cayman Islands September 24, 2024 Yes CNOOC Ltd Iran China June 16, 2011 Yes CNOOC Energy Technology & Services Ltd Iran China June 15, 2021 Yes CNOOC Finance Limited Iran China September 24, 2013 Yes CNOOC Finance (2003) Limited Iran China December 17, 2024 Yes CNOOC Finance (2011) Limited Iran China December 17, 2024 Yes CNOOC Finance (2012) Limited Iran China December 17, 2024 Yes CNOOC Finance (2013) Limited Iran China December 17, 2024 Yes CNOOC Finance (2014) ULC Iran China October 17, 2017 Yes February 24, 2026 Page 3 Prohibited Investments (Scrutinized Companies) Scrutinized Country Country of Incorporation Initial Appearance on Scrutinized List Full Divestment CNOOC Finance (2015) Australia PTY Ltd Iran China December 17, 2024 Yes CNOOC Finance (2015) USA LLC Iran China December 17, 2024 Yes CNPC Capital Company Limited Sudan & Iran China June 14, 2017 Yes CNPC Finance HK Ltd Sudan & Iran China March 26, 2024 Yes CNPC General Capital Ltd Sudan & Iran China June 26, 2012 Yes CNPC Global Capital Limited Sudan & Iran China December 15, 2020 Yes CNPC HK Overseas Capital Ltd Sudan & Iran China June 16, 2011 Yes COSL Finance (BVI) Limited Iran China September 24, 2013 Yes COSL Singapore Capital Ltd Iran Singapore December 4, 2018 Yes Daqing Huake Group Co Ltd Sudan China March 25, 2008 Yes Deep Development 2025 Ltd Sudan & Iran China December 17, 2025 Yes Egypt Kuwait Holding Co. SAE Sudan Kuwait January 13, 2009 Yes Engineers India Limited Iran India September 24, 2024 Yes FACC AG Sudan Austria June 4, 2019 Yes Gazprom Iran Russia September 19, 2007 Yes Gazprom Neft Iran Russia September 16, 2008 Yes Gazprom Promgaz Iran Russia June 4, 2019 Yes GPN Capital SA Iran Luxembourg June 4, 2019 Yes Harbin Electric Co. Ltd. Sudan China September 19, 2007 Yes Hindustan Petroleum Corporation Ltd Sudan & Iran India June 13, 2018 Yes Indian Oil Corp Ltd (IOCL) Sudan & Iran India September 19, 2007 Yes IndOil Global BV Sudan & Iran India September 24, 2024 Yes Jiangxi Hongdu Aviation Sudan China September 19, 2007 Yes Kimanis Power Sdn Bhd Sudan Malaysia September 24, 2024 Yes KLCC Property Holdings Bhd Sudan Malaysia April 14, 2009 Yes Kunlun Energy Company Ltd. Sudan & Iran Hong Kong September 19, 2007 Yes February 24, 2026 Page 4 Prohibited Investments (Scrutinized Companies) Scrutinized Country Country of Incorporation Initial Appearance on Scrutinized List Full Divestment Lanka IOC Ltd Sudan India September 19, 2007 Yes Managem SA Sudan Morocco November 9, 2010 Yes Mangalore Refinery & Petrochemicals Ltd Sudan & Iran India September 19, 2007 Yes Malaysia Marine & Heavy Engineering Holdings Bhd Sudan Malaysia March 18, 2014 Yes MISC Bhd Sudan Malaysia September 19, 2007 Yes Moscow Integrated Power Co PJSC Iran Russia September 24, 2024 Yes Mosenergo Iran Russia September 16, 2008 Yes Norinco International Cooperation Ltd Iran China September 24, 2024 Yes Offshore Oil Engineering Co Iran China December 17, 2024 Yes OGK-2 PJSC Iran Russia September 24, 2024 Yes Oil India Ltd Sudan India September 18, 2012 Yes Oil & Natural Gas Corp (ONGC) Sudan & Iran India September 19, 2007 Yes ONGC Videsh Limited (OVL) Sudan & Iran India March 18, 2014 Yes Pengerang LNG Two Sdn Bhd Sudan Malaysia September 24, 2024 Yes Perseus Mining Ltd Sudan Australia August 23, 2022 Yes PetroChina Sudan & Iran China September 19, 2007 Yes Petroliam Nasional (Petronas) Sudan Malaysia September 19, 2007 Yes Petronas Capital Limited Sudan Malaysia September 19, 2007 Yes Petronas Chemicals Group Bhd Sudan Malaysia June 16, 2011 Yes Petronas Chemicals Derivatives Sdn Bhd Sudan Malaysia September 24, 2024 Yes Petronas Chemicals Glycols Sdn Bhd Sudan Malaysia September 24, 2024 Yes Petronas Chemicals Olefins Sdn Bhd Sudan Malaysia September 24, 2024 Yes Petronas Dagangan Bhd Sudan Malaysia September 19, 2007 Yes Petronas Gas Berhad Sudan Malaysia September 19, 2007 Yes Petronas Global Sukuk Sudan Malaysia August 2, 2016 Yes PowerChina Construction Group Ltd Iran China March 5, 2025 Yes February 24, 2026 Page 5 Prohibited Investments (Scrutinized Companies) Scrutinized Country Country of Incorporation Initial Appearance on Scrutinized List Full Divestment PowerChina Hebei Engineering Corp Ltd Iran China March 5, 2025 Yes PowerChina Sepcol Electric Power Construction Iran China June 10, 2025 Yes Power Construction Corporation of China Ltd Iran China September 24, 2024 Yes Putrajaya Management Sdn Bhd Sudan Malaysia March 18, 2014 Yes Sberbank Russia PJSC Iran Russia September 24, 2024 Subject to U.S. freeze Sinopec Capital 2013 Ltd Sudan & Iran China September 24, 2013 Yes Sinopec Century Bright Capital Investment Ltd Sudan & Iran China December 3, 2019 Yes Sinopec Engineering Group Co Ltd Sudan & Iran China March 18, 2014 Yes Sinopec Group Overseas Development 2018 Ltd Sudan & Iran China December 15, 2020 Yes Sinopec Group Overseas Development 2017 Ltd Sudan & Iran China September 11, 2019 Yes Sinopec Group Overseas Development 2016 Ltd Sudan & Iran China August 2, 2016 Yes Sinopec Group Overseas Development 2015 Ltd Sudan & Iran China December 15, 2020 Yes Sinopec Group Overseas Development 2013 Ltd Sudan & Iran China March 18, 2014 Yes Sinopec Kantons Holdings Ltd Sudan & Iran Bermuda September 19, 2007 Yes Sinopec Oilfield Equipment Corporation Sudan & Iran China April 14, 2009 Yes Sinopec Oilfield Service Corp Sudan & Iran China March 25, 2008 Yes Sinopec Shanghai Petrochemical Sudan & Iran China September 19, 2007 Yes Societe Metallurgique D'imiter Sudan Morocco November 9, 2010 Yes Soar Wind Ltd Sudan China March 5, 2025 Yes Territorial Generating Company No 1 Iran Russia June 4, 2019 Yes # of Prohibited Investments 97 - - The following companies were removed from the PFIA Prohibited Investments List this quarter. Removed Company Country of Incorporation No companies removed this quarter. Last updated by Andrew Poulin on Jun 16, 2025 at 03:10 PM APPLIED BUSINESS SOFTWARE INC JISAMoov® APPLIED BUSINESS SOFTWARE INC Unique Entity ID G3FNWUULE295 Registration Status Active Registration Physical Address 7755 Center AVE STE 800 Huntington Beach, California 92647-9122 United States CAGE/NCAGE 92W78 Expiration Date Jun 16, 2026 Mailing Address 7755 Center AVE STE 800 Huntington Beach, California 92647-9122 United States Purpose of Registration All Awards Doing Business as (blank) Congressional District California 47 Division Name (blank) State / Country of Incorporation Delaware / United States Division Number (blank) URL (blank) Registration Dates Activation Date Jun 18, 2025 Submission Date Jun 16, 2025 Initial Registration Date Jul 1, 2021 Entity Dates Entity Start Date Jun 13, 1989 Fiscal Year End Close Date Dec 31 Immediate Owner CAGE (blank) Legal Business Name (blank) Highest Level Owner CAGE (blank) Legal Business Name (blank) Executive Compensation Registrants in the System for Award Management (SAM) respond to the Executive Compensation questions in accordance with Section 6202 of P.L. 110-252, amending the Federal Funding Accountability and Transparency Act (P.L. 109-282). This information is not displayed in SAM. It is sent to USAspending.gov for display in association with an eligible award. Maintaining an active registration in SAM demonstrates the registrant responded to the questions. Proceedings Questions Registrants in the System for Award Management (SAM.gov) respond to proceedings questions in accordance with FAR 52.209-7, FAR 52.209-9, or 2. C.F.R. 200 Appendix XII. Their responses are displayed in the responsibility/qualification section of SAM.gov. Maintaining an active registration in SAM.gov demonstrates the registrant responded to the proceedings questions. Exclusion Summ Active Exclusions Records? N I authorize my entity's non -sensitive information to be displayed in SAM public search results: Yes Business Types Entity Structure Corporate Entity (Not Tax Exempt) Entity Type Business or Organization Organization Factors (blank) Profit Structure For Profit Organization Apr 08, 2026 02:56:29 PM GMT haps://sam.gov/entity/G3FNWUULE295/eoreData?status=null Page 1 of 2 Last updated by Andrew Poulin on Jun 16, 2025 at 03:10 PM APPLIED BUSINESS SOFTWARE INC Socio-Economic Types Check the registrant's Reps & Certs, if present, under FAR 52.212-3 or FAR 52.219-1 to determine if the entity is an SBA -certified HUBZone small business concern. Additional small business information may be found in the SBA's Dynamic Small Business Search if the entity completed the SBA supplemental pages during registration. Accepts Credit Card Payments Yes Debt Subject To Offset No EFT Indicator 0000 CAGE Code 92W78 Points of Contact • Electronic Business 0 Andrew J Poulin, CRO 7755 Center AVE Suite 800 Huntington Beach, California 92647 United States Government Business 0 Andrew J Poulin, CRO 7755 Center AVE Suite 800 Huntington Beach, California 92647 United States NAICS Codes Primary Yes NAICS Codes 541519 NAICS Title Other Computer Related Services Product and Service Codes PSC 7A21 PSC Name It And Telecom - Business Application Software (Perpetual License Software) This entity does not appear in the disaster response registry. Apr 08, 2026 02:56:29 PM GMT https.://sam.gov/entity/G3FNWUULE295/coreData?status=null Page 2 of 2 4/8/26, 11:24 AM applied business software criminal litigation - Google Search Al Mode ' All News Images Videos More - .08 applied business software criminal litigation The phrase "applied business software criminal litigation" likely refers to one of three areas: a specific company named Applied Business Software, specialized legal software for criminal defense, or the legal implications of using business software in criminal acts. 1. Applied Business Software (ABS) Applied Business Software (ABS) is a company based in Long Beach, California, that specializes in software for the lending industry, specifically for loan origination and servicing. • Core Products: Their primary platform is The Mortgage Office, which handles accounting, reporting, and compliance for private lenders. • Litigation History: While ABS is not a "criminal litigation" firm, they have been involved in civil commercial litigation, such as the case Applied Business Software Inc. v. Wizard Financial Investments & Loans Inc., which resulted in a $90,000 judgment for ABS. 0 The Mortgage Office +2 2. Criminal Litigation Case Management Software If you are looking for software specifically designed to manage a criminal law practice, several "applied" software solutions streamline defense work: • LEAP: Provides mobile access to case files, scan forms, and search case details for criminal defense attorneys. • MyCase: Focuses on speeding up client intake and billing for criminal law r• Ask anything Y https://www.google.com/search?q=applied+business+software+criminal+litigation&sca_esv=26efe42c3f425b34&riz=1 C1 GCCA_enUS1125US1125&sx... 1/5 4/8/26, 11:24 AM applied business software criminal litigation - Google Search Al Mode ' All News Images Videos More - • Unauthorized Access: Under 18 U.S. Code § 1030, using business software to access data without authorization can lead to federal criminal charges. • Privacy & Tracking: In Florida, using a tracking application (software that identifies location) on another person's property without consent is a third- degree felony. Further Exploration • Read about how LEAP integrates with standard tools like QuickBooks to manage criminal law practice finances. • Explore the 2025 Florida Statutes regarding the criminal penalties for unauthorized use of tracking software. • View the company overview of Applied Business Software and their specialization in lending compliance. Would you like to find local criminal defense attorneys who use these platforms, or are you looking for more technical details on a specific software suite? Al responses may include mistakes. For legal advice, consult a professional. Learn more Try without personalization You can now share this X thread with others https://www.google.com/search?q=applied+business+software+criminal+litigation&sca_esv=26efe42c3f425b34&riz=1 C1 GCCA_enUS1125US1125&sx... 2/5 4/8/26, 11:24 AM applied business software criminal litigation - Google Search Al Mode ' All News Images Videos More - 10 sites The 2025 Florida Statutes - Online Sunshine The 2025 Florida Statutes * (1) As used in this section, the term: (a) "Business entity" means any form of corporation, partnershi... Online Sunshine About Us - Applied Business Software - The Mortgage Office • Complex constri irtinn draw manarramant RPral ica TM(l rnmhinac nrininatinn servicing, ac The Mo lMrt�at_ OH, tell me more about Applied Business Software Inc. v. Wizard Financial Investments & Loans Inc Legal Solutions, Technology, Products, and Services Ap i@b .r tr9scS ti d nt:PWi gh aletzikegtitr4n is & Loans Inc. was pre ention tools bu' t to enha w rkfl a d st e... a civil commercia lawsui tiled in° ecleral court. The case, identified by number 2:68.-agtt80§114t-i if- Uig'aridinally filed in early 2008 in the CeNTRIPIPATIEt https://www.google.com/search?q=applied+business+software+criminal+litigation&sca_esv=26efe42c3f425b34&riz=1 C1 GCCA_enUS1125US1125&sx... 3/5 4/8/26, 11:24 AM applied business software criminal litigation - Google Search Al Mode ' All News Images Videos More - a • Qyipsme4 TARaafteatway% ge.g,ctlyraditioRgbattmtkvAlgteckApn on SWIMlitr 8, ktiTing our product road map and pay very close attention to the... APPiic.d Business Saf ware le PR Newswire JE,Vi • Judgment: The court ruled in favor of Applied Business Software, awarding i al Law Software I CRM, Intake & Invoice Management o cc : tfir deff�caafg with RIREnNalOdefense law software. MyCase helps cri �J Tom- �j cesse... cil Ir`flfttihttr -FeFief; which typically orders the losing party to sto actions, such as using or distributing the software in Show all question. 0.) Daily Journal +2 Context of the Dispute Applied Business Software is well-known for its platform, The Mortgage Office, which automates the lifecycle of loans for private lenders and government agencies. Because this software handles complex financial calculations and sensitive compliance reporting, the company strictly protects its intellectual property through licensing agreements. Disputes like the one with Wizard Financial often arise when a client or third party is accused of using the software beyond the scope of their license or failing to pay required fees. CO Daily Journal +3 Further Exploration • Read the verdict summary on the Daily Journal, which provides the result date and case filing details. • Explore the product offerings of Applied Business Software to understand the technical nature of the software involved in the litigation. • Review the U.S. Copyright Office guidelines on software infringement to see the broader legal standards applied in cases like this. Are you researching this for a similar legal dispute, or do you need help finding MA AMA M A A AM+ AAI+A 1 AI IYl\ "-six nl\Y\III+I YIA C% rfI\ I I-1 Yll�i https://www.google.com/search?q=applied+business+software+criminal+litigation&sca_esv=26efe42c3f425b34&riz=1 C1 GCCA_enUS1125US1125&sx... 4/5 4/8/26, 11:24 AM applied business software criminal litigation - Google Search Al Mode All News Images Videos More - 0.010 4 sites Applied Business Software Inc. v. Wizard Financial ... Jul 10, 2010 — Wizard Financial Investments & Loans Inc. Published: Jul. 10, 2010 I Result Date: Sep. 8, 2009 I Filing Date: Jan. Case number: 2: 0) Daily Journal About Us - Applied Business Software - The Mortgage Office Fast Facts. Founded: 1978. Who TMO Is: A web -based, all -in -one loan origination and servicing platform. Who We Serve: Private lend... 7 The Mortgage Office Applied Business Software 2026 Company Profile - PitchBook Description. Developer of loan servicing software intended for the private lending industry. The company develops software for loa... PitchBook About Us - Loan Servicing Software I The Loan Office® Company Overview. Applied Business Software, Inc. (ABS) melds almost 40 years of system design, product development, customer serv... The Loan Office Show all htortgagm Tivimanerannanarn hih„,pl.r https://www.google.com/search?q=applied+business+software+criminal+litigation&sca_esv=26efe42c3f425b34&riz=1 C1 GCCA_enUS1125US1125&sx... 5/5 Debarred Contractors List (Updated: May 2025) MIAMI- COUNTY # Debarred Entity and/or Individuals (abc order) Address Initiating Dept. and Contact Person Cause of Debarment Effect of Debarment Length of Debarment Contractor's Certificate of Competency or License Number; or Qualifier, when applicable 1 Aaron Construction Group, Inc. 10820 NW 138 St. Bay C-1 Hialeah Gardens, FL 33018 Public Housing and Community Development Department (PHCD Director, (786) 469-4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period. 