Amendment+1+-+signed.pdf

CONTRACT AMENDMENT

CONTRACT NAME AND NUMBER: LRMS Technology Contract - 334

AMENDMENT NUMBER: 1

AMENDMENT to LRMS Technology Contract - 334 (Contract) between the State of North Dakota, acting through its North Dakota Highway Patrol (STATE), and Blackboard Inc. (CONTRACTOR).

WHEREAS, on February 20, 2024, STATE and CONTRACTOR entered a Contract for a learning and record management system (LRMS) to enhance student learning at the North Dakota Law Enforcement Training Academy (LETA).

WHEREAS, at the time the parties entered into the contract, CONTRACTOR was a corporation operating under the name Blackboard, Inc.

WHEREAS, effective April 16, 2024, Blackboard Inc. converted from a Delaware corporation to a Delaware Limited Liability Company, changing its name from “Blackboard Inc.” to “Blackboard, LLC.”

NOW THEREFORE, the Contract is amended to identify CONTRACTOR as “Blackboard, LLC.”

WHEREAS, STATE and CONTRACTOR previously entered into the Contract for the express purpose of implementation of a new LRMS;

WHEREAS, the STATE desires to allow entities of the State of North Dakota, including, but not limited to, the Office of Management and Budget, State Procurement Office (“Other Entities”) to be able to utilize the same terms and conditions set forth in the Contract;

WHEREAS, the Other Entities would like to use the Contract to purchase licenses to have access to the training records; and WHEREAS, the State and Contractor desire to amend the Contract to allow Other Entities to utilize the Contract;

NOW THEREFORE, for and in consideration of the mutual promises of the parties contained in this Amendment No. 1 to the Contract (the “Amendment”), the STATE and CONTRACTOR agree as follows:

1. For purposes of implementation and ongoing use of the LRMS, the Contract shall remain unchanged.

2. For future projects involving the State and Other Entities, provision number three (3) shall apply to the Contract.

3. For each and every other project involving Contractor and either the State or Other Entities, the parties shall mutually agree to a separate task order, which shall be executed by both parties.

The task order shall operate as Exhibit G within the context of the Contract and shall consist of a statement of work (if services are involved) and cost. The provisions of the Contract shall apply as if each task order was the single and only statement of work.

a. A task order will state the cost and shall be independent and not the basis of any other contract price under the Contract. The last sentence of the first paragraph of section 4(a) of the Contract shall not be applicable to subsequently issued task orders.

b. All provisions relating to Termination of the Contract, including, but not limited to those provisions contained in section 6 of the Contract, shall mean termination of the applicable task order unless the State and all Other Entities agree to terminate the Contract for the reasons and in accordance with section 6 of the Contract.

c. The Other Entities shall provide an appropriate contact and address to be included in the applicable task order, which shall be incorporated by reference in section 38 of the Contract.

d. Sections 24 and 25 of the Contract shall only apply to task orders that involve services (not including maintenance agreements)

e. Other provisions as mutually agreed to in task orders applicable to that specific task order or deliverable which would take precedent over terms in the Contract if they were not otherwise addressed in the Contract. Task orders will be in the format as provided in Exhibit 1.

4. The Office of Management and Budget, State Procurement Office is hereby added as a party to the Contract.

5. The following provision is added to the Contract:

This contract is a cooperative purchasing contract established pursuant to North Dakota Century Code (NDCC) section 54-44.4-13. This contract is made available to state entities, institutions under the jurisdiction of the State Board of Higher Education, other government entities (including counties, cities, townships, public primary and secondary educational entities, governmental boards and commissions), nonprofit entities established on behalf of public entities, tribal agencies, transportation providers under N.D.C.C chapter 39-04.2, and the International Peace Garden.

6. The parties agree that the terms and conditions of the Contract and this Amendment govern and control the rights and obligations of the parties.

All other terms of the Contract remain in effect. This Contract Amendment is not effective until fully executed by all parties.

