Agenda Item   



                                                                                                                        ASR Control  23-000300




legal entity taking action:

Board of Supervisors

board of supervisors district(s):

All Districts

SUBMITTING Agency/Department:

Clerk of the Board   (Approved)

Department contact person(s):

Lily Vu  (714) 834-5528 



Valerie Sanchez (714) 834-2206



Subject:  Approve Retroactive Assignment and Consent Agreement with Granicus


      ceo CONCUR

County Counsel Review

Clerk of the Board


Approved Agreement to Form




3 Votes Board Majority




    Budgeted: Yes

Current Year Cost:   $60,450

Annual Cost: N/A




    Staffing Impact:


# of Positions:            

Sole Source:   N/A

    Current Fiscal Year Revenue: N/A

   Funding Source:     N/A

County Audit in last 3 years: No

   Levine Act Review Completed: Yes


    Prior Board Action:         05/05/20 #17






Approve retroactive Assignment and Consent Agreement to transfer and assign contract for Agenda Management System from Prime Government Solutions, Inc. to Granicus, LLC, and authorize County Procurement Officer or Deputized designee to execute agreement.



Approve Amendment No. 2 to contract with Granicus, LLC to amend contractor name from Prime Government  Solutions, Inc to Granicus, LLC, and to renew contract for the Agenda Management System, effective May 7, 2023 through May 6, 2025 in the amount of $125,400 with a cumulative total contract amount not to exceed $357,400, and authorize County Procurement Officer or Deputized designee to execute amendment.










Approval of the Assignment, Consent Agreement and Amendment No. 2 to the contract will transfer and assign contract MA-017-20011143 from Prime Government Solutions, Inc. to Granicus, LLC, and renew the contract for two (2) additional years for the Agenda Management System.






On May 5, 2020, Board of Supervisors (Board) approved the Contract with Prime Govenment Solutions, Inc. ("PGS") for a new Agenda Management System. 

On May 6, 2020, County and PGS executed Contract MA-017-20011143 for Agenda Management System, effective May 7, 2020 through and including May 6, 2023 in an amount not to exceed $232,000.

On April 21, 2021, County and PGS executed Amendment No.1 to update the Contractors address as reflected in the Contract preamble, the Contractors federal tax classification and to replace Table III of Attachment B – Cost Compensation.

In about March 2021, Rock Solid Technology, Inc. (“Rock Solid”) , a Texas corporation, purchased all the assets of PGS ("Assignor").  On February 22, 2023, Clerk of the Board received a letter from Granicus, LLC. ("Granicus") informing the County of an asset purchase agreement whereby substantially all of the assets of Rock Solid were purchased by Granicus ("Assignee") on October 12, 2022.  The sale of such assets by Assignor included the Contract with County of Orange.  Assignor and Assignee have signed the County's Assignment and Consent Agreement into the Contract.


           Under Board of Supervisors (Board) policy, Contract Policy Manual Section 3.3-104, in all cases where the result of the assignment is that the contracted entity has been released from further performance under the County Contract, Board approval is required.  Board policy also requires Board approval under Contract Policy Manual Section 3.3-111.  As such, Clerk of the Board requests Board approval of the Assignment and Consent Agreement to approve the assignment from the Assignor to the Assignee, and to approve a Contract renewal of two years into the Contract for the period of May 7, 2023 until May 6, 2025. 


          All original Terms and Conditions of the Contract shall remain unchanged.  This Contract does not currently include subcontractors or pass through to any other providers.  See Attachment D for Contract Summary Form.


          Assignee has existing Contracts with the County and Contractor's performance has been satisfactory.  The Department has verified there are no concerns that must be addressed with respect to Contractor's ownership/name, litigation status or conflicts with County interests.


          Approval is retroactive due to circumstances beyond the County's control as the Contractor did not notify Clerk of the Board of the change of ownership until well after the effective date of the change in ownership and additionally due to the length of the contractor's legal review of the assignment agreement and contract amendment.











Appropriations associated with this contract renewal period for the Agenda Management System are included in FY 2022-2023 and FY 2022-2024 Budget for Fund 011. The table below shows the contract costs and estimated implementation support provided by OCIT.



This Renewal

FY 2022-23 & FY 2023-24

Optional 2-Year Renewal

FY 2024-2025 & FY 2025-26

Annual License & Maintenance






Contingency amount will be used to cover unanticipated changes to the Scope of Work that may be required by the County during the initial term of the Contract.


Not to Exceed

To be used during the initial term of the Contract













Attachment A - Assignment and Consent Agreement
Attachment B - Amendment No. 2 to Contract MA-017-20011143
Attachment C - Redlines of Contract Amendment No. 1
Attachment D - Contract Summary Form