9/12/19 - 9/12/29 n/a 2 Diego Alejandro Estepa Vazquez (Individual, former officer of Aaron Construction Group, Inc.) 10820 NW 138 St Bay C-1 Hialeah Gardens, FL 33018 Public Housing and Community Development Department (PHCD Director, (786) 469- 4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County Indefinitely. 9/12/19 - Indefinite n/a 3 Javier Estepa (Individual, former officer of Aaron Construction Group, Inc.) 10820 NW 138 St Bay C-1 Hialeah Gardens, FL 33018 Public Housing and Community Development Department (PHCD Director, (786) 469- 4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County Indefinitely. 9/12/19 - Indefinite n/a 4 ABC Construction Inc 7280 NW 8th St, Miami, FL 33126 State Attorney's Office (State Attorney, 305-547-0100) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a five (5) year period 11/2/2022 - 11/2/2027 n/a 5 Jorge Gonzalez (individual, former owner/president of ABC Construction Inc) 7280 NW 8th St, Miami, FL 33126 State Attorney's Office (State Attorney, 305-547-0100) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a five (5) year period 11/2/2022 - 11/2/2027 n/a 6 Another Garage Gate, Inc. 3771 NW 51 ST UNIT A, Miami, FL 33142 State Attorneys Office (State Attorney, ey's 0f7-0100) The debarment is a condition of an Order of Probation. As such, he should be ineligible for any new work from any County Department. Excluded from Contracting w/Miami-Dade County for a five (5) year period 08/30/2023 - 08/30/2028 n/a 7 Raudel Diaz (Individual, princiapl of Another Garage Gate, Inc.) 3771 NW 51 ST UNIT A, Miami, FL 33142 (State State Attorney's Office (State Attorney, 305Office 00) The debarment is a condition of an Order of Probation. As such, he should be ineligible for any new work from any County Department. Excluded from Contracting w/Miami-Dade County for a five (5) year period 08/30/2023 - 08/30/2028 n/a 8 Association of Community Organizations for Reform Now (ACORN) 2609 Canal St, 4th floor New Orleans, LA 70119 U.S. Congress (Office of Management & Budget, 202- 395-3080) Section 163 of the Continuing Appropriations Resolution, 2010, Division B of Public Law #111-68 Excluded from Contracting w/ Miami -Dade County Indefinitely. 10/07/2009 - Indefinite n/a 9 Biscayne Housing Group, LLC 25 Se 2nd Ave, Miami, FL, 33131-1508 Public Housing and Community Development Department (PHCD Director, (786) 469-4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 1/5/2021 - 1/5/2031 n/a 10 Michael Cox (individual, former partner of Biscayne Housing Group, LLC) 828 NW 9th Ave Miami, Fl 33136 Public Housing and Community Development Department (PHCD Director, (786) 469- 4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 1/5/2021 - 1/5/2031 n/a 11 BJK Construction Services, Inc 970 W McNab Rd # 210, Fort Lauderdale, FL 33309 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period. 7/8/2021 - 7/8/2031 n/a This report is maintained by Strategic Procurement Department (SPD). Please note: this list is only updated when an entity or individual is added or removed. For any questions, please contact Michou Jean, at (305) 375-3161. Debarred Contractors List (Updated: May 2025) MIAMI-DADE COUNTY # Individuals (abc order) Debarred Entity and/or Address Person Initiating Dept. and Contact Cause of Debarment Effect of Debarment Length of Debarment Contractor's Certificate of Competency or License Number; or Qualifier, when applicable 12 Michael Runyan (individual, owner of BJK Construction Services, Inc) 4411 Ne 30 Ave,] Lighthouse Point, FL 33064 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period. 7/8/2021 - 7/8/2031 n/a 13 Carlisle Development Group 2950 SW 27th AveSte 200 Miami, FI 33133 Public Housing and Community Development Department (PHCD Director, (786) 469-4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 1/5/2021- 1/5/2031 n/a 14 Lloyd Boggio (individual, former partner of Carlisle Development Group) 3316 Devon CT, Miami, Fl 33133 Public Housing and Community Development Department (PHCD Director, (786) 469- 4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 1/5/2021 - 1/5/2031 n/a 15 Matthew Greer (individual, former partner of Carlisle Development Group) 240 Ari Way Miami Beach, F133141 Public Housing and Community Development Department (PHCD Director, (786) 469- 4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 1/5/2021 - 1/5/2031 n/a 16 Design Management and Builders Corporation 5514 NW 72ND AVE, Miami, Florida, 3316611 Public Housing and Community Development Department (PHCD Director, (786) 469-4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 9/22/2021-9/22/2031 n/a 17 Arturo P. Hevia (individual, owner of Design Management and Builders Corporation) 2411 SW 83 COURT Miami, FL 33155 Public Housing and Community Development Department (PHCD Director, (786) 469- 4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 9/22/2021-9/22/2031 n/a 18 Ecological Paper Recycling, Inc. 2350 NW 149th Street Opa Locka, FL 33054 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/ Miami -Dade County Indefinitely. 11/18/2015 - Indefinite n/a 19 Jose Flores (indvidual, former officer of Ecological Paper Recycling, Inc.) 2350 NW 149th Street Opa Locka, FL 33054 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/ Miami -Dade County Indefinitely. 11/18/2015 - Indefinite n/a 20 Manuela Flores (individual, former officer of Ecological Paper Recycling, Inc.) 2350 NW 149th Street Opa Locka, FL 33054 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/ Miami -Dade County Indefinitely. 11/18/2015 - Indefinite n/a 21 William Hernandez (individual, former officer of Ecological Paper Recycling, Inc.) 2350 NW 149th Street Opa Locka, FL 33054 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/ Miami -Dade County Indefinitely. 11/18/2015 - Indefinite n/a 22 Global Electrical & Lighting Supplies, Inc. 13751 SW 143rd Ct SUITE 101, MIAMI, FL 33186 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 1/18/2018 - 1/18/2028 n/a 23 Rolando Perez (individual, former officer of Global Electrical & Lighting Supplies, Inc.) 13752 SW 143rd CT, SUITE 101, MIAMI, FL 33186 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 1/18/2018 - 1/18/2028 n/a This report is maintained by Strategic Procurement Department (SPD). Please note: this list is only updated when an entity or individual is added or removed. For any questions, please contact Michou Jean, at (305) 375-3161. 2 Debarred Contractors List (Updated: May 2025) MIAMI-DADS COUNTY # Debarred Entity and/or Individuals (abc order) Address Initiating Dept.and Contact Person Cause of Debarment Effect of Debarment Length of Debarment Contractor's Certificate of Competency or License Number; or Qualifier, when applicable 24 Vivian Perez (individual, former officer of Global Electrical & Lighing Supplies, Inc.)for 13753 SW 143rd CT, SUITE 101, MIAMI, FL 33186 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County a ten (10) year period 1/18/2018 - 1/18/2028 n/a 25 Hialeah Transport, LLC 2965 E. llth Avenue Hialeah, FL 33013 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County Indefinitely. 12/21/2015 - Indefinite n/a 26 Amancio Alonso (individual, former officer of Hialeah Transport, LLC) 2965 E. llth Avenue Hialeah, FL 33013 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County Indefinitely. 12/21/2015 - Indefinite n/a 27 Jose Barroso (indvidual, former officer of E&C Electrical Service, Inc.) 1625 NE 104th St Miami Shores, FL 33138 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period. 1/18/2018 - 1/18/2028 n/a 28 Roy J. Bustillo (individual, former officer of Municipal Lighting Systems Group, Inc.) 7035 SW 47th St A Miami, FL 33155 Internal Services Department (ISD Director, 305-375-1135) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a ten (10) year period. 1/18/2018 - 1/18/2028 n/a 29 Jorge De La Noval (individual, owner and operator of The Ultimate Electrician) 13701 SW 88TH ST STE 222 MIAMI, FL 33186 Miami Dade County Office of Inspector General, 305-375- 1946 Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a five (5) year period 8/26/2021 - 8/26/2026 n/a 30 Siltek Affordable Housing, LLC. 5800 SW 178th Ave, Southwest Ranches, FL 33331 Public Housing and Community Development Department (PHCD Director, (786) 469-4106) Violation of Section 10-39 Excluded from Contracting w/Miami-Dade County for a ten (10) year period 6/20/2024 - 6/19/2034 n/a 31 Rene Antonio Sierra (individual, former officer of Siltek Affordable Housing, LLC.) 481 Ranch Road Weston, Florida 33325 Public Housing and Community Development Department (PHCD Director, (786) 469- 4106) Violation of Section 10-38 Excluded from Contracting w/Miami-Dade County for a nine (9) year period 11/30/2019 - 11/29/2028 n/a This report is maintained by Strategic Procurement Department (SPD). Please note: this list is only updated when an entity or individual is added or removed. For any questions, please contact Michou Jean, at (305) 375-3161. 3 pe'�' n MANAGEMENT SERVICES Menu Home / Business Operations / State Purchasing / State Agency Resources / Vendor Rice istration and Vendor Lists / Convicted Vendor List Convicted Vendor List The Department of Management Services maintains a "list of the names and addresses of those who have been disqualified from the public contracting and purchasing process" under section 287.133, Florida Statutes. There are currently no vendors on this list. State Purchasing Executed Agency ACS Requests Chief Procurement Officer (CPO) Memoranda and Guidance State Contracts and Agreements MyFloridaMarketPlace Public Procurement Professional Development Approved Drone Manufacturers State Agency Resources Statewide Travel Management System Vendor Resources State Purchasing Insurance Program .(SPIP) Contact Us State Purchasing Website Feedback Office of Supplier Development .(OSD) Terms and Conditions Privacy Statement Agency Information Open Government DMS Leadership Agency Organization Accessibility Statement Copyright 02026 Department of Management Services - State of Florida pe'�' n MANAGEMENT SERVICES Menu Home / Business Operations / State Purchasing / State Agency Resources / Vendor Rice istration and Vendor Lists / Convicted Vendor List Convicted Vendor List The Department of Management Services maintains a "list of the names and addresses of those who have been disqualified from the public contracting and purchasing process" under section 287.133, Florida Statutes. There are currently no vendors on this list. State Purchasing Executed Agency ACS Requests Chief Procurement Officer (CPO) Memoranda and Guidance State Contracts and Agreements MyFloridaMarketPlace Public Procurement Professional Development Approved Drone Manufacturers State Agency Resources Statewide Travel Management System Vendor Resources State Purchasing Insurance Program .(SPIP) Contact Us State Purchasing Website Feedback Office of Supplier Development .(OSD) Terms and Conditions Privacy Statement Agency Information Open Government DMS Leadership Agency Organization Accessibility Statement Copyright 02026 Department of Management Services - State of Florida McLaren, Richard From: Dun & Bradstreet <t.email@dnb.com> Sent: Wednesday, April 8, 2026 10:51 AM To: McLaren, Richard Subject: Your DUNS Lookup Request for APPLIED BUSINESS SOFTWARE, INC. CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. dun 8: bradstrt 04/08/26 Richard Mclaren, The following is the Dun & Bradstreet D-U-N-S® Number for APPLIED BUSINESS SOFTWARE, INC. D-U-N-S number: 048950356 If this is YOUR COMPANY, learn how to monitor and potentially impact your Dun & Bradstreet business credit file with D&B Credit Insights. Call 1-800-700-2733, Monday through Friday, 8:00 AM to 6:00 PM local time or contact us at Dun & Bradstreet support. Having trouble seeing this email? View in browser Please add e.emailadnb.com to ensure delivery of our emails to your inbox. This is a notification regarding your service with Dun & Bradstreet. Privacy and Terms of Service Notice: Your privacy is important to us; please see our Privacy Policy and Terms of Use. To unsubscribe from future emails click here, or to update your email preferences, please click here. © 2026 Dun & Bradstreet, Inc. All rights reserved. 15335 Gate Pkwy, Jacksonville, FL 32256, USA 1 miamidadeaGOVIF Home Product Control Contractors Building Officials Contact us Contractor search by Company name Name Type Number Status Types: C = contractor T = tradesman Status: A = active R = restricted S = suspended Page: 1 NAME NOT FOUND ON DATABASE. BCCO Contractor Inquiry and Complaint Search I BCCO Home Page I State License Search Menu Home I About I Phone Directory I Privacy I Disclaimer © 2001 Miami -Dade County. All rights reserved. miamidadeaGOVIF Home Product Control Contractors Building Officials Contact us Contractor search by Company name Name Type Number Status Types: C = contractor T = tradesman Status: A = active R = restricted S = suspended Page: 1 NAME NOT FOUND ON DATABASE. BCCO Contractor Inquiry and Complaint Search I BCCO Home Page I State License Search Menu Home I About I Phone Directory I Privacy I Disclaimer © 2001 Miami -Dade County. All rights reserved. pe'�' n MANAGEMENT SERVICES Menu Home / Business Operations / State Purchasing / State Agency Resources / Vendor Rice istration and Vendor Lists / Suspended Vendor List Suspended Vendor List The Department of Management Services maintains a list of vendors that have been removed from the Vendor List pursuant to section 287.1351, Florida Statutes. Building Maintenance of America, LLC d/b/a Florida Building Maintenance 333 North Falkenburg Road #A117 Tampa, FL 33619 DMS 07/02/14 Notice of Default - Building Maintenance of America, LLC d/b/a Florida Building Maintenance [ 575.81 KB Club Tex, Inc. 2025 Broadway, Suite #15G New York, NY 10023 Correctional Consultants, LLC P.O. Box 515 Chattahoochee, FL 32324 iColor Printing and Mailing, Inc. 22873 Lockness Avenue Torrance, CA 90501 Visual Image Design Firm, LLC 6845 Narcoossee Road, Suite 59 Orlando, FL 32822 DOC DOC DEP DOH 01/24/19 12/10/19 02/20/12 06/25/15 Notice of Default - Club Tex, Inc. [ - 111.75 KB ] Notice of Default - Correctional Consultants, LLC [ 185.95 KB ] Notice of Default - iColor Printing and Mailing, Inc. [ 320.17 KB ] Notice of Default - Visual Image Design Firm, LLC [ 1.78MB] Updated 72/70/79 State Purchasing Executed Agency ACS Requests Chief Procurement Officer (CPO) Memoranda and Guidance State Contracts and Agreements MyFloridaMarketPlace Public Procurement Professional Development Approved Drone Manufacturers State Agency Resources Statewide Travel Management System Vendor Resources State Purchasing Insurance Program .(SPIP) Contact Us State Purchasing Website Feedback Office of Supplier Development .(OSD) Document reader download links: Adobe PDF Reader DMS Leadership Agency Organization Copyright ©2026 Department of Management Services - State of Florida APPLIED BUSINESS SOFTWARE, INC. SOFTWARE LICENSE AGREEMENT This agreement (the "Agreement") with an effective date of March 3, 2026, (the "Effective Date") is entered between Applied Business Software, Inc., a Delaware corporation with a place of business at 7755 Center Avenue, Suite 800, Huntington Beach, California 92647 ("Licensor"), and City of Miami, a Florida Government Agency, having a taxpayer identification number 59-6000375 and on the date of this Agreement a place of business at 444 SW 2nd Avenue, Miami, Florida 33130 United States and an e-mail address of fvega@miamigov.com ("Licensee"). RECITALS A. Licensee desires to obtain a license from Licensor for the Software described herein, having serial number 001-8147-000 (collectively the `Software"). B. Licensor is willing to grant a license to Licensee for the Software, pursuant and subject to the terms and conditions of this Agreement including the General Terms and Conditions ("GTC") attached hereto as exhibit "A" and made a part of this Agreement. In consideration of these premises, and the mutual promises and conditions in the Agreement the parties agree as follows: 1. Software Description: The Mortgage Office (SQL) - consisting of The Mortgage Office core program, the Database and the following modules: Loan Servicing; Trust Fund Accounting; Financial Calculator; ACH Express; Web Publishing Central; Tax Forms Management & Printing; Document Manager; Escrow Administration; Loan Origination including the following document packages: US Private Lending. 