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Home My WebLink AboutP-23-515 Amendment 1.pdf P-23-515 County of Fresno 1 AMENDMENT NO. 1 TO SERVICE AGREEMENT 