HomeMy WebLinkAbout23S304 - BENEVATE LLC dba NEIGHBORLY SOFTWARECONTRACT ABSTRACT
Contract/Amendment
Name of Contract:
Company Name:
Company Contact:
Email:
Summary of Services:
Contract Price:
Contract Term:
Public Integrity/ Business
Disclosure Forms:
Contract Administration
Lead Department:
Contract Administrator/ Ext:
Contract Approvals
Council/City Manager Approval Date:
Agreement Number:
Amendment Number:
Contract Compliance
Exhibits:
Insurance:
Routed By:
Bonds:
Business License:
Sole Source Co-Op
CoOp Agmt #: Sole Source
Documents: CoOp Name:
CoOp Pricing:
By: Submitted on:
Contract Abstract Form Rev 8.16.23
Authorized Signers:
Name, Email
(Corporations require 2 signatures)
Assignment-Rental Assistance (SAAS) Agreement
BENEVATE LLC d/b/a NEIGHBORLY SOFTWARE
Jason Rusnak
Jason.Rusnak@NeighborlySoftware.com
Using for Tenant Based Rental Assistance Program-(Assignment:
Legal Entity changed from Benevate Inc to Benevate LLC)
$17,100 + $9,700 = $26,800
October 4, 2023 to October 3, 2024
N/A
Jason Rusnak, Jason.Rusnak@NeighborlySoftware.com
Housing & Community Development
Ariel Tolefree-Williams x8232
N/A
23S304
Assignment
-
N/A
N/A
Procurement
N/A
Yes N/A
N/A
N/A
10/21/2024 Brian Sotak-Rossman
Docusign Envelope ID: 231B231E-CADF-4B70-A6F7-C538A8A99E4B
Revised 4.13.23 Page 1 of 4
ASSIGNMENT, ASSUMPTION, AND CONSENT AGREEMENT 23S304
THIS ASSIGNMENT, ASSUMPTION, AND CONSENT AGREEMENT
(“Assignment”) is made and entered into as of the 22nd day of October, 2024, by Benevate, Inc.
dba Neighborly Software, a Delaware Corporation (“Assignor”), Benevate LLC dba Neighborly
Software, a Delaware Limited Liability Company (“Assignee”), and the City of Palm Springs, a
charter city, organized and existing in the County of Riverside, under virtue of the laws of the State
of California (“City”).
WHEREAS, Assignor and City entered into that certain Software as a Service (SAAS)
Agreement 23S304 dated October 4, 2023 (“Agreement”), to provide Neighborly software for the
Tenant Based Rental Assistance Program; and
WHEREAS, pursuant to Section 6 of the Agreement, Assignor may not assign the
Agreement without the written consent of the City; and
WHEREAS, on October 10, 2024, Neighborly Software received a growth equity
investment from Falfurrias Growth Partners (FGP). The legal entity changed from Benevate Inc.
to Benevate LLC. Benevate LLC will continue doing business as Neighborly Software; and
WHEREAS, Assignor desires to assign the Agreement, Assignee agrees to assume the
obligations of Assignor pursuant to the Agreement, and City desires to consent to such assignment
of the Agreement.
NOW, THEREFORE, in consideration of the premises and their respective best interests,
the parties agree as follows:
1. Assignor assigns to Assignee the rights and obligations of Assignor as provided in the
Agreement.
2. Assignee accepts the assignment of the Agreement and agrees to assume and perform all
covenants and obligations required of Assignor thereunder to the extent, but only to the
extent, occurring or accruing from and after the date hereof. Assignee covenants and agrees
to indemnify, save, defend and hold harmless Assignor from and against any and all loss,
liability, claims, causes of action, demands, damages, expenses and costs including, but
not limited to, reasonable attorneys’ fees and expenses actually incurred existing in favor
of or asserted by City under the Agreement, or any other person, and which arise out of or
relate to causes of action occurring from and after the date hereof. Assignor hereby agrees
to indemnify, save, defend and hold harmless Assignee from and against any and all loss,
liability, claims, causes of action, demands, damages, expenses and costs including, but
not limited to, reasonable attorneys’ fees and expenses actually incurred existing in favor
of or asserted by City under the Agreement, or any other person, and which arise out of or
relate to causes of action occurring prior to the date hereof.
Docusign Envelope ID: 231B231E-CADF-4B70-A6F7-C538A8A99E4B
Revised 4.13.23 Page 2 of 4
3. City hereby consents to the assignment by Assignor to Assignee pursuant to the terms
hereof and acknowledges that from and after the date hereof, Assignee has assumed all of
Assignor’s obligations with regard to the Agreement.
4. Assignor and City do hereby represent and warrant to Assignee neither party is in default
under the Agreement, nor does there exist any matter that, but for the passage of time,
would constitute a default under the Agreement.
5. This Assignment may be executed in any number of counterpart copies which together
shall constitute one and the same document; and a signed copy of this Assignment sent by
a party by fax or email shall be effective and binding on the sending party as if it was an
original signed copy of the document.
IN WITNESS WHEREOF, the undersigned have executed this Assignment, Assumption, and
Consent Agreement to be effective as of the day and year first above written.
ASSIGNOR: ASSIGNEE:
Benevate, Inc. dba Neighborly Software Benevate LLC dba Neighborly Software
By: By: __
Name: Name: __
Title: Title: __
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________
City Attorney City Clerk
CITY:
CITY OF PALM SPRINGS
By: ___________________________
Department Director
Docusign Envelope ID: 231B231E-CADF-4B70-A6F7-C538A8A99E4B
President
10/24/2024
Jason Rusnak Jason Rusnak
President
10/24/2024
10/24/2024
Revised 4.13.23 Page 3 of 4
Docusign Envelope ID: 231B231E-CADF-4B70-A6F7-C538A8A99E4B
Revised 4.13.23 Page 4 of 4
Docusign Envelope ID: 231B231E-CADF-4B70-A6F7-C538A8A99E4B