2. Designated Location: Not Applicable. 3. License Model: SaaS. 4. Total Number of Computers: 7. 5. Counterparts. This Agreement may be executed in counterparts. For purposes hereof, a facsimile copy or a scanned and e-mailed copy of this Agreement, including the signature page hereto, shall be deemed to be an original. IN WITNESS WHEREOF, the parties have executed this Agreement effective as of the date first written above. Rev. 20250220 Page 1 of 13 EXHIBIT "A" TO APPLIED BUSINESS SOFTWARE, INC. SOFTWARE LICENSE AGREEMENT GENERAL TERMS AND CONDITIONS These General Terms and Conditions ("GTC") is entered into between Applied Business Software, Inc., a California corporation, with a place of business located at 7755 Center Avenue, Suite 800, Huntington Beach, California 92647 ("Licensor") and ("Licensee") which means you or the legal entity you are executing this GTC on behalf of. By you executing this GTC on behalf of the legal entity, you represent that you have the legal authority to bind that legal entity to this GTC for their use of the software ("Software") as set forth in the latest fully executed Software License Agreement between Licensor and Licensee (the "Agreement"). Please review the terms of this GTC thoroughly. This GTC constitutes a legal agreement between Licensee and Licensor. By executing a hard copy of this GTC, Licensee is accepting all the terms and conditions of this GTC and the Agreement. License Model: Perpetual The following General Terms and Conditions apply to a Perpetual License as set forth in the Agreement. 1. In consideration of Licensee's agreement to abide by the terms and conditions of the Agreement, and subject to the other restrictions contained in this GTC and the payment by Licensee of Licensor's current license fees for the Software, Licensor hereby grants to Licensee, and Licensee hereby accepts, a non-exclusive, non -transferable license to install the Software, in object code form only, and only in accordance with the terms and conditions of this Agreement. This is a Per Device license and not a Concurrent license. 2. No other Computer may access the Software except that if the Total Number of Computers as set forth in the Agreement is greater than 1, Licensee may install the Software on a Terminal Server located at the Designated Location for remote use of the Software on individually identifiable Computers located at locations other than the Designated Location, provided that Licensee adheres to all of the other provisions of this GTC and the Agreement and provided the total number of Computers on which the Software is installed or from which it is accessed does not exceed the number set forth in the Agreement. Any Terminal Server that is running the Software counts as one of the Total Number of Computers set forth in the Agreement. Computers at the Designated Location may not access the Software via the Terminal Server. A Terminal Server is any type of Computer on which the Software can be installed, and which may connect with other Computers, terminals, workstations, servers and/or routers to allow use of the Software by any such Computer. Licensee may not have the Software hosted by a third -party hosting service other than any third -party hosting service that may be offered by Licensor to Licensee. 3. If a Computer on which the Software is installed is replaced for any reason, and the Software is permanently deleted from such Computer, Licensee may install the Software on another Computer which will become the new assigned Computer for the Software. If a Computer that remotely accesses the Software is replaced for any reason and will never again access the Software, an individually identifiable remote replacement Computer may access the Software in place of the replaced remote Computer. 4. Term and Termination. The term of the Agreement and the license granted thereunder shall begin as of the Effective Date and shall remain in force until terminated by either party as provided herein. The Agreement and the license granted therein shall automatically terminate upon the breach by Licensee of any of the provisions of the Agreement. Licensor may suspend Licensee's rights to utilize the Software during any time Licensee is delinquent in its payments to Licensor pursuant to any agreements between Licensee and Licensor, including, but not limited to, any Software Maintenance and Support Agreement between Licensee and Licensor or any such agreements have not been executed by Licensee and received by Licensor within 30 days of their being mailed by Licensor to Licensee. Licensee may terminate the Agreement at any time by providing written notice thereof to the Licensor. Rev. 20250220 Page 2 of 13 5. Effect of Termination. Within ten (10) days after the date of termination of the Agreement for any reason, Licensee shall return all original copies of the Software and give Licensor written notice certifying that the original copies of the Software and any other material received from Licensor in connection with this Agreement have been returned to Licensor, and that the Software has been erased from all computer memories and storage devices within Licensee's control and that Licensee has not retained any copies of the Software. In addition to all other remedies available to Licensor under the Agreement, Licensor shall be entitled to specific performance of Licensee's obligations to return and erase the Software and other materials licensed under the Agreement. 6. Entire Agreement. The Agreement (including this GTC) is the complete and exclusive statement of the agreement between the parties with respect to the subject matter hereof and supersedes any and all prior written and/or oral contracts, proposals, offers, quotations, marketing presentations, non -disclosure agreements and other communications between the parties relating to the subject matter of the Agreement including the license of the Software, and all prior Software License Agreements of any kind between the parties. 7. Updates and Support. Unless otherwise agreed in writing between the parties pursuant to a separate Maintenance and Support Agreement, Licensee will not be entitled to use any Web services provided by Licensor including, but not limited to LendersViewCentral, BorrowersViewCentral, PartnersViewCentral, HoldersViewCentral, ACH Payment Processing, Electronic Filing of IRS forms 1098, 1099-INT and 1099-MISC, or receive any enhancements, updates or new versions of the Software ("Upgrades"), and Licensor shall not be obligated to maintain or support the Software in any way. Any Upgrades furnished pursuant to Maintenance and Support Agreement between the parties shall be considered "Software" under this Agreement and shall be licensed to Licensee subject to the terms and conditions of this Agreement. Licensor providing Upgrades or maintenance or support for the Software and/or billing for such services and/or receiving compensation for such services shall not waive any of Licensor's rights or estop Licensor from enforcing its rights under this Agreement. 8. Licensee agrees that Licensor may conduct on -site audits of Licensee's use of the Software at Licensee's premises for compliance with the terms of this Agreement at any time, upon reasonable notice and during business hours. License Model: Hosted The following General Terms and Conditions apply to Hosted as set forth in the Agreement. 9. Licensee must have a Perpetual License to have Hosted. 10. The Software as set forth in the Agreement will be hosted exclusively by Licensor or its designated third -party vendor. 11. The Total Number of Computers as set forth in the Agreement shall be Concurrent instead of Per Computer so long as the Software is exclusively hosted by Licensor or its designated third -party vendor. 12. Control and Location of the Hosted. The method and means of providing the Hosted shall be under the exclusive control of Licensor. 13. Other Internet Based Services. Licensor may provide other Internet based services (the "Other Services") to be used in conjunction with the Hosted services. Licensor may charge an additional fee or fees to Licensee for Licensees' use of any of these Other Services. Licensor may change or cancel these Other Services at any time. 14. Support; Maintenance. To receive the Hosted, Licensee must have a current, valid and enforceable Software Maintenance Agreement (the "SMA") with Licensor for the Software. Rev. 20250220 Page 3 of 13 License Model: SaaS The following General Terms and Conditions apply to a SaaS License as set forth in the Agreement. 15. Licensor grants Licensee a renewable, nonexclusive, royalty -free, and worldwide right as set forth in the Agreement and subject to the other restrictions contained in this GTC to access the Software Concurrently on the Total Number of Computers as set forth in the Agreement via the SaaS. This is a Concurrent license. Licensor may change, discontinue or deprecate any of the Software or SaaS (including the Software and SaaS as a whole) or change or remove features or functionality of the Software or SaaS from time to time. 16. Control and Location of SaaS. The method and means of providing the SaaS shall be under the exclusive control of Licensor. 17. Other Internet Based Services. Licensor may provide other Internet based services (the "Other Services") to be used in conjunction with the SaaS services. Licensor may charge an additional fee or fees to Licensee for Licensees' use of any of these Other Services. Licensor may change or cancel these Other Services at any time. 18. Support; Maintenance. 18.1. Services Covered by the SaaS license ("Services"). (a) Telephone Consultation. Licensor shall provide to Licensee telephone consultation with respect to the use and operation of the Software, Monday through Friday between the hours of 9:00 AM and 6:00 PM (Pacific time zone), excluding all Licensor holidays ("Business Hours"). If support personnel are unavailable at the time Licensee calls during Business Hours, Licensor will use commercially reasonable efforts to return the call no later than the end of the next business day following the business day in which the call was received. Licensor is obligated to provide a maximum of eight (8) hours of telephone consultation per month. If Licensor agrees, in its sole discretion, to provide additional hours of telephone consultation in any given month, Licensee will be charged and agrees to pay Licensor's then current hourly rate for such telephone consultation. (b) Provision of Upgrades. Licensor shall provide Licensee with enhancements, updates and new versions of the Software (collectively, "Upgrades"), if any, generally released by Licensor during the term of this Agreement. Such Upgrades will be provided at no additional charge to Licensee. Any Upgrades furnished pursuant to this Agreement shall be considered "Software" under this Agreement and shall be licensed to Licensee pursuant and subject to the terms and conditions of this Agreement. 18.2. Services Not Covered by the SaaS license. (a) Exclusions. Licensor shall have no obligation to provide Services for any hardware used by Licensee in connection with use of the Software or for any request for services caused by: (i) the improper use, alteration, or damage of the Software; (ii) modifications to the Software not made by Licensor; (iii) application or other software not provided or approved by Licensor; (iv) use of the Software on hardware that has not been approved by Licensor for use with the Software; (v) failure to meet the system requirements for the then current version of the Software; or (v) hardware failures. (b) Scope of Services. This GTC and the Agreement only covers the Services described in this GTC and Agreement and does not include other services, including without limitation: (a) Software customization; (b) custom development of software; or (c) training of Licensee's Rev. 20250220 Page 4 of 13 personnel in the use of the Software. Licensor may agree, in its sole discretion, to provide such other services pursuant to a separate written agreement between the parties, and for a separate charge. (c) Back Version Support. Licensor shall only be obligated to provide Services for Software corresponding to the most recent Upgrade; provided, however, Licensor may provide back version support for a limited period of time, in its sole discretion. 18.3. Licensee Obligations. Licensor agrees to provide the Services hereunder only if Licensee meets all of the following conditions and obligations: (a) the Software is used in the form in which Licensor originally supplied it, plus all Upgrades delivered by Licensor to Licensee; (b) the Software is and has been at all times used in a proper manner and in accordance with the instructions and documentation supplied by Licensor; (c) Licensee has agreed to and is in compliance with the GTC and Agreement; and (d) Licensee is in compliance with all of the terms and conditions of this GTC and Agreement. License Model: Hosted and SaaS The following General Terms and Conditions apply to Hosted and SaaS Licenses as set forth in the Agreement. 19. Term and Termination; Renewals. 19.1. Term. Unless this GTC and Agreement are terminated earlier in accordance with the terms set forth herein, (the "Initial Term") shall commence on the Effective Date and continue until twelve months after the Effective Date. Following the Initial Term and unless otherwise terminated as provided for in this GTC and Agreement, this GTC and Agreement shall automatically renew for successive one (1) year terms (each, a "Renewal Term") until such time as a party provides the other party with written notice of termination; provided, however, that: (a) such notice be given no fewer than thirty (30) calendar days prior to the last day of the then -current term; and, (b) any such termination shall be effective as of the date that would have been the first day of the next Renewal Term. This GTC and Agreement shall automatically terminate upon the breach by Licensee of any of the provisions of this GTC or Agreement. 19.2. Payments upon Termination. Upon the termination of this GTC or Agreement, Licensee shall immediately pay to Licensor all amounts due and payable under this GTC and Agreement, if any, through the end of the then current Term. 20. The latest Quote executed by the parties contains the prices and services to be provided by Licensor to Licensee herein. 21. Fees; Renewals; Billing. 21.1. Fees. Licensee shall be responsible for, and shall pay to Licensor, the fees as described in the latest executed quote between Licensor and Licensee (the "Quote") subject to the terms and conditions contained in this GTC, the Agreement, and the Quote. 21.2. Renewals. Should the SaaS or Hosted continue beyond the then -current Term, the SaaS and/or Hosted Fees for the Renewal Term may be increased by notice from Licensor to Licensee no later than thirty (30) calendar days from the expiration of the then Initial Term or the then Renewal Term. 21.3. Billing. Any sum due Licensor for the SaaS and/or Hosted for which payment is not otherwise specified shall be due and payable in full without any deduction or offset within fifteen (15) calendar days after the date of the invoice from Licensor to Licensee. Rev. 20250220 Page 5 of 13 22. Entire Agreement. The Agreement (including this GTC and Quote) is the complete and exclusive statement of the agreement between the parties with respect to the subject matter hereof, and supersedes any and all prior written and/or oral contracts, proposals, offers, quotations, marketing presentations, non -disclosure agreements and other communications between the parties relating to the subject matter of the Agreement including the license of the Software, the Hosted and SaaS and all prior Software License Agreements of any kind between the parties. License Model: Perpetual, Hosted and SaaS The following General Terms and Conditions apply to The Perpetual License, Hosted and The SaaS License as set forth in the Agreement. 