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HomeMy WebLinkAbout2022-617-E-Planning-Bluebeam-On-site training bluebeam Bluebeam Services Agreement CONFIDENTIAL Page 1 of 7 BLUEBEAM SERVICES AGREEMENT This SERVICES AGREEMENT (the “Agreement”) is made on the date signed by Bluebeam below (the “Effective Date”) by and between Bluebeam, Inc., a Delaware corporation, with its principal place of business located at 443 S. Raymond Avenue, Pasadena, California 91105 (“Bluebeam”) and the undersigned (“Client”). Now, therefore, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. ENGAGEMENT. a. Appointment. Upon execution of this Agreement, Bluebeam agrees to provide and perform the training and consulting services described in the “Services Addendum” attached hereto and incorporated herein by this reference (the “Services”). Bluebeam agrees to perform the Services in a professional manner consistent with industry best practices and in a manner consistent with the timeline commitments, travel expense estimates and other details as may be set forth in the quote for services (the “Quote”) provided to Client by Bluebeam or as otherwise agreed in writing by the parties. b. Exclusivity and Status. This Agreement is non-exclusive and Bluebeam is free to engage in or perform services directly or indirectly for any other person or entity during the Term. Bluebeam is an independent contractor and not an employee of Client. Nothing herein creates or is intended to create any employment relationship between Client and Bluebeam. No person employed or retained by Bluebeam in connection with Bluebeam’s performance of the Services shall be considered an employee of Client. c. Equipment, Materials, and Expenses. (a.) Client shall provide, or ensure each Attendee provides for themselves computers, internet connections, meeting space/venue and such other tools and equipment as may be necessary for Client to host the Training for its Attendees. (b.) Additional equipment needs, if any, shall be documented in the Services Addendum. (c.)Travel expenses, including, without limitation, air and ground transportation, meals and lodging (collectively “Travel Expenses”) will be included in the Quote on a not-to-exceed basis in accordance with the terms set forth in Services Addendum. 2. COMPENSATION. As full and complete payment for all Services rendered hereunder, Client shall pay Bluebeam the compensation set forth in Services Addendum (the “Fees”). In addition, Client shall pay Bluebeam any mutually agreed non-travel related expenses set forth in Services Addendum, if any, and Travel Expenses set forth in the Quote. No set-offs or deductions of any kind shall be made by Client on payments due Bluebeam, unless Client has received Bluebeam’s prior written authorization to make such set-offs or deductions. The amount encumbered and paid under this contract shall not exceed $5,000.00. 3. CONFIDENTIALITY. a. Both parties recognize and agree to adhere to North Carolina’s public records law, set forth at Chapter 132 of the North Carolina General Statutes. b. Each Party agrees that to the extent the other party previously disclosed or currently or subsequently discloses (the “Disclosing Party”) to the other party (the “Receiving Party”), or the Receiving Party learns from the Disclosing Party, non-public information relating to the Disclosing Party’s business (including, without limitation, source code, software, schematics, sound designs, algorithms, names and expertise of employees and consultants, know-how, formulae, processes, ideas, inventions (whether patentable or not), technical drawings and other technical, business, financial, customer and product development plans, forecasts, strategies and information), such information shall be deemed the confidential property of the Disclosing Party (the “Confidential Information”). Such Confidential Information if disclosed in writing shall be marked or identified as proprietary or confidential or a similar designation, or if orally or visually disclosed, shall be identified as the proprietary or confidential information of the Disclosing Party at the time of disclosure and then summarized in writing and provided to the Receiving Party in such DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 Bluebeam Services Agreement CONFIDENTIAL Page 2 of 7 written form within thirty (30) days after such oral or visual disclosure. However, Confidential Information shall not lose its protection under this Agreement if, due to oversight or other