EXECUTION

CONTRACTOR STATE OF NORTH DAKOTA

Blackboard LLC Acting through its North Dakota Highway Patrol

BY: BY:

Printed Name: Printed Name:

Title: Title:

Date: Date:

STATE OF NORTH DAKOTA

Acting through its Office of Management and Budget, State Procurement Office

BY:

Printed Name: Abigail Dschaak

Title: State Procurement Officer

Date:

Michael Pohorylo (Feb 14, 2025 10:11 EST)

Michael Pohorylo General Counsel 02/14/2025

Abigail Dschaak (Feb 14, 2025 10:55 CST)

02/14/2025

Aaron Hummel Chief of Staff 02/14/2025 http://www.legis.nd.gov/cencode/t54c44-4.pdf?20130131153805 http://www.legis.nd.gov/cencode/t39c04-2.pdf?20130131161514 http://www.legis.nd.gov/cencode/t54c44-4.pdf?20130131153805 http://www.legis.nd.gov/cencode/t39c04-2.pdf?20130131161514 https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAA9jWJN9lPyL2ISCwT3qWpLi7H5PAo-P3D https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAA9jWJN9lPyL2ISCwT3qWpLi7H5PAo-P3D https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAA9jWJN9lPyL2ISCwT3qWpLi7H5PAo-P3D

Exhibit 1

LRMS Technology Contract

STATE CONTRACT #334

Directions: Entities will request a pricing quote from Contractor for product licensing/services that will interact with the LRMS System. Once a pricing quote has been received, you will complete this Task Order by inserting the Task Order number, contact information, scope and pricing section. The pricing quote must be attached to the Task Order. Once that has been completed, the Task Order will be signed by both parties.

TASK ORDER NUMBER: INSERT NUMBER SELETED BY ENTITY

Entity Name:

Contract Person:

Entity Address:

Scope of work for Task Order:

Pricing:

This Task Order is not effective until executed by both parties.

EXECUTION

CONTRACTOR: Blackboard Inc. STATE OF NORTH DAKOTA acting through its Insert Agency Name

Signature: Signature:

Printed Name: Printed Name:

Title: Title:

Date: Date:

Cooperative Amendment 1 to Contract 504.23-001 between Blackboard and ND Highway Patrol Final Audit Report 2025-02-14

Created: 2025-02-07

By: Jamison Bostyan (jamie.bostyan@nd.gov)

Status: Signed

Transaction ID: CBJCHBCAABAA9jWJN9lPyL2ISCwT3qWpLi7H5PAo-P3D

"Cooperative Amendment 1 to Contract 504.23-001 between Bla ckboard and ND Highway Patrol" History

Document created by Jamison Bostyan (jamie.bostyan@nd.gov) 2025-02-07 - 5:29:08 PM GMT- IP address: 165.234.248.44

Document emailed to Michael Pohorylo (michael.pohorylo@anthology.com) for signature

2025-02-07 - 5:42:04 PM GMT

Email viewed by Michael Pohorylo (michael.pohorylo@anthology.com) 2025-02-07 - 5:53:08 PM GMT- IP address: 136.226.51.18

Email viewed by Michael Pohorylo (michael.pohorylo@anthology.com) 2025-02-14 - 3:07:25 PM GMT- IP address: 104.47.70.126

Document e-signed by Michael Pohorylo (michael.pohorylo@anthology.com) Signature Date: 2025-02-14 - 3:11:34 PM GMT - Time Source: server- IP address: 136.226.51.18

Document emailed to aadschaak@nd.gov for signature

2025-02-14 - 3:11:36 PM GMT

Email viewed by aadschaak@nd.gov 2025-02-14 - 4:49:45 PM GMT- IP address: 104.47.64.254

Signer aadschaak@nd.gov entered name at signing as Abigail Dschaak 2025-02-14 - 4:55:28 PM GMT- IP address: 165.234.252.245

Document e-signed by Abigail Dschaak (aadschaak@nd.gov) Signature Date: 2025-02-14 - 4:55:30 PM GMT - Time Source: server- IP address: 165.234.252.245

Document emailed to Aaron Hummel (arhummel@nd.gov) for signature

2025-02-14 - 4:55:32 PM GMT

Email viewed by Aaron Hummel (arhummel@nd.gov) 2025-02-14 - 9:07:00 PM GMT- IP address: 104.47.64.254

Document e-signed by Aaron Hummel (arhummel@nd.gov) Signature Date: 2025-02-14 - 9:10:28 PM GMT - Time Source: server- IP address: 165.234.253.58

Agreement completed.

2025-02-14 - 9:10:28 PM GMT