23. A "Computer" means a virtual or physical electronic device that accepts information in digital or similar form and manipulates it for a specific result based on a sequence of instructions. 24. A "Per Device" license is based on the total number of Computers that have access to the Software. 25. A "Concurrent" license is based on the number of simultaneous Computers accessing the Software. 26. The "Effective Date" is the date of the latest fully executed Agreement between Licensor and Licensee. 27. For the purposes of 11 U.S.C. 365(n), the parties acknowledge and agree that this GTC constitutes a license grant of intellectual property in software from Licensor to Licensee. 28. The license granted under this Agreement only covers the Software modules listed in the Agreement. Any additional modules currently available from Licensor, or made available in the future, are not covered by this Agreement. 29. Suspension of Services. Licensor may suspend any SaaS or Hosted services or disconnect SaaS services to Licensee until all payments due have been paid and satisfied in full. Licensor may suspend or terminate Licensee's right to access or use any portion or all of the Software or SaaS immediately and without notice if Licensor determines, in its sole discretion, that (a) Licensee's use of the Software or SaaS (i) poses a security risk to the Software or SaaS or any third party, (ii) may adversely impact the Software or SaaS or the systems or content of any other Software or SaaS Licensor customer, (iii) may subject Licensor, its affiliates, or any third party to liability, or (iv) may be fraudulent; (b) Licensee has ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of Licensee's assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding. Licensor may suspend Licensee's rights to utilize the Software during any time Licensee is delinquent in its payments to Licensor pursuant to any agreements between Licensee and Licensor, including, but not limited to, any software maintenance agreement between Licensee and Licensor or any agreements, including but not limited to this GTC, the Agreement, have not been executed with an original signature by Licensee and received by Licensor within 30 days of their being delivered by Licensor to Licensee. 30. Warranty Exclusion and Limitation of Liability. 30.1. THE SOFTWARE, WHETHER PERPETUAL, HOSTED OR SaaS IS PROVIDED BY LICENSOR "AS -IS" AND LICENSOR MAKES NO WARRANTIES WHATSOEVER WITH RESPECT TO THE SOFTWARE, WHETHER PERPETUAL, HOSTED OR SaaS EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON -INFRINGEMENT. Without limiting the generality of the foregoing, Licensor makes no warranty with respect to, and Licensee accepts sole responsibility for, the selection of the Software, whether Perpetual, Hosted or SaaS to achieve Licensee's intended results, any results obtained from such use, and the selection, use of and results obtained from any other program, Rev. 20250220 Page 6 of 13 programming equipment or services operated or applied in connection with the Software, whether Perpetual, Hosted or SaaS. Without limiting the generality of the foregoing, Licensor also makes no warranty that the Software, the Hosted or SaaS will meet Licensee's technical, legal or other requirements, that any of the documents, including but not limited to notices, letters or forms, comply with current law, or that the operation of the Software, the Hosted or SaaS will be uninterrupted or error -free. 30.2. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SOFTWARE, THE HOSTED AND SaaS, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO THE SHORTEST PERIOD OF TIME REQUIRED BY LAW. 30.3. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LICENSOR, ITS DEALERS, DISTRIBUTORS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY PROVIDED HEREIN. 31. License and Copy Restrictions. 31.1. This license is not a sale of the original or any copy of the Software. Licensor holds the copyright and other rights in the Software. 31.2. Only employees of Licensee are authorized to access the Software and only from a licensed Computer. 31.3. Licensee may maintain copies of the Software in machine readable form for backup and archival purposes only. Documentation for the Software is included in the Software in electronic format. Licensee may use the documentation for the Software to assist in Licensee's use of the Software. Licensee may print one (1) copy of the documentation for each computer for which Licensee has obtained a license to use the Software under this Agreement. 31.4. Except as otherwise provided in this Agreement, unauthorized copying, modification and distribution of the Software and associated documentation is expressly forbidden and constitutes a material breach of this Agreement. 31.5. Other than as set forth in the Agreement, Licensee may not make or distribute copies of the Software, or electronically transfer the Software from one computer to another or over a network. 31.6. Any file which contains data, tables, queries, indexes and other information assembled into an organized format suitable for access by Software ("Database") may only be accessed by the Software and only by computers licensed by this Agreement. The Database may not be modified, disassembled, decompiled, reverse engineered, distributed or otherwise transferred to a third party. The Database may be copied in machine readable form for backup and archival purposes only. The Database may be accessed by programs not including the Software provided such access is for Licensee's internal use only and is not used to produce a product that is provided to a third party for a fee. Any third -party desiring to access the Database and/or the Software must execute Licensor's then current Vendor Non -Disclosure Agreement which must also include the agreement and execution of Licensee and Licensor. 32. Installation. At Licensee's request, Licensor shall provide a reasonable amount of remote assistance with respect to the installation of the Software; however, responsibility for proper installation remains with Licensee. If Licensee requests, Licensor shall provide on -site installation assistance at Licensor's then current time and materials rates and in accordance with Licensor's then current terms and conditions covering installation services. Rev. 20250220 Page 7 of 13 33. License Metering, Auditing and Data Analytics. 33.1. Licensee acknowledges and understands that the Software has a built-in license metering module. The Software may periodically prompt the user to validate the copies of the Software installed on each computer. Licensee will have fifteen (15) days to respond to a validation prompt. If Licensor does not receive a response to the validation prompt within this 15-day period, the Software will disable itself and will become inoperable. 33.2. Licensee acknowledges that: (i) the Software may use Licensee's internal network for license metering of installed versions of the Software; (ii) the Software may use Licensee's internal network and Internet connections for the purpose of transmitting license -related data to Licensor. Licensee further acknowledges that such information may be used by Licensor for validating the authenticity of the license and monitoring the license -related data, in order to protect the Software against unlicensed or illegal use of the Software. Licensee further acknowledges that license auditing and Software activation is based on the exchange of license related data between Licensee's computers and Licensor's server. Licensee must have an active Internet connection to receive the necessary Installation, Upgrade or License Update codes. 33.3. Licensee acknowledges and agrees that Licensor will automatically receive license metering and compliance information from the built-in metering module set forth in this Section 36. Licensee agrees to follow any applicable requirements of this Agreement related to its use of the Software. 33.4. Licensee acknowledges and agrees that notwithstanding any metering module or other measures put in place by Licensor, Licensee is solely responsible and liable for any and all violations and breaches of this Agreement, whether intentional or unintentional. 33.5. Licensee acknowledges and agrees that Licensee shall not take any action to circumvent the license metering module or to delete, modify or configure any data so as to prevent the accurate reporting from the license metering module. 33.6. Licensor has the right to access customer data for analytical purposes to calculate metrics, loan volumes and related information and may utilize such information internally and in sales and marketing efforts. Licensor shall not identify any specific loans or lender or borrower information. 34. Ownership and Confidentiality. The Software is the valuable, confidential, and proprietary property of Licensor, and unless otherwise agreed in writing between the parties, Licensor shall retain exclusive title to this property both during the term and after the termination of this Agreement. Without limitation, Licensee acknowledges and agrees that all patent rights, copyrights and trade secret rights in and to the Software shall remain the exclusive property of Licensor at all times. EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, LICENSEE SHALL NOT, IN WHOLE OR IN PART, AT ANY TIME DURING THE TERM OF OR AFTER THE TERMINATION OF THIS AGREEMENT: (i) SELL, ASSIGN, LEASE, DISTRIBUTE, OR OTHERWISE TRANSFER THE SOFTWARE TO ANY THIRD PARTY; (ii) COPY OR REPRODUCE THE SOFTWARE IN ANY MANNER; (iii) DISCLOSE THE SOFTWARE TO ANY PARTY, EXCEPT TO LICENSEE'S EMPLOYEES AND CONTRACTORS WHO REQUIRE ACCESS TO THE SOFTWARE FOR THE PURPOSES OF THIS AGREEMENT; CONTRACTORS MAY ONLY ACCESS THE SOFTWARE ON A LICENSED COMPUTER AND MUST EXECUTE LICENSOR' S THEN CURRENT VENDOR NON DISCLOSURE AGREEMENT WHICH MUST ALSO INCLUDE THE AGREEMENT AND EXECUTION OF LICENSEE AND LICENSOR.; (iv) MODIFY, DISASSEMBLE, DECOMPILE, REVERSE ENGINEER OR TRANSLATE THE SOFTWARE; OR (v) ALLOW ANY PERSON OR ENTITY TO COMMIT ANY OF THE ACTIONS DESCRIBED IN (i) THROUGH (iv) ABOVE. Rev. 20250220 Page 8 of 13 Licensee shall take appropriate action, by instruction, agreement, or otherwise, with respect to its employees and contractors permitted under this Agreement to have access to the Software, to ensure that all of Licensee's obligations under this Section shall be satisfied. 38. General. 38.1 Governing Law. This GTC, Quote and Agreement shall be governed by the laws of the State of Florida without regard to conflicts of law principles, and shall benefit Licensor, its successors and assigns. Licensee hereby consents to the exclusive jurisdiction of and venue of the state courts sitting in Miami -Dade County, Florida or the federal courts in the Southern District of Florida to resolve any disputes under this GTC, Quote and Agreement. 38.2. Waiver and Amendment. This GTC, Quote and Agreement may be amended and rights under this GTC, Quote and Agreement may be waived only by a written document signed by an authorized officer of Licensee and Licensor. Failure at any time of either party to require performance of any obligation of the other under this GTC, Quote or Agreement shall not affect the right at a later time to require such performance. No waiver of the breach of any provision of this GTC, Quote or Agreement shall be deemed a further or continuing waiver of any such breach or a waiver of the breach of any other provision of this GTC, Quote or Agreement. No Licensor dealer, agent or employee is authorized to make any amendments to this GTC, Quote or Agreement. If this GTC is modified by the parties and original signatures are affixed to this GTC as modified (the "Modified GTC") then the Modified GTC will take precedence over this GTC. 38.3. Assignment. Licensee may not assign any of its rights, nor delegate any of its obligations, under this GTC, Quote or Agreement without Licensor's prior, written consent, which Licensor may withhold in its sole discretion. Licensee understands and agrees that the license granted hereunder the Agreement and the Agreement are not transferable, assignable, subject to sale, rental, lease, resale or sublicense of any kind by Licensee. Licensor may assign its rights and delegate its obligations under this GTC, Quote or Agreement. 38.4. Parties Bound. This GTC, Quote and Agreement shall be binding on and inure to the benefit of Licensor and its successors and assigns and to Licensee. 38.5. Injunctive Relief. Licensee acknowledges that any breach of Licensee's obligations under this GTC, Quote or Agreement may result in irreparable injury for which Licensor shall not have an adequate remedy at law. Accordingly, if Licensee breaches or threatens to breach any of Licensee's obligations under this GTC, Quote or Agreement, Licensor shall be entitled, without showing or proving any actual damage sustained, to a temporary restraining order, preliminary injunction, permanent injunction, and/or order compelling specific performance, to prevent the breach of Licensee's obligations under this GTC, Quote and Agreement. Nothing in this GTC, Quote or Agreement shall be interpreted as prohibiting Licensor from pursuing or obtaining any other remedies otherwise available to it for such actual or threatened breach, including recovery of damages. 38.6. Severability. Whenever possible, each provision of this GTC, Quote and Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this GTC, Quote or Agreement is invalid under applicable law, that provision will be ineffective to the extent of the invalidity, without affecting the remainder of that provision or the remaining provisions of this GTC, Quote and Agreement. 38.7. Notices. Any notices or reports required by this GTC, Quote or Agreement to be given by one party to the other party shall be made in writing to that party at: Attn: City Manager, 444 SW 2nd Rev. 20250220 Page 9 of 13 Avenue, 10th Floor, Miami, FL 33130, with a copy to: Attn: City Attorney, 444 SW 2nd Avenue, 9th Floor, Miami, FL 33130 or any other address that may be designated in writing from time to time by the party. All notices to be given by either party to the other under this GTC, Quote or Agreement shall be deemed given: (i) upon receipt, in the case of Personal delivery; (ii) on the third day following deposit in the mail if the notice is sent by prepaid certified mail, return receipt requested; (iii) on the date of delivery to a nationally recognized overnight courier service by the party giving notice if the notice is sent via an overnight delivery service; or (iv) on the date e- mailed to the party at the e-mail address set forth in the Agreement. 38.8. Survival. Sections 5, 20.2, 20.3, 33, 36, 37 and 38, of this GTC and any other provisions of this GTC, Quote and the Agreement that may be reasonably interpreted to survive termination of this GTC, Quote and the Agreement, shall survive termination of this GTC, Quote and the Agreement. 38.9. Neutral Interpretation. This GTC, Quote and the Agreement shall be construed in accordance with its intent and without regard to any presumption or any other rule requiring construction against the party causing the same to be drafted and any rules of construction to the contrary, are hereby specifically waived. 38.10. Export. Licensee shall comply with all applicable provisions of the Export Administration Regulations of the United States Department of Commerce, and all similar laws and regulations, in effect from time to time with respect to the Software and shall provide Licensor with all documentation and data necessary or desirable in monitoring such compliance. Licensee agrees to defend, indemnify and hold Licensor harmless against any liability arising from the failure of Licensee or Licensee's Licensees to comply with such regulations. 38.11. U.S. Government Restricted Rights. If Licensee is a U.S. Government user then the Software is provided with "RESTRICTED RIGHTS" as set forth in subparagraphs (c)(1) and (2) of the Commercial Computer Software Restricted Rights clause at FAR 52.227 19 or subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause DFARS 252.277 7013, or any other successor or similar regulation or statute, as applicable. Manufacturer: Applied Business Software, 7755 Center Avenue, Suite 800, Huntington Beach, California 92647. 38.12 Antitrust Violator, Pursuant to Section 287.137, Florida Statutes, a person or an affiliate who has been placed on the Antitrust Violator Vendors List following a conviction or being held civilly liable for an antitrust violation may not submit a bid, proposal, or reply on any agreement to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on any agreement with a public entity for the construction or repair of a public building or public work; may not submit a bid, proposal, or reply on leases of real property to a public entity; may not be awarded or perform work as a grantee, supplier, subcontractor, or consultant under an agreement with a public entity; and may not transact new business with a public entity. 38.13 Anti -Human Trafficking The Contractor confirms and certifies that it is not in violation of Section 787.06, Florida Statutes, and that it does not and shall not use "coercion" for labor or services as defined in Section 787.06, Florida Statutes. The Contractor shall execute and submit to the City an Affidavit, of even date herewith, in compliance with Section 787.06(13), Florida Statutes, attached an incorporated Rev. 20250220 Page 10 of 13 herein as "Anti -Human Trafficking Affidavit". If the Contractor fails to comply with the terms of this Section, the City may suspend or terminate this Agreement immediately, without prior notice, and in no event shall the City be liable to Contractor for any additional compensation or for any consequential or incidental damages. 38.14 Violations, Debarment, Scrutinized Companies, The Contractor hereby certifies that neither the contractual party nor any of its principal owners or personnel have been convicted of any of the violations or debarred or suspended as set forth in Section 18-107 or Ordinance No. 12271. The Bidder also certifies, pursuant to Section 287.135(5), Florida Statutes, that at the time of submitting its Proposal it: (a) is not on the "Scrutinized Companies with Activities in Sudan List" or the "Scrutinized Companies with Activities in Iran Terrorism Sectors List"; (b) does not have business operations in Cuba or Syria; and (c) is not participating in a boycott of Israel. The Proposer further acknowledges that a false certification may subject it to contract termination, civil penalties, and debarment as provided under section 287.135, Florida Statutes. SIGNATURE PAGE FOLLOWS Rev. 20250220 Page 11 of 13 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "Contractor" ATTEST: Applied Business Software /-7.<711 BY: NAME: If ;violas µerc-e.ra TITLE: Seri; or, ?,,y far off' Accawlf �[rr� an CGS4-6Wtcr 5ciCCes5 (Corporate Seal) ATTEST: BY: CDecnsignetl by Signed by: Todd B. Hannon City Clerk "City" THE CITY OF MIAMI, A MUNICIPAL CORPORATION OF THE STATE OF FLORIDA BY: Cs A66C2$6F2CfiA478.. James Reyes City Manager APPROVED AS TO LEGAL FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: ,-DacuSignetl by: BY: 6ce7F` Tbiset,a III DS FtLF BY: DocDslgnea by: 27395C6318214E7... George K. Wysong III 25-246 David Ruiz City Attorney Interim Director of Risk Management Rev. 20250220 Page 12 of 12 EXHIBIT A INSURANCE REQUIREMENTS APPLIED BUSINESS SOFTWARE, INC. I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami listed as additional insured Primary Insurance Clause Endorsement Contingent Exposures Included II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami listed as an additional insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Professional/E&O/Cyber Liability Combined Single Limit Each Claim $1,000,000 Policy Aggregate $1,000,000 Retroactive date included The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. Docusign Envelope ID: 02041 F8F-F815-876A-82E3-7613C0C92255 EXHIBIT B CITY OF MIAMI REQUIRED PROVISIONS (CITY ADDENDUM) This Exhibit B — City of Miami Required Provisions (the "City Addendum") is attached to and made a part of that certain Software License Agreement (the "Agreement") by and between Applied Business Software, Inc. ("Licensor") and the City of Miami ("Licensee"). Capitalized terms used but not defined in this City Addendum have the meanings given in the Agreement and the General Terms and Conditions attached thereto as Exhibit "A" (the "GTC"). 1. Incorporation; Order of Precedence 1.1. This City Addendum is hereby incorporated into and made a part of the Agreement, including the GTC and the latest Quote between the parties (together with the Agreement and GTC, the "Agreement Documents"). 1.2. All references in the Agreement Documents to the "Agreement" shall be deemed to include this City Addendum. 1.3. Order of Precedence. In the event of any conflict or inconsistency between this City Addendum and any other term of the Agreement Documents, the provisions of this City Addendum shall control as between Licensor and Licensee. 2. Public Records — Chapter 119, Florida Statutes 2.1. Licensor acknowledges that Licensee is a public agency subject to Florida's Public Records Law, Chapter 119, Florida Statutes, and Article I, Section 24 of the Florida Constitution. Licensor understands that documents, data, and other materials in Licensor's possession in connection with the Agreement may constitute "public records" subject to inspection and copying. 2.2. To the extent Licensor is acting on behalf of Licensee as provided in section 119.0701, Florida Statutes, Licensor shall: 2.3. Keep and maintain public records that are ordinarily and necessarily required by Licensee to perform the services under the Agreement; 2.3.1.Provide the public with access to such public records on reasonable terms and conditions and at a cost that does not exceed that allowed by Chapter 119, Florida Statutes, or other applicable law; 2.3.2.Ensure that public records that are exempt or confidential and exempt from disclosure are not disclosed except as authorized by law; 2.3.3.Upon request from Licensee's custodian of public records, promptly provide copies of any requested public records or allow the records to be inspected or copied within a reasonable time; and 2.3.4.Upon termination of the Agreement, transfer to Licensee, at no cost, all public records in Licensor's possession related to the Agreement and, if directed by Licensee, destroy any duplicate records that are exempt or confidential and exempt from disclosure requirements. All electronically stored public records must be provided in a format that is compatible with Licensee's information technology systems. 2.3.5.SHOULD LICENSOR DETERMINE TO DISPUTE ANY PUBLIC ACCESS PROVISION REQUIRED BY FLORIDA STATUTES IN CONNECTION WITH THIS AGREEMENT, THEN LICENSOR SHALL DO SO AT ITS OWN EXPENSE AND AT NO COST TO LICENSEE (THE CITY OF MIAMI). IF LICENSOR HAS QUESTIONS REGARDING Docusign Envelope ID: 02041 F8F-F815-876A-82E3-7613C0C92255 THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO LICENSOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, LICENSOR MAY CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 416- 1800, VIA EMAIL AT PUBLICRECORDS@MIAMIGOV.COM, OR BY REGULAR MAIL AT CITY OF MIAMI, OFFICE OF THE CITY ATTORNEY, 444 SW 2ND AVENUE, 9TH FLOOR, MIAMI, FL 33130. LICENSOR MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY OF MIAMI DEPARTMENT THAT IS ADMINISTERING THIS AGREEMENT. 2.4. Licensor's failure to comply with this section shall be a material breach of the Agreement and grounds for immediate unilateral termination by Licensee, in addition to any other remedies available at law or in equity. If Licensor fails to provide public records upon request, Licensor shall reimburse Licensee for any costs and attorneys' fees incurred by Licensee in enforcing the requirements of Chapter 119, Florida Statutes, as they relate to records of Licensor. 3. Maintenance of Records; Audit and Inspection Rights 3.1. Licensor shall keep and maintain complete and accurate books, records, documents, and other evidence (collectively, "Records") that relate to: (i) fees and charges billed to Licensee; (ii) performance of services under the Agreement; and (iii) security and access controls applied to Licensee's data. 3.2. Licensor shall retain all Records for at least five (5) years after the later of: (i) expiration or earlier termination of the Agreement; or (ii) the resolution of any audit, claim, or litigation arising out of the Agreement. 3.3. Licensee, the City of Miami's Independent Inspector General, and any other duly authorized representative of Licensee shall have the right, upon reasonable notice and during normal business hours, to inspect, audit, and copy such Records at Licensor's place of business, or to receive copies electronically at no additional cost, for the purpose of verifying charges and compliance with the Agreement. 3.4. If any audit reveals overcharges to Licensee, Licensor shall promptly refund the overcharged amounts with interest at the maximum rate allowed by law. If an audit reveals a material breach or non-compliance, Licensee may recover its reasonable audit costs in addition to other remedies. 4. Contingency Clause; Availability of Funds; Non -Appropriation 4.1. Funding for Licensee's obligations under the Agreement is contingent upon the availability of lawfully appropriated funds and continued authorization for the program or project for which the Software and services are procured. 4.2. If funds are not appropriated, or are reduced, or if program authorization is reduced or terminated, Licensee may, in its sole discretion, amend the Agreement to reduce the scope of services or terminate the Agreement, in whole or in part, upon thirty (30) days' written notice to Licensor. 4.3. In such event, Licensee shall have no obligation to pay any early termination fee, liquidated damages, or other penalty. Licensee shall only be obligated to pay undisputed fees for Software access and services actually provided through the effective date of termination, subject to applicable budgetary limitations. 5. Governing Law; Venue; Sovereign Immunity; No City Indemnity 5.1. Governing Law; Venue. Notwithstanding anything to the contrary in the Agreement Documents, as between Licensee and Licensor this Agreement shall be interpreted, construed, and enforced in accordance with the laws of the State of Florida, without regard to conflict -of -law principles. Docusign Envelope ID: 02041 F8F-F815-876A-82E3-7613C0C92255 Exclusive venue for any action, suit, or proceeding by or against Licensee arising out of or relating to the Agreement shall lie in a court of competent jurisdiction in Miami -Dade County, Florida. 5.2. Sovereign Immunity. Nothing in the Agreement Documents shall be construed as a waiver of Licensee's sovereign immunity, or of the limitations of liability, defenses, or immunities provided under section 768.28, Florida Statutes, or any other applicable law. 5.3. No Indemnity by Licensee. To the extent any provision of the Agreement Documents purports to require Licensee to indemnify, defend, or hold harmless Licensor or any third party, such provision shall be void, shall not apply to Licensee, and shall not be enforced against Licensee. 5.4. Attorneys' Fees. Each party shall bear its own attorneys' fees and costs, except to the limited extent that fees are recoverable by a prevailing party under applicable Florida law against a public entity. 6. Termination for Convenience by Licensee 6.1. In addition to any other termination rights in the Agreement Documents, Licensee may terminate the Agreement, in whole or in part, without cause and for its convenience upon thirty (30) days' prior written notice to Licensor. 6.2. Upon receipt of a notice of termination for convenience, Licensor shall: (i) cease providing new services and cease granting new access as of the effective termination date; and (ii) use commercially reasonable efforts to assist Licensee in an orderly transition of Licensee's data. 6.3. Licensor shall be entitled only to payment of undisputed fees for Software access and services actually rendered through the effective date of termination. Licensor shall not assess any early termination fee, lost profits, or other penalty against Licensee for a termination under this section. 7. Insurance Requirements 7.1. Licensor shall maintain, at its sole cost and expense, throughout the term of the Agreement and any renewal: 7.1.1.Commercial General Liability insurance written on an occurrence basis, with minimum limits of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate, including coverage for contractual liability, products/completed operations, and personal and advertising injury; 7.1.2.Technology Errors & Omissions / Cyber Liability insurance with limits of not less than One Million Dollars ($1,000,000) per claim, covering security and privacy liability, regulatory proceedings, and notification and remediation costs; and 7.1.3.Workers' Compensation and Employers' Liability insurance in accordance with Chapter 440, Florida Statutes, with minimum limits of Five Hundred Thousand Dollars ($500,000) each accident. 7.2. The City of Miami shall be named as an additional insured on the policies required in subsections 7(a)(i) and, to the extent available, 7(a)(ii), on a primary and non-contributory basis, for liability arising from Licensor's acts or omissions. 7.3. Licensor shall provide certificates of insurance acceptable to Licensee evidencing the required coverage prior to the Effective Date and upon each policy renewal. No material change or cancellation shall be effective as to Licensee without at least thirty (30) days' prior written notice (ten (10) days for non-payment of premium). 7.4. Failure to maintain the required insurance shall be a material breach and grounds for immediate termination by Licensee. Docusign Envelope ID: 02041 F8F-F815-876A-82E3-7613C0C92255 8. Indemnification 8.1. Licensor shall indemnify, defend, and hold harmless Licensee (the City of Miami), its officials, officers, employees, and agents (collectively, the "City Indemnitees") from and against any and all third -party claims, demands, actions, damages, losses, liabilities, judgments, fines, penalties, costs, and expenses (including reasonable attorneys' fees and costs) to the extent arising out of or relating to: (i) any negligent act or omission or willful misconduct of Licensor or its employees, agents, or subcontractors in connection with this Agreement; (ii) any actual or alleged infringement or misappropriation of any patent, copyright, trade secret, trademark, or other intellectual property right by the Software, SaaS, or other materials provided by Licensor under this Agreement; (iii) any actual or alleged unauthorized access, acquisition, use, disclosure, or destruction of City Data caused by Licensor's failure to comply with this Agreement or applicable law; or (iv) Licensor's violation of any applicable federal, state, or local law, rule, or regulation in connection with this Agreement. 8.2. In addition to its defense and indemnity obligations above, if the Software, SaaS, or any component thereof is held, or in Licensor's reasonable opinion is likely to be held, to infringe any third -party intellectual property right, Licensor shall, at its sole cost and expense, promptly: (i) procure for the City the right to continue using the affected Software or SaaS; or (ii) replace or modify the affected Software or SaaS so that it is non -infringing while providing substantially equivalent functionality. If neither option is commercially reasonable, Licensor shall refund to the City any prepaid, unused fees for the affected Software or SaaS and shall cooperate in good faith to facilitate an orderly transition of City Data. 8.3. Licensor shall have no obligation under this subsection 8.1 to the extent a claim of infringement results solely from: (i) the City's material modification of the Software or SaaS not contemplated by the Agreement or Licensor's documentation; or (ii) the City's combination of the Software or SaaS with third -party products or services not provided or expressly authorized in writing by Licensor, if the claim would not have arisen but for such combination. 8.4. Nothing in this section shall be construed as a waiver of the City's sovereign immunity or the limitations of liability set forth in section 768.28, Florida Statutes, or any other limitations or defenses provided by law. 8.5. The limitations of liability, exclusions of damages, and similar risk -allocation provisions in the Agreement Documents shall not apply to Licensor's indemnity, defense, and hold -harmless obligations under this section. 9. Compliance with Laws; Non -Discrimination; ADA 9.1. Licensor shall comply with all applicable federal, state, and local laws, regulations, ordinances, and codes in performing its obligations under the Agreement, including, without limitation, those relating to data privacy and security, employment, and non-discrimination. 9.2. Licensor shall not unlawfully discriminate against any person in violation of any federal, state, or local law on the basis of race, color, religion, sex, national origin, age, disability, marital status, sexual orientation, gender identity or expression, or any other protected status, in connection with hiring, compensation, promotion, or provision of services under the Agreement. 9.3. Licensor shall comply with all applicable provisions of the Americans with Disabilities Act (ADA), as amended, and all related regulations, guidelines, and standards. 10. Public Entity Crimes; Scrutinized Companies; E-Verify 10.1. Public Entity Crimes. Licensor represents that it is not on the convicted vendor list following a conviction for a public entity crime, as described in section 287.133, Florida Statutes, and that it will not engage any subcontractor on such list to perform any portion of the work under Docusign Envelope ID: 02041 F8F-F815-876A-82E3-7613C0C92255 the Agreement. If Licensor or any such subcontractor is placed on the convicted vendor list during the term of the Agreement, Licensee may terminate the Agreement immediately. 10.2. Scrutinized Companies / Boycott. If and to the extent required by Sections 287.135 and 215.4725, Florida Statutes, Licensor certifies that it is not on a list of scrutinized companies with activities in Sudan or Iran, or scrutinized companies that boycott Israel, and is not engaged in a boycott of Israel. If Licensor is placed on any such list or engages in prohibited activities during the term, Licensee may terminate the Agreement immediately. 10.3. E-Verify. Licensor shall register with and use the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by Licensor during the term of the Agreement, as required by section 448.095, Florida Statutes, and shall include a requirement to use E-Verify in all subcontracts for work under this Agreement. Licensor shall provide proof of registration and compliance upon request by Licensee. 11. Assignment and Subcontracting 11.1. Licensor shall not assign, transfer, pledge, delegate, subcontract, or otherwise convey any of its rights or obligations under the Agreement, whether voluntarily, involuntarily, by operation of law, except through a change of control of Licensor, without the prior written consent of Licensee. 11.2. Any purported assignment or transfer except through a change of control of Licensor without Licensee's prior written consent shall be void and shall constitute a material breach. 11.3. Licensee may withhold consent if the proposed assignee or transferee is, in Licensee's reasonable judgment, unable to satisfy the obligations under the Agreement or presents unacceptable risk. 11.4. Should Licensor assign or transfer any of its rights or obligations under the Agreement due to a change of control of Licensor, Licensee may terminate this Agreement without penalty. 12. Independent Contractor; No Third -Party Beneficiaries 12.1. Licensor is and shall at all times remain an independent contractor in the performance of all work and services under the Agreement. Nothing in the Agreement Documents shall be construed to create a partnership, joint venture, agency, or other relationship between Licensor and Licensee other than that of independent contracting parties. 12.2. Licensor has no authority to bind Licensee to any obligation or liability to any third party. 12.3. The Agreement is solely for the benefit of Licensor and Licensee, and nothing in the Agreement Documents shall be construed to create any rights or remedies in any other person or entity as a third -party beneficiary. 13. Use of City Name, Logo and Trademarks 13.1. Notwithstanding anything to the contrary in the Agreement Documents, Licensor shall not, without Licensee's prior written consent in each instance: (i) use Licensee's name, seal, insignia, or service marks; or (ii) refer to Licensee in any advertising, marketing, press release, client list, case study, public announcement, or other promotional communication. 14. Data Security; City Data Ownership; Limitation on Analytics Use 14.1. All data, content, and information of Licensee and its customers or program beneficiaries that is entered into, processed, generated, or stored through the Software or SaaS ("City Data") shall be and remain the exclusive property of Licensee. Licensor shall have no ownership or other proprietary interest in City Data. Docusign Envelope ID: 02041 F8F-F815-876A-82E3-7613C0C92255 14.2. Use of City Data. Licensor may use City Data solely to provide the Software, SaaS, and related services to Licensee, to maintain and improve such services, and to meet its legal obligations. Licensor shall not sell City Data, use City Data to market to third parties, or use City Data in a manner that would identify Licensee or any individual data subject in sales or marketing efforts, even if aggregated, without Licensee's prior written consent. This provision supersedes any contrary language in the Agreement Documents. 14.3. Security Measures. Licensor shall implement and maintain commercially reasonable administrative, physical, and technical safeguards designed to: (i) ensure the security and confidentiality of City Data; (ii) protect against anticipated threats or hazards to the security or integrity of City Data; and (iii) protect against unauthorized access to or use of City Data. 14.4. Security Incidents. Licensor shall promptly (and in no event later than seventy-two (72) hours after discovery) notify Licensee in writing of any actual or reasonably suspected unauthorized access, acquisition, use, disclosure, or destruction of City Data, or other security incident that may materially impact Licensee or its constituents. Licensor shall cooperate fully with Licensee in investigating and remediating any such incident, including providing relevant logs and records, and shall bear costs to the extent required by applicable law or attributable to Licensor's failure to comply with this section. 14.5. Return / Retention of City Data. Upon expiration or termination of the Agreement for any reason, Licensor shall, at Licensee's option, (i) provide Licensee a complete and current export of City Data in a mutually agreed, non-proprietary, machine-readable format; and (ii) thereafter securely delete or render unreadable all City Data in its possession or control, except where retention is required by law. 15. Prohibition on Contingent Fees / Undisclosed Lobbyists 15.1. Licensor warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for Licensor, to solicit or secure the Agreement, and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for Licensor, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of the Agreement. For any breach or violation of this warranty, Licensee shall have the right to terminate the Agreement without liability and, in its discretion, to deduct from the contract price or otherwise recover the full amount of any such fee, commission, percentage, gift, or consideration. 16. Miscellaneous — Interpretation; Time; Survival 16.1. Interpretation. The language of the Agreement Documents has been negotiated by the parties to express their mutual intent, and no rule of strict construction shall be applied against either party as the drafter. 16.2. Time of the Essence. Time is of the essence with respect to Licensor's performance of its obligations under the Agreement, including service -level and response -time commitments. 16.3. Survival. In addition to any provisions identified in the Agreement Documents as surviving termination, all provisions of this City Addendum that by their nature should survive (including without limitation Sections 2 (Public Records), 3 (Maintenance of Records; Audit and Inspection Rights), 4 (Contingency Clause — Availability of Funds / Non -Appropriation), 5 (Governing Law; Venue; Sovereign Immunity; No City Indemnity), 7 (Insurance Requirements), 10 (Public Entity Crimes; Scrutinized Companies; E-Verify), 13 (Use of City Name, Logo and Trademarks), and 14 (Data Security; City Data Ownership; Limitation on Analytics Use)) shall survive expiration or termination of the Agreement. Docusign Envelope ID: 02041 F8F-F815-876A-82E3-7613C0C92255 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "Licensor" ATTEST: APPLIED BUSINESS SOFTWARE, INC., Signed by: Signed by: BY: Na � aan roollka BY: s NoA,arst, EfT76R00E7'87472... '-01441983BB20448... NAME:Nathan Goodhart TITLE: VP of Sales (Corporate Seal) ATTEST: DacuSignetl by: BY: Todd B. Hannon City Clerk Signed by: NAME: Carlos Nodarse TITLE: CEO "Licensee" THE CITY OF MIAMI, A MUNICIPAL CORPORATION OF THE STATE OF FLORIDA BY: ESigned by: A68C256F2C6A478.. James Reyes City Manager APPROVED AS TO LEGAL FORM AND APPROVED AS TO INSURANCE CORRECTNESS: BY: ,--Dncusignetl by: atbrq,RiS61A 1 III S.-8877 E 48 George K. Wysong III 25-246 City Attorney rps F REQUIREMENTS: BY: ®ocvSlgned hy: 27395C631821dE7... David Ruiz Interim Director of Risk Management ANTI -HUMAN TRAFFICKING AFFIDAVIT 1. The undersigned affirms, certifies, attests, and stipulates as follows: a. The entity is a non -governmental entity authorized to transact business in the State of Florida and in good standing with the Florida Department of State, Division of Corporations. b. The nongovernmental entity is either executing, renewing, or extending a contract (including, but not limited to, any amendments, as applicable) with the City of Miami ("City") or one of its agencies, authorities, boards, trusts, or other City entity which constitutes a governmental entity as defined in Section 287.138(1), Florida Statutes (2024). c. The nongovernmental entity is not in violation of Section 787.06, Florida Statutes (2024), titled "Human Trafficking." d. The nongovernmental entity does not use "coercion" for labor or services as defined in Section 787.06, Florida Statutes (2024), attached and incorporated herein as Exhibit Affidavit-1. 2. Under penalties of perjury, I declare the following: a. I have read and understand the foregoing Anti -Human Trafficking Affidavit and that the facts, statements and representations provided in Section 1 are true and correct. b. I am an officer or a representative of the nongovernmental entity authorized to execute this Anti - Human Tra eking Affidavit, Nongovernmental Entity: )/xd 3z/hs-i4ez Name: l'V A)td4fJe Officer Title: eb-r) Signature of Officer: �t.-/j G% ,+ Office Address: 7 7/ fG' t_ i I�� fL 1� l _ / voc/7 Email Address/ ff `�Q 010i e. {3h441V/Vunber: �j7 - �-5 3� FEIN No. 52-a3g/& 6 STATE OF FLORIDA COUNTY OF MIAMI-DADE SEE ATTACHED The foregoing instrument was sworn to and subscribed before me by means of ❑ physical presence or O online notarization, this day of by , as the authorized officer or representative for the nongovernmental entity.. He/she is personally known to me or has produced as identification. (NOTARY PUBLIC SEAL) Signature of Person Taking Oath (Printed, Typed, or Stamped Name of Notary Public) My Commission Expires: ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On 1v`J 2 , 252-40 before me, Jennifer Phommacharinh, Notary Public (insert name and title of the officer) personally appeared C,corko A4er who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 1•NN11M/•N/•N *f**iM1iM11MN*RsfHf * Nf JENNIIFER PHOMMACHARINH z Notary Public Com. # 2546477 n ©RANGE County. Calif. Comm. Expires FEB. 16, 2030 • ACORO® CERTIFICATE OF LIABILITY INSURANCE `----- DATE(MM/DD/YYYY) 4/23/2026 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(s). PRODUCER The Baldwin Group West, LLC 15901 Red Hill Ave, Ste 100 Tustin CA 92780 CONTACT Chrystal Rott PHONE FAX (A/c No Ext): (714) 505-7000 (A/C, No): (714) 573-1770 E-MAIL ADDR ESS: chrystal.rott@wgbib.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Continental Casualty Company 20443 INSURED APPLBUS-01 Applied Business Software ABS TopCo Holdings LLC 7755 Center Ave., Ste. 800 Huntington Beach CA 92647 INSURER B: Transportation Insurance Compa 20494 INSURERC: Hartford Casualty Insurance Co 34690 INSURER D: ACE American Insurace Company 45055 INSURERE: Certain Underwriters at Lloyds 37273 INSURER F : Travelers Casualty & Surety Co 31194 COVERAGES CERTIFICATE NUMBER: 381403431 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 LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MMIDD/YYYY) POLICY EXP (MMIDD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY Y B7013649638 (\�\\��/ �/ 10/15/2025 41, :P►Crl 10/15/2026 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 1,000,000 MED EXP (Any one person) $ 10,000 PERSONAL &ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PRO JECT X PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 $ A AUTOMOBILE X LIABILITY ANY AUTO OWNED X SCHEDULED AUTOS NON -OWNED AUTOS ONLY Y B7013649638 10/15/2025 10/15/2026 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ B X UMBRELLA LIAB EXCESS LIAB X O OCCUR CLAIMS -MADE B7013649641 10/15/2025 10/15/2026 EACH OCCURRENCE $ 3,000,000 AGGREGATE $ 3,000,000 DED X RETENTION $ in nn $ c WORKERS COMPENSATION ANDEMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y/N Y 72WECAJOE28 10/15/2025 10/15/2026 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 D E F Cyber / Tech E&O D&O / Fiduciary Employment Practices F17206461003 ADL01050001 107187630 10/15/2025 10/15/2025 10/15/2025 10/15/2026 10/15/2026 10/15/2026 Limit of Liability Limit of Liability Limit of Liability 3,000,000 3,000,000 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Excess Cyber Liability - Effective 10/15/2025-10/15/2026 Carrier: Continental Casualty Company (NAIC #20443). Limit of Liability: $2,000,000 The City of Miami is included as an Additional Insured with respect to General and Automobile Liability if required by written contract and subject to terms, conditions, and exclusions of the policy. A Waiver of Subrogation in favor of the City of Miami applies to Workers' Compensation if required by written contract, and subject to terms, conditions, and exclusions of the policy. Coverage is provided on a Primary & Non -Contributory basis on the General and Automobile Liability if required by written contract and subject to terms, conditions and exclusions of the policy. CERTIFICATE HOLDER CANCELLATION City of Miami 444 SW 2nd Ave, 6th Floor Miami FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD The Hartford THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number: 72 WEC AJOE28 Endorsement Number: 003 Effective Date: 04/22/26 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Applied Business Software Inc. 7755 CENTER AVE STE 800 HUNTINGTON BEACH CA 92647 We have the right to recover our payments from anyone liable for an injti covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (Tkkagreement applies only to the extent that you perform work under a written contract that requires you to obtain this vement from us.) You must maintain payroll records accurately segregating the remunrerati of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 5 % of the nrnia workers' compensation premium otherwise due on such remuneration. SCHEIaULE Person or Organization Job Description City of Miami , 444 SW 2ND AVE, Su , Floor, MIAMI, 3 FL, 33130 Countersigned by Authorized Representative Form WC 04 03 06 (1) Printed in U.S.A. Process Date: 04/22/26 Policy Expiration Date: 10/15/26 CNA SB146935E (Ed. 10-19) BLANKET ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - WITH PRODUCTS COMPLETED OPERATIONS COVERAGE AND LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE PART BUSINESSOWNERS COMMON POLICY CONDITIONS TABLE OF CONTENTS I. Blanket Additional Insured - including Primary -Noncontributory provision II. Liability Extension Coverages A. Bodily Injury - Expanded Definition B. Broad Knowledge of Occurrence C. Estates, Legal Representatives and Spouses D. Fellow Employee First Aid E. Personal and Advertising Injury - Discriminatio or Humiliation F. Personal and Advertising Injury - Broacfenedviction G. Waiver of Subrogation - Blanket H. Additional Insured - Extended Coverage I. BLANKET ADDITIONAL INSURED PROVI A. Who Is An Insured is amended to as aA Idefitional insured any person or organization whom you are required by "written contract" to a414.,s n ad tional insured on the Businessowners Liability Coverage Form. B. The insurance provided to the . ditl nal in is limited as follows: 1. The person or organi an additional insured only with respect to liability for "bodily injury," "property damage," or "pers. and advertising injury" caused in whole or in part by: a. Your acts or o ssions; or b. The acts or omissions of those acting on your behalf in the performance of your ongoing operations specified in the "written contract"; or c. "Your work" that is specified in the written contract but only for "bodily injury" or "property damage" included in the products completed operations hazard, and only if : (1) The "written contract" requires you to provide the additional insured such coverage; and (2) This Coverage Part provides such coverage. 2. Subject always to the terms and conditions of this policy, including the limits of insurance, we will not provide such additional insured with: a. Coverage broader than required by the "written contract"; b. A higher limit of insurance than required by the "written contract." SB146935E (Ed. 10-19) Page 1 of 4 Copyright, CNA All Rights Reserved. SB146935E (Ed. 10-19) 50020003870136496382534 C. The insurance provided to the additional insured does not apply to "bodily Injury," "property damage," or "personal and advertising injury" arising out of: a. The rendering of, or the failure to render, any professional architectural, engineering, or surveying services, including: (1) The preparing approving, or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; and (2) Supervisory, inspection, architectural or engineering activities; or b. Any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this Policy. D. Notwithstanding anything to the contrary in the Other Insurance condition of the Businessowners Common Policy Conditions, this insurance is excess of all other insurance available to the additional insured, whether on a primary, excess, contingent or any other basis. But if required by the "written contract," this insurance will be primary and non-contributory relative to insurance on which the additional insured is a Named Insured. E. Under Businessowners Liability Conditions, the Duties in the Event of Occurrence, Offense, Claim or Suit condition is amended to add the following additional conditions applicable to the additional insured is amended as follows: An additional insured under this endorsement will as soon as practicable: a. Give us written notice of an "occurrence" or an offense which may result in a claim or "suit" under this insurance, and of any claim or "suit" that does result; b. Tender the defense and indemnity of any claim or "suit" to any other insurer or self insurer whose policy or program applies to all loss we cover under this Policy; c. Except as provided in Paragraph B.3. of this endorsement, agree to make available any other insurance the additional insured has for a loss we cover under this Policy; and d. Send us copies of all legal papers received, and otherwise cooperate with us in the investigation, defense, or settlement of the claim or "suit." We have no duty to defend or indemnify an additional insured under this endorsement until we receive from the additional insured written notice of a claim or "suit." F. Under Liability and Medical Expense Definitions, the following definition is added: "Written contract" means a written contract or agreement that requires you to make a person or organization an additional insured on this policy, provided the contract or agreement: a. Is currently in effect or becomes effective during the term of this policy; and b. Was executed prior to: (1) The "bodily injury" or "property damage"; or (2) The offense that caused the "personal and advertising injury"; for which the additional insured seeks coverage. II. LIABILITY EXTENSION COVERAGES It is understood and agreed that this endorsement amends the Businessowners Liability Coverage Form. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement to such provision do not apply. A. Bodily Injury — Expanded Definition Under Liability and Medical Expenses Definitions, the definition of "Bodily Injury" is deleted and replaced with the following: SB146935E (Ed. 10-19) Page 2 of 4 Copyright, CNA All Rights Reserved. SB146935E (Ed. 10-19) "Bodily injury" means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury by that person at any time which results as a consequence of the physical injury, sickness or disease. B. Broad Knowledge of Occurrence Under Businessowners Liability Conditions, the condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended to add the following: Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence," offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; (5) Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a p iti 1 subdivision or public entity. This paragraph e. applies separately to you and any additional insure C. Estates, Legal Representative and Spouses The estates, heirs, legal representatives and spouses of this policy; provided, however, coverage is afforded to s for claims arising solely out of their capacity as su damages from marital common property, jointly h Id p insured to such spouse. No coverage is pro d for representative or spouse outside the scope of - � ers of a natural person Named Insured and the Named Insureds are insureds with respe Insured's business. e4 .. D. Fellow Employee First Aid Cov In the section entitled Who Is Ai Inaured,r "graph 2.a.1. is amended to add the following: u any n l ral person insured shall also be insured under h , tes, heirs, legal representatives and spouses only Sin jjye case of a spouse, where such claim seeks operty transferred from such natural person act, error or omission of an estate, heir, legal pacity as such, provided however that the spouse embers or partners of joint venture or partnership acts, errors or omissions in the conduct of the Named The limitations describethiqq ..aragraphs 2.a.1.(a), (b) and (c) do not apply to your "employees" for "bodily injury" that results from pro\i.ing cardiopulmonary resuscitation or other first aid services to a co -"employee" or "volunteer worker" t becomes necessary while your "employee" is performing duties in the conduct of your business. Your "eRrpI yees" are hereby insureds for such services. But the insured status conferred by this provision does not apply to "employees" whose duties in your business are to provide professional health care services or health examinations. E. Personal and Advertising Injury — Discrimination or Humiliation 1. Under Liability and Medical Expenses Definitions, the definition of "Personal and advertising injury" is amended to add the following: h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is: (1) Not done intentionally by or at the direction of: (a) The insured; or (b) Any "executive officer," director, stockholder, partner, member or manager (if you are a limited liability company) of the insured; and (2) Not directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person or person by any insured. SB146935E (Ed. 10-19) Page 3 of 4 Copyright, CNA All Rights Reserved. SB146935E (Ed. 10-19) 50020003870136496382535 2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the exclusion entitled Personal and Advertising injury is amended to add the following additional exclusions: (15) Discrimination Relating to Room, Dwelling or Premises Caused by discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured. (16)Employment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any insured. (17) Fines or Penalties Fines or penalties levied or imposed by a governmental entity because of discrimination. 3. This provision (Personal and Advertising Injury — Discrimination or Humiliation) does not apply if Personal and Advertising Injury Liability is excluded either by the provisions of the Policy or by endorsement. F. Personal and Advertising Injury - Broadened Eviction Under Liability and Medical Expenses Definitions, the definitio ,'.'Personal and advertising injury" is amended to delete Paragraph c. and replace it with the following: N. c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room dwelling or premises that a person or organization occupies committed by or on behalf of its owner, landlord or lessor. G. Waiver of Subrogation — Blanket We waive any right of recovery we may have against: 1. Any person or organization with whom you have a written contract that requires such a waiver. H. Additional Insured — Extended Coverage When an additional insured is added by this or any other endorsement attached to this Coverage Part, the section entitled Who Is An Insured is amended to make the following natural persons insureds: If the additional insured is: 1. An individual, then his or her spouse is an insured; 2. A partnership or joint venture, then its partners, members and their spouses are insureds; 3. A limited liability company, then its members and managers are insureds; 4. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are insureds; or 5. Any type of entity, then its employees are insureds; but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Furthermore, employees of additional insureds are not insureds with respect to liability arising out of: (1) "Bodily injury" or "personal and advertising injury" to any fellow employee or to any natural person listed in paragraphs 1. through 4. above; (2) "Property damage" to property owned, occupied or used by their employer or by any fellow employee; or (3) Providing or failing to provide professional health care services. All other terms and conditions of the Policy remain unchanged. SB146935E (Ed. 10-19) Page 4 of 4 Copyright, CNA All Rights Reserved. CNA SB 146932G (Ed. 10-19) 50020003870136496382530 BLANKET ADDITIONAL INSURED AND LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE FORM BUSINESSOWNERS COMMON POLICY CONDITIONS TABLE OF CONTENTS I. Blanket Additional Insured Provisions A. Additional Insured — Blanket Vendors B. Miscellaneous Additional Insureds C. Additional Provisions Pertinent to Additional Insured Coverage 1.a. Primary — Noncontributory provision 1.b. Definition of "written contract" 2. Additional Insured — Extended Coverage II. Liability Extension Coverages A. Bodily Injury — Expanded Definition B. Broad Knowledge of Occurrence C. Estates, Legal Representatives and Spouses D. Fellow Employee First Aid E. Legal Liability — Damage to Premises F. Personal and Advertising Injury — Discrimination or Humiliation G. Personal and Advertising Injury — Broadened Eviction H. Waiver of Subrogation — Blanket I. BLANKET ADDITIONAL INSURED PROVISIONS A. ADDITIONAL INSURED — BLANKET VENDORS Who Is An Insured is amended to include as an additional insured any person or organization (referred to below as vendor) with whom you agreed under a "written contract" to provide insurance, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: 1. The insurance afforded the vendor does not apply to: a. "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; e. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; f. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or g. SB146932G (10-19) Page 1 of 7 Copyright, CNA All Rights Reserved. SB146932G (Ed. 10-19) h. "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (1) The exceptions contained in Subparagraphs d. orf.; or (2) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. 2. This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. 3. This provision 2. does not apply to any vendor included as an insured by an endorsement issued by us and made a part of this Policy. 4. This provision 2. does not apply if "bodily injury" or "property damage" included within the "products - completed operations hazard" is excluded either by the provisions of the Policy or by endorsement. B. MISCELLANEOUS ADDITIONAL INSUREDS 1. Who Is An Insured is amended to include as an insured any p, rsci or organization (called additional insured) described in paragraphs 3.a. through 3.j. below whom you are required to add as an additional insured on this policy under a "written contract." 2. However, subject always to the terms and conditions of this policy, including the limits of insurance, we will not provide the additional insured with: a. A higher limit of insurance than required by sucf-iaitten contract;" b. Coverage broader than required by such "writ en contras" and in no event greater than that described by the applicable paragraph a. through k.. b9.Iow; or c. Coverage for "bodily injury" or 'property (m--Age" included within the "products -completed operations hazard." But this p rapc. do>S not apply to the extent coverage for such liability is provided by paragraph 3.j. belovJ Any coverage granted by this endorses� ezpt she a only to the extent permitted by law. 3. Only the following persons or orga"Piizationn qualify as additional insureds under this endorsement: a. Controlling Intererc Any persons or c; ganizations with a controlling interest in you but only with respect to their liability arising out of: (1) such pc son or organization's financial control of you; or (2) Premises such person or organization owns, maintains or controls while you lease or occupy these premises; provided that the coverage granted to such additional insureds does not apply to structural alterations, new construction or demolition operations performed by or for such additional insured. b. Co-owner of Insured Premises A co-owner of a premises co -owned by you and covered under this insurance but only with respect to the co -owners liability for "bodily injury," "property damage" or "personal and advertising injury" as co- owner of such premises. c. Grantor of Franchise Any person or organization that has granted a franchise to you, but only with respect to such person or organization's liability for "bodily injury," "property damage," or "personal and advertising injury" as grantor of a franchise to you. SB146932G (10-19) Page 2 of 7 Copyright, CNA All Rights Reserved. SB 146932G (Ed. 10-19) 50020003870136496382531 d. Lessor of Equipment Any person or organization from whom you lease equipment, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused in whole or in part by your maintenance, operation or use of such equipment, provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury" takes place prior to the termination of such lease. e. Lessor of Land Any person or organization from whom you lease land, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance or use of that specific part of the land leased to you, provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury," takes place prior to the termination of such lease. The insurance hereby afforded to the additional insured does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. f. Lessor of Premises An owner or lessor of premises leased to you, or such owner or lessor's real estate manager, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance or use of such part of the premises leased to you, and provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury," takes place prior to the termination of such lease. The insurance hereby afforded to the additional insured does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. g. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee, or receivers liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance, or use of a premises by you. This insurance does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. h. State or Political Subdivisions A state or government agency or subdivision or political subdivision that has issued a permit or authorization, but only with respect to such government agency or subdivision or political subdivision's liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of: (1) The following hazards in connection with premises you own, rent, or control and to which this insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance or use of any elevators covered by this insurance; or (2) The permitted or authorized operations performed by you or on your behalf. But the coverage granted by this paragraph does not apply to: (a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or government agency or subdivision or political subdivision; or (b) "Bodily injury" or "property damage" included within the "products -completed operations hazard." With respect to this provision's requirement that additional insured status must be requested under a "written contract," we will treat as a "written contract" any governmental permit that requires you to add the governmental entity as an additional insured. SB146932G (10-19) Page 3 of 7 Copyright, CNA All Rights Reserved. SB146932G (Ed. 10-19) i. Trade Show Event Lessor j- With respect to your participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom you are required to include as an additional insured, but only with respect to such person or organization's liability for "bodily injury," "property damage," or "personal and advertising injury" caused by: a. Your acts or omissions; or b. Acts or omissions of those acting on your behalf; in the performance of your ongoing operations at the trade show premises during the trade show event. Other Person or Organization Any person or organization who is not an additional insured under paragraphs a. through i. above. Such additional insured is an insured solely for "bodily injury," "property damage" or "personal and advertising injury" for which such additional insured is liable because of your acts or omissions. The coverage granted by this paragraph does not apply to any person or organization: (1) For "bodily injury," "property damage," or "personal and advertising injury" arising out of the rendering or failure to render any professional services; (2) For "bodily injury" or "property damage" included in the "products -completed operations hazard." But this provision (2) does not apply to such "bodily injury" or "property damage" if: (a) It is entirely due to your negligence and e wally results from your work for the additional insured which is the subject to the "writt, ract"; and (b) The "written contract" requires yout `�e the person or organization an additional insured for such "bodily injury" or "property dames a"; or (3) Who is afforded additional insured .. er-age der another endorsement attached to this policy. C. ADDITIONAL PROVISIONS PERTINENT TV . pp INSURED COVERAGE 1. With respect only to additional in era provided under paragraphs A. and B. above: a. The BUSINESSOWNER9s M'MON0LCY CONDITIONS are amended to add the following to the Condition entitled Other Inurance: This insurance is es of all other insurance available to an additional insured whether primary, excess, conting on any other basis. However, if a "written contract" requires that this insurance be either primar^ imary and noncontributing, then this insurance will be primary and non-contributory relative so N. insurance on which the additional insured is a named insured. b. Under Liability and Medical Expense Definitions, the following definition is added: "Written contract" means a written contract or agreement that requires you to make a person or organization an additional insured on this policy, provided the contract or agreement: (1) Is currently in effect or becomes effective during the term of this policy; and (2) Was executed prior to: (a) The "bodily injury" or "property damage;" or (b) The offense that caused the "personal and advertising injury"; for which the additional insured seeks coverage. 2. With respect to any additional insured added by this endorsement or by any other endorsement attached to this Coverage Part, the section entitled Who Is An Insured is amended to make the following natural persons insureds. If the additional insured is: a. An individual, then his or her spouse is an insured; SB146932G (10-19) Page 4 of 7 Copyright, CNA All Rights Reserved. SB 146932G (Ed. 10-19) 50020003870136496382532 b. A partnership or joint venture, then its partners, members and their spouses are insureds; c. A limited liability company, then its members and managers are insureds; d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are insureds; or e. Any type of entity, then its employees are insureds; but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Furthermore, employees of additional insureds are not insureds with respect to liability arising out of: (1) "Bodily injury" or "personal and advertising injury" to any fellow employee or to any natural person listed in paragraphs a. through d. above; (2) "Property damage" to property owned, occupied or used by their employer or by any fellow employee; or (3) Providing or failing to provide professional health care services. II. LIABILITY EXTENSION COVERAGES It is understood and agreed that this endorsement amends the Businessowners Liability Coverage Form. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement to such provision do not apply. A. Bodily injury — Expanded Definition Under Liability and Medical Expenses Definitions, the definition of "Bodily injury" is deleted and replaced by the following: "Bodily injury" means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury by that person at any time which results as a consequence of the physical injury, sickness or disease. B. Broad Knowledge of Occurrence Under Businessowners Liability Conditions, the Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended to add the following: Paragraphs a. and b. above apply to you or to any additional insured only when such "occurrence," offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; (5) Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a political subdivision or public entity. This paragraph applies separately to you and any additional insured. C. Estates, Legal Representatives and Spouses The estates, heirs, legal representatives and spouses of any natural person insured shall also be insured under this policy; provided, however, coverage is afforded to such estates, heirs, legal representatives and spouses only for claims arising solely out of their capacity as such and, in the case of a spouse, where such claim seeks damages from marital common property, jointly held property, or property transferred from such natural person insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative or spouse outside the scope of such person's capacity as such, provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. SB146932G (10-19) Page 5 of 7 Copyright, CNA All Rights Reserved. SB146932G (Ed. 10-19) D. Fellow Employee First Aid Coverage In the section entitled Who Is An Insured, paragraph 2.a.1. is amended to add the following: The limitations described in subparagraphs 2.a.1.(a), (b) and (c) do not apply to your "employees" for "bodily injury" that results from providing cardiopulmonary resuscitation or other first aid services to a co -"employee" or "volunteer worker" that becomes necessary while your "employee" is performing duties in the conduct of your business. Your "employees" are hereby insureds for such services. But the insured status conferred by this provision does not apply to "employees" whose duties in your business are to provide professional health care services or health examinations. E. Legal Liability— Damage To Premises 1. Under B. Exclusions, 1. Applicable to Business Liability Coverage, Exclusion k. Damage To Property, is replaced by the following: k. Damage To Property "Property damage" to: 1. Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; 2. Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; 3. Property loaned to you; 4. Personal property in the care, custody or c trol o tgltisured; 5. That particular part of any real pr on w or any contractors or subcontractors working directly or indirectly in your behal peril/operations, if the "property damage" arises out of those operations; or 6. That particular part of an 4Qty th(rrt be restored, repaired or replaced because "your work" was incorrectly performed°W^�• Paragraph 2 of this exclusion doeapply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs 1, 3 a d 4, of this exclusion do not apply to "property damage" (other than damage by fire or explosion) r. rises: (1) rented (2) tempora°ily occupied by you with the permission of the owner, or (3) to the contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section D — Liability and Medical Expenses Limits of Insurance. Paragraphs 3, 4, 5, and 6 of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph 6 of this exclusion does not apply to "property damage" included in the "products - completed operations hazard." 2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the following paragraph is added, and replaces the similar paragraph, if any, beneath paragraph (14) of the exclusion entitled Personal and Advertising Injury: Exclusions c, d, e, f, g, h, i, k, I, m, n, and o, do not apply to damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner or to the contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section D. Liability And Medical Expenses Limits Of Insurance. SB146932G (10-19) Page 6 of 7 Copyright, CNA All Rights Reserved. SB 146932G (Ed. 10-19) 50020003870136496382533 3. The first Paragraph under item 5. Damage To Premises Rented To You Limit of the section entitled Liability And Medical Expenses Limits Of Insurance is replaced by the following: The most we will pay under Business Liability for damages because of "property damage" to any one premises, while rented to you or temporarily occupied by you with the permission of the owner, including contents of such premises rented to you for a period of 7 or fewer consecutive days, is the Damage to Premises Rented to You Limit. The Damage to Premises Rented to You Limit is the greater of: a. $1,000,000; or b. The Damage to Premises Rented to You Limit shown in the Declarations. F. Personal and Advertising Injury — Discrimination or Humiliation 1. Under Liability and Medical Expenses Definitions, the definition of "personal and advertising injury" is amended to add the following: h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is: (1) Not done intentionally by or at the direction of: (a) The insured; or (b) Any "executive officer," director, stockholder, partner, member or manager (if you are a limited liability company) of the insured; and (2) Not directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person or person by any insured. 2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the exclusion entitled Personal and Advertising Injury is amended to add the following additional exclusions: (15) Discrimination Relating to Room, Dwelling or Premises Caused by discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured. (16)Employment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment orate urination of employment of any person by any insured. (17)Fines or Penalties Fines or penalties levied or imposed by a governmental entity because of discrimination. 3. This provision (Personal and Advertising Injury — Discrimination or Humiliation) does not apply if Personal and Advertising Injury Liability is excluded either by the provisions of the Policy or by endorsement. G. Personal and Advertising Injury - Broadened Eviction Under Liability and Medical Expenses Definitions, the definition of "Personal and advertising injury" is amended to delete Paragraph c. and replace it with the following: c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room dwelling or premises that a person or organization occupies committed by or on behalf of its owner, landlord or lessor. H. Waiver of Subrogation — Blanket We waive any right of recovery we may have against: a. Any person or organization with whom you have a written contract that requires such a waiver. All other terms and conditions of the Policy remain unchanged. SB146932G (10-19) Page 7 of 7 Copyright, CNA All Rights Reserved. From: Sent: To: Cc: Subject: Da nny The COI is adequate Rega rds Quevedo, Terry Thursday, April 23, 2026 2:26 PM De Vito, Daniel; Gomez Jr., Francisco (Frank) Aviles, Yesenia RE: PROCUREMENT INSURANCE REVIEW FOR APPLIED BUSINESS SOFTWARE 7 erry M. Quevedo City of Miami Risk Management Department 14NE 1st Avenue, 2nd Floor Miami, Florida 33132 (305) 416-1641 Office (305) 416-1710 Fax Tquevedo©miamigov. com "Sowag, Snliaucal, axd 7140404016.19 cum e mmuuautcy QO J(<' 4R7 •<(> (15° 0 ,1/ Ch( ti From: De Vito, Daniel <DaDeVito@miamigov.com> Sent: Thursday, April 23, 2026 2:09 PM To: Quevedo, Terry <TQuevedo@miamigov.com>; Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> Cc: Aviles, Yesenia <YAviles@miamigov.com> Subject: RE: PROCUREMENT INSURANCE REVIEW FOR APPLIED BUSINESS SOFTWARE Good afternoon Terry, Please see attached updated COI from vendor. Thank you! Daniel De Vito Procurement Contracting Officer City of Miami Department of Procurement 444 SW 2nd Avenue, 6th Floor Miami, FL 33130 i Office (305) 416-1916 — Fax (305) 400-5075 Email: dadevitoRmiamigov.com Helpful Links: For vendor registration click Here For current solicitations please Visit our Solicitation Page Current contracts can be viewed by Visiting our Contract Database For solicitations in the Cone of Silence please visit our Cone of Silence Webpage From: Quevedo, Terry <TQuevedo@miamigov.com> Sent: Thursday, April 23, 2026 10:20 AM To: De Vito, Daniel <DaDeVito@miamigov.com>; Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> Cc: Aviles, Yesenia <YAviles@miamigov.com> Subject: RE: PROCUREMENT INSURANCE REVIEW FOR APPLIED BUSINESS SOFTWARE Daniel Please revise the COI to reflect the City of Miami as additional insured on a bry & non contributory basis. Thanks, Terry M. Quevedo City of Miami Risk Management Department 14NE 1st Avenue, 2nd Floor Miami, Florida 33132 (305) 416-1641 Office (305) 416-1710 Fax Tquevedo©miamigov. com "Seuot9, Sekutcag, cord 714x4cnotio.9 aun etagetey J(</ •S°. ,n4R7 (1.)" From: De Vito, Daniel <DaDeVito@miamigov.com> Sent: Thursday, April 23, 2026 10:12 AM To: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com>; Quevedo, Terry <TQuevedo@miamigov.com> Cc: Aviles, Yesenia <YAviles@miamigov.com> Subject: PROCUREMENT INSURANCE REVIEW FOR APPLIED BUSINESS SOFTWARE Good morning team, Please review the insurance attached at your earliest convenience and advise if adequate according to insurance requirements contained therein. 2 Thankyou! Daniel De Vito Procurement Contracting Officer City of Miami Department of Procurement 444 SW 2nd Avenue, 6th Floor Miami, FL 33130 Office: (305) 416-1922 - Fax (305) 400-5075 Email: dadevitoRmiamigov.com Helpful Links: For vendor registration click Here For current solicitations please Visit our Solicitation Page Current contracts can be viewed by Visiting our Contract Database For solicitations in the Cone of Silence please visit our Cone of Silence Webpage Olivera, Rosemary From: Gandarilla, Aimee Sent: Monday, July 13, 2026 9:39 PM To: Hannon, Todd Cc: Olivera, Rosemary; Brown, Sadie; Fossler, Thomas; Johnson, Antiwonesha; Ewan, Nicole Subject: Software License Agreement Applied Business Software, Inc (matter 25-246) Attachments: Software License Agreement Applied Business Software, Inc (matter 25-246.pdf Good evening Todd, Please find attached the fully executed copy of the agreement from DocuSign. This electronic copy shall be considered the original for your records. If you have any questions, please do not hesitate to contact me. Please close Matter 25-246. Thank you, Aimee Procurement Assistant City of Miami Procurement Department 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F (305) 400-5073 E agandarilla@miamigov.com "Serving, Enhancing, and Transforming our Community" i