reasonable cause, the Disclosing Party fails to mark or identify such information as confidential at the time of its disclosure, if such identification is provided by the Disclosing Party within a reasonable time after the oversight is discovered; and the Receiving Party shall not be liable for failing to treat such information as confidential prior to its identification as such unless the information should reasonably have been understood by the Receiving Party to be confidential from the context or circumstances. c. The Receiving Party recognizes and acknowledges that the Disclosing Party’s Confidential Information (and the confidential nature thereof) is critical to the Disclosing Party’s business and that the Disclosing Party would not enter into this Agreement without assurance that its Confidential Information and the value thereof will be protected. d. Nothing in this Agreement shall prevent the Receiving Party from disclosing Confidential Information to the extent the Receiving Party is legally compelled to do so by any court or governmental investigative, judicial, or regulatory agency pursuant to proceedings over which such court or agency has jurisdiction; provided, however, that prior to any such disclosure, the Receiving Party shall: (i) assert the confidential nature of the Confidential Information to the court or agency; (ii) immediately notify the Disclosing Party in writing of the court’s or agency’s order or request to disclose; and (iii) cooperate fully with the Disclosing Party, at the Disclosing Party’s expense, in protecting against any such disclosure and/or obtaining a protective order narrowing the scope of the compelled disclosure and protecting its confidentiality. e. All Confidential Information is, and shall remain, the property of the Disclosing Party. Nothing herein shall be construed as granting or conferring any rights by license or otherwise in the Confidential Information except as expressly provided herein. The mingling of the Confidential Information of the Disclosing Party with information of the Receiving Party shall not affect the confidential nature or ownership of the same as stated hereunder. f. Immediately upon termination of this Agreement (or upon the earlier request of the Disclosing Party), the Receiving Party will turn over to the Disclosing Party all Confidential Information as well as all documents or media containing any Confidential Information as well as all copies, extracts or derivatives thereof, or, at the direction of discloser, destroy the same. The Receiving Party shall certify in writing to the Disclosing Party such return or destruction within ten (10) days thereafter. g. Neither Party shall disclose, advertise or publish the terms or conditions of this Agreement without the prior written consent of the other Party, except (i) as may be required by law and (ii) to its professional advisors and to investors or potential investors who are under an obligation of confidentiality at least as restrictive as that contained in this Section. 4. TERM; TERMINATION; AND SURVIVAL. The term of this Agreement shall commence on the Effective Date and continue until completion of the Services or as otherwise set forth in Services Addendum (the “Term”). Upon termination or expiration of this Agreement, the following sections will survive Paragraph 1.b. “Exclusivity and Status”; Section 3 “Confidentiality”, Section 6 “Miscellaneous Provisions”. 5. DISCLAIMER AND LIMITATION OF LIABILITY. a. Disclaimer of Liability. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. IN THE EVENT THAT BLUEBEAM FAILS TO PROVIDE SERVICES IN ACCORDANCE WITH THIS AGREEMENT, BLUEBEAM’S ENTIRE LIABILITY AND CLIENT’S EXCLUSIVE REMEDY, TO THE EXTENT ALLOWED UNDER NORTH CAROLINA LAW, FOR BREACH OF THIS AGREEMENT SHALL BE FOR BLUEBEAM TO USE ITS REASONABLE EFFORTS TO RE-PERFORM THE SERVICES WITHIN A REASONABLE PERIOD OF TIME. IN THE EVENT BLUEBEAM IS UNABLE TO RE-PERFORM, BLUEBEAM MAY ELECT TO REFUND ALL FEES ACTUALLY RECEIVED BY BLUEBEAM FROM CLIENT HEREUNDER, DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 Bluebeam Services Agreement CONFIDENTIAL Page 3 of 7 IN FULL SATISFACTION OF BLUEBEAM’S OBLIGATIONS. TO THE EXTENT NOT PROHIBITED BY LAW, THE LIMITATIONS IN THIS SECTION SHALL APPLY TO PERSONAL INJURY AND DEATH. b. Limitation of Damages. Bluebeam will not be liable to Client with respect to any decisions made by Client as a result of the performance of Services hereunder. Except for the Parties’ confidentiality obligations and to the maximum extent permitted by law, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, STATUTORY, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOSS OF USE, INCONVENIENCE, LOSS OF DATA OR OTHER ECONOMIC LOSS, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN. 6. MISCELLANEOUS PROVISIONS. a. Disputes. In the event there is a dispute between the parties hereto concerning the subject matter of this Agreement, the parties agree to promptly negotiate in good faith to resolve any such disputes. b. Governing Law and Jurisdiction. Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina and any action brought under this Agreement shall be brought in the General Court of Justice of the State of North Carolina in Orange County. Bluebeam shall remain in compliance with local, state, and federal laws, rules, and regulations applicable to its business, including but not limited to all state and federal anti-discrimination laws, policies, rules, and regulations and the Orange County Anti-Discrimination Policy. Any violation of this requirement is a breach of this Agreement and Client may immediately terminate this Agreement without further obligation on the part of the Client. c. By executing this Agreement Bluebeam affirms that Bluebeam and any subcontractors of Bluebeam are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Bluebeam certifies that Bluebeam has not been identified, and has not utilized the services of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S. 147- 86.58. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. d. Notice. Any notice or other communication sent under this Agreement shall sent to the parties at their respective addresses set forth below (or at such other address as a party may specify by notice made pursuant to the terms hereof). Notices will be considered given and received (i) on the date of actual delivery if delivered personally or by overnight courier; (ii) three (3) days from the date of postmark if by certified first class mail (return receipt requested); or (iii) the date an email is sent unless the actual date sent is a Saturday or Sunday (based on the recipient’s time zone) then the next business day shall be considered the date of delivery. Notices to Bluebeam shall be sent to Bluebeam, Inc., Attn: Legal Department, 443 S. Raymond, Pasadena, CA 91105 USA, Tel: 626-788-4000, legal@bluebeam.com. Notices to Client shall be sent to: Address: 131 West Margaret Lane; Hillsborough, NC 27278 Email: pmallett@orangecountync.gov e. Assignment. Neither party shall assign, transfer or otherwise convey, in whole or in part, any of the rights or obligations set forth herein without the prior written consent of the other party. f. Severability. If any provision herein is held invalid or unenforceable, such provision shall be deemed modified only to the extent necessary to render the same valid or excluded from this Agreement, as the DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 Bluebeam Services Agreement CONFIDENTIAL Page 4 of 7 situation may require. This Agreement shall be enforced and construed as if such provision had been included as so modified in scope or applicability or had not been included, as the case may be. g. Waiver. No failure to exercise and no delay in exercising any right, power or privilege granted under this Agreement shall operate as a waiver of such right unless accompanied by a clear written statement that such provision is waived. No single or partial exercise of any right, power or privilege granted under this Agreement shall preclude any other or further exercise thereof. No waiver by either Party of full performance in any one or more instances shall be a waiver of the right to require full and complete performance thereafter, but shall apply solely to the instance to which such waiver is granted. h. Non-Discrimination. Vendor shall not discriminate based upon race, ethnicity, color, national origin, religion, creed, age, sex, gender, gender identity, gender expression, marital status, familial status, disability, political affiliation, veteran status, disabled veteran status. i. Non-Appropriation. Vendor acknowledges that Client is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of Client’s obligations under this Agreement, then this Agreement shall automatically expire without penalty to Client immediately upon written notice to Provider of the unavailability and non-appropriation of funds. j. Insurance. General Requirements. Bluebeam shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers’ Compensation Insurance, and any additional insurance. k. Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Provider. The Provider shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. l. m. Entire Agreement. This Agreement, including the Quote, Proposal (if any) and Exhibits attached hereto, expresses the entire understanding of the parties and supersedes all prior and contemporaneous agreements and undertakings of the parties with respect to the subject matter hereof. This Agreement may only be amended or altered by another written agreement executed by both parties. n. Electronic Signatures. The execution of this Agreement by electronic means shall be deemed to constitute effective execution of this Agreement as to the parties hereto. Such electronic signatures may be used by the parties in lieu of the original signature page(s) of this Agreement for any and all purposes. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statutes Chapter 66. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date set forth above. Bluebeam, Inc. Client: Orange County, NC Signed: Signed: (an authorized representative) (an authorized representative) Print Name: Sean Andrews Print Name: Bonnie Hammersley Title: Vice President, Global Customer Success Title: County Manager Date: Date: DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 11/29/2022 11/30/2022 Bluebeam Services Agreement Services Addendum; Online Training and Webinars CONFIDENTIAL Page 5 of 7 BLUEBEAM SERVICES AGREEMENT SERVICES ADDENDUM ON-SITE / IN-PERSON TRAINING SERVICES 1. Training Services: On-site, in-person, instructor-led training focused on the Revu® software application (the “Software”) and related workflows and usage (the “On-site Training”). As used herein an “Attendee” means the individual persons who physically attend the On-site Training. Training Dates: December 6, 2022 (the “Training Dates”) subject to the timely payment of Fees and Travel Expenses. Location: The West campus Office Building (WCOB); 131 West Margaret Lane; Hillsborough, NC 27278 Attendee Count: No more than 20 Attendees a. Rescheduling by Client: Client may reschedule the Training Dates by notifying Bluebeam in writing to training@bluebeam.com at least twenty-one (21) days prior to the Training Dates. Bluebeam will provide a written acknowledgement. If Client does not receive the written acknowledgement Client must immediately contact Bluebeam by other means. Bluebeam will use reasonable efforts to accommodate Client’s reschedule requests but all such requests are subject to instructor availability and therefore rescheduling is not guaranteed. Client is solely responsible for any additional Travel Expenses incurred by Bluebeam in connection with Client’s reschedule requests. b. Rescheduling by Bluebeam: Bluebeam may reschedule the Training Dates by notifying Client in writing as soon possible but in no event later than three (3) days prior to the Training Dates. c. Cancellation by Client: Client may cancel the Training Dates by notifying Bluebeam in writing to training@bluebeam.com at least twenty-one (21) days prior to the Training Dates. Bluebeam will provide a written acknowledgement. If Client does not receive the written acknowledgement Client must immediately contact Bluebeam by other means. Bluebeam will refund all Fees previously paid excluding Travel Expenses incurred by Bluebeam prior to Bluebeam’s receipt of the cancellation notice (“Incurred Travel Expenses”). Bluebeam will invoice Client for Incurred Travel Expenses and such invoice is due and payable on Net 30 day terms. d. Rescheduling Due to Force Majeure Event: If either party reasonably believes that a Force Majeure Event may occur on the Training Dates or within seven (7) days of the Training Dates (e.g. a hurricane or blizzard is forecasted to impact the Location) either party may provide written notice to the other party and require the Training Dates be rescheduled. As used herein a “Force Majeure Event” means any acts of God, acts of governments, war, riots, strikes, flood, fire, earthquake, severe weather (e.g. hurricanes, tropical storms, tornados, blizzards, etc.), accidents in transportation, inability to obtain transportation, instructor illness or other causes beyond the reasonable control of either party. Client is solely responsible for Travel Expenses incurred prior to the rescheduling in addition to any additional Travel Expenses incurred to reschedule the Training Dates. 2. Training Materials. Bluebeam will provide Client with a copy of the Training manual and materials (the “Training Materials”). All rights in and to the Training Materials shall vest solely in Bluebeam, and Bluebeam shall be deemed the author thereof and entitled to all copyrights and other intellectual property rights existing throughout the world. Bluebeam grants Client a limited, revocable, non-exclusive, non-transferable and non- sublicensable license to use the Training Materials for Client’s internal business purposes only and solely to DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 Bluebeam Services Agreement Services Addendum; Online Training and Webinars CONFIDENTIAL Page 6 of 7 assist the Attendees in their use of the Software. Bluebeam may terminate this license upon notice to Client. Upon termination, Client agrees to promptly return and/or destroy all copies of the Training Materials. 3. Fees and Payment Terms: a. Fees: Four-thousand dollars___________________________________ ($4,000 _______) per day for a total of Four-thousand dollars ($4,000_____________). b. Payment Terms: All Fees are due in advance and must be received by Bluebeam at least twenty-one (21) days prior to the first day of the Training Dates or Net 30 from the date of the Quote, whichever is earlier. The Training Dates will not be confirmed and travel arrangements booked until payment of the Fees is received by Bluebeam. Training Dates will be released and become available to other clients if the Fees are not paid on time. Rescheduling due to late payment is subject to instructor availability. 4. Expense Reimbursement: a. Travel Expenses. Travel Expenses will be set forth in the Quote and reflect Bluebeam’s best efforts to provide not-to-exceed rates. Provided travel cannot be secured at the not-to-exceed rates set forth in the Quote, Bluebeam will immediately contact Client and Client shall have the option to approve the higher Travel Expenses or move the Training Dates to a later time to accommodate lower travel costs. b. Payment Terms. Travel Expenses shall be invoiced by Bluebeam and paid by Client based on Net 30 day terms. c. Travel Expense requirements and restrictions. Airfare: Economy domestic airfare, non-stop travel on a reputable air carrier made at least 14 days in advance of planned travel unless Bluebeam has less than 14 days notice prior to the first day of training or Fees are not paid prior to such 14-day period. Bluebeam will request written authorization from Client for any individual domestic round-trip ticket that exceeds $750/ticket. International airfare (destinations outside of the United States) will be quoted separately. Hotel: Mid-level, reputable business hotel with interior doors to guest rooms. Bluebeam will request written authorization from Client for single-occupancy nightly rates exceeding $320/night (pre-tax rate). Rental Car: Mid-sized, reputable national rental company, including insurance (liability and property). Bluebeam will request written authorization from Client for rental car rates exceeding $125/day (pre-tax rate). Fuel, tolls and other incidentals related to ground transportation will be billed based on actual expenses. Parking: Airport and other parking will be billed based on actual expenses. Meals: Per diem within the continental United States will be billed based on the General Services Administration guidelines [https://www.gsa.gov/]. The Department of Defense sets rates for Alaska, Hawaii, U.S. Territories, and Possessions. The State Department sets Foreign rates. d. Non-Travel Expenses. All non-travel related expenses shall be the responsibility of Bluebeam unless otherwise agreed by the parties. To the extent non-travel related expenses are reimbursed by Client, Bluebeam shall invoice Client for such expenses on Net 30 day terms. DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 Bluebeam Services Agreement Services Addendum; Online Training and Webinars CONFIDENTIAL Page 7 of 7 5. Recording and Charging Restrictions. a. Client agrees that it will not charge Attendees for attending the On-site Training. b. Client agrees that it will not record (whether video, audio or both) the On-site Training without Bluebeam’s prior written consent. Provided Bluebeam provides consent for Client to record the On-site Training (the “Recorded Training”), Client shall not (A) copy, modify, publish, broadcast, transmit or otherwise distribute or allow access to the Recorded Training by any means now or hereafter available to anyone other than the Attendees; or (B) charge the Attendees to view the Recorded Training. All rights in and to the Recorded Training shall vest solely in Bluebeam, and Bluebeam shall be deemed the author thereof and entitled to all copyrights and other intellectual property rights existing throughout the world. Client shall mark the Recorded Training: © Bluebeam, Inc. Client receives only a personal, limited, non- exclusive license to allow access to the Recorded Training to Attendees for a period of two (2) years following the Training Dates. DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 Revised 06/21 ORANGE COUNTY—DEPARTMENT USE ONLY ______________________________________________________________________________ Party/Vendor Name: Bluebeam, Inc. Party/Vendor Contact Person: Sean Andrews (Vice President, Global Customer Success) Contact Phone: 866-496-2140 Party/Vendor Address: 443 S. Raymond City Pasadena State: CA Zip: 91105 Department: Planning Amount: $4,000.00 Purpose: On-Site Training (Bluebeam) Budget Code(s): Training and Development (#10620020-530100) Vendor # N/A (N/A if new vendor) Vendor is a BOCC consultant? Yes No Contract Type: (Check one) New Renewal Amendment Effective Date November 25, 2022 Approved by Board Yes No Agenda Date: --- For Section XIV. c. contracts only, Approved by Board in Current FY Budget Yes No This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement: Department Director’s Signature ________________________________________ Date: ________ Agreements for emergency services or repair are not subject to the above affirmation. If services related to this agreement have already begun or been completed please briefly describe the nature of the emergency condition that was addressed: Information Technologies (Applicable only to hardware/software purchases or related services) This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board Received for record retention: All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 11/29/2022 11/29/2022 11/30/2022 11/30/2022 INSR ADDL SUBR LTR INSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? EACH OCCURRENCE $ DAMAGE TO RENTED $PREMISES (Ea occurrence)CLAIMS-MADE OCCUR MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ $ PRO- OTHER: LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person)$ANY AUTO OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS AUTOS ONLY HIRED PROPERTY DAMAGE $AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below POLICY NON-OWNED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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 any rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) ACORDTM CERTIFICATE OF LIABILITY INSURANCE Berkley National Insurance Company Tri-State Insurance Co of Minnesota Lloyds 11/21/2022 McGriff Insurance Services 2520 Northwinds Pkwy Suite 600 Alpharetta, GA 30009 770 274-2910 770 274-2910 770-754-4570 Bluebeam, Inc 443 S. Raymond Avenue Pasadena, CA 91105 38911 31003 A X X X X TCP701379314 05/15/2022 05/15/2023 1,000,000 1,000,000 15,000 1,000,000 2,000,000 2,000,000 A X X X TCP701379314 05/15/2022 05/15/2023 1,000,000 A X X X 0 TCP701379314 05/15/2022 05/15/2023 10,000,000 10,000,000 B Y TWC701379414 05/15/2022 05/15/2023 X 1,000,000 1,000,000 1,000,000 C Cyber Liability Errors & Omission INT168102 INT168102 06/14/2022 06/14/2022 06/14/2023 06/14/2023 $5,000,000 Each Claim $5,000,000 General Agg ** Workers Comp Information ** Other States Coverage Proprietors/Partners/Executive Officers/Members Excluded: Nemetscheck,SE, German Parent Company ** Supplemental Name ** (See Attached Descriptions) Orange County NC PO Box 8181 131 W. Margaret Lane Hillsborough, NC 27278 1 of 2 #S31078266/M30953744 593BLUEBEAClient#: 2246616 AVP 1 of 2 #S31078266/M30953744 DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358 SAGITTA 25.3 (2016/03) DESCRIPTIONS (Continued from Page 1) First Supplemental Name applies to all policies - Bluebeam, Inc Policy# TCP701379314 - : Bluebeam Holdings, Inc. Policy# TWC701379414 - : Bluebeam Australia Pty Ltd Policy# TWC701379414 - : Bluebeam Software, Inc. Policy# INT168102 - : Bluebeam Limited UK Ltd Policy# INT168102 - : Bluebeam AB Policy# INT168102 - : Bluebeam Australia Pty Ltd Policy# INT168102 - : Bluebeam GmbH Orange County NC is included as Additional Insured with respect to General Liability and Automobile Liability insurance, where required by written contract with Named Insured. 2 of 2 #S31078266/M30953744 DocuSign Envelope ID: 9AF41155-909B-4DBF-A6A1-EBAA54C55358