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Home My WebLink AboutContracts & Agreements_121-2017 AMENDMENT TO MASTER SERVICES AGREEMENT CITY OF REDLANDS, CA ("Customer") and SUPERION, LLC (Formerly known as SunGard Public Sector) ("Superion") This Amendment (the "Amendment") amends the parties' Master Services Agreement with an Execution Date of May 7, 2014 (the"Agreement") expressly as provided for in this Amendment Customer and SunGard Public Sector, intending to be legally bound, agree as follows 1 Amendment to and Modification of Software License Aa,-eer lent The Agreement is amended and modified as follows (a) WHEREAS, SunGard Public Sector LLC ("SunGardc`) was acquired by Ramundsen Public Sector, LLC ("Ramundsen") and therefore Ramundsen is the successor to SunGard, and (b) WHEREAS, on April 20, 2017, as part of rebranding, Ramundsen changed its name to Superion, LLC, and (c) WHEREAS, SunGard now desires to assign all of its rights, title, and interests, and delegate all of its obligations, responsibilities and duties, under and aris.ng in connection with the Contract, to Superion, and (d) WHEREAS, Superion desires to accept the assignment of all of SunGard's rights, title, and interests under the Contract, and accept the delegation of Assignor's obligations, responsibilities and duties under tha Contract, and (e) WHEREAS, it is in the best interests of the City to consent to the assignment, and delegation of the Contract to Superion (f) NOW,THEREFORE, in consideration of the foregoing and the mutual covenants set forth herein, the parties agree as follows. We hereby request City's consent to the Assignment Enclosed is a copy of the document evidencing the events 3 Integration Provision Except as expressly modified by this Amendment, the Agreement shall remain in full force and effect The Agreement, as further amended by this Amendment constitutes the entire understanding of the parties as regards the subject matter hereof and cannot be modified except by written agreement of the parties Ci y of Redlands, Superion, LLC BY BY ! L14110& L t I] k 1611i�C_� PRINT NAME Paul Barich PRINT NAME S v PJP_LA YY1pL-V1y'\ PRINT TITLE Mny�nr Prn Tamr_=o PRINT TITLE f,-+y0-h Q1V- DATE SIGNED 4,/Z0/1-7 DATE SIGNED ALJ )4 ATTEST:qa�nr ,ne�� Donaldson, City Clerk Page 1 of 1 '94N A rl SUPERION SUPERION,LLC (fka Ramundsen Public Sector,LLC} 1000 Business Center Drive Lake Mary,FL 32746 April 25,2017 Re Acauisition of SunGard Public Sector LLC To Whom It May Concern e This letter is being provided in an effort to summarize the various transactions involved in the acquisition of SunGard Public Sector LLC ("SunGard Public Sector") by Ramundsen Holdings, LLC ("Ramundsen Holdmas"), which acquired the assets of SunGard Public Sector's Public Administration and Public Safety Business, and PowerSchool Group LLC ("PowerSchool"),which acquired the assets of SunGard Public Sector's K-12 Education Business Ramundsen Holdings and PowerSchool are both affiliates of Vista Equity Partners Management, LLC(")Esta'), and they worked in cooperation to acquire SunGard Public Sector and split up the two distinct business units as indicated above Below is a high- level overview of the sequence of transactions that were undertaken 1 Sale of SunGard Public Sector from FIS to PowerSchool Pursuant to the Unit Purchase Agreement, dated as of December 6, 2016,by and between SunGard Public Sector,PowerSchool, Ramundsen Holdings, Fidelity National Information Services, Inc ("FIS"), and the other parties thereto, PowerSchool acquired 100% of the issued and outstanding units of SunGard Public Sector 2 Split of Public Administration and Public Safety Business from K-12 Education Business by PowerSchool Pursuant to the Contribution and Technology Transfer Agreement, dated as of February 1, 2017, by and between SunGard Public Sector and Ramundsen Public Sector, LLC ("Ramundsen Public Sector"), SunGard Public Sector contributed all assets primarily related to the Public Administration and Public Safety Business to Ramundsen Public Sector in exchange for 100%of the interests in Ramundsen Public Sector 3 Sale of Public Administration and Public Safety Business from PowerSchool to Ramundsen Pursuant to the Sell-Down Securities Purchase Agreement, dated as of December 6, 2016, by and y between PowerSchool and Ramundsen Holdings, PowerSchool sold 100% of the interests in Ramundsen Public Sector to Ramundsen Holdings,a company formed by Vista for the purpose of establishing the Public Administration and Public Safety Business as a standalone business 4 Ramundsen Public Sector Becoming Superion On April 20, 2017, as part of a rebranding, Ramundsen Public Sector changed its name to Superion,LLC("Suvenon") Because the specific terms of the aforementioned transactions are private and confidential amongst the parties indicated, no further documentation regarding the individual transactions referenced above can be provided. However, if you have any questions about any of the transactions described above, please feel to reach out to Simon Root of Kirkland & Ellis LLP at (415) 439-1863 or simon root@kirkiand com 1000 Business Center Drive Lake Mary FL 32746 8007278088 wvvwsuperion.com i ,,TSU PER ION If you have any questions about the business operations of Superion, including the Public Administration and Public Safety Business of SunGard Public Sector, please feel free to reach out to Bob Valvano,Chief Financial Officer of Superion,at(407)304-3026 or bob valvano@superion com Sincerely, SUPERION,LLC By V44-ztl� Nam Robert Valvano Title Chief Financial Officer i 3 I i [Signalure Page to Letter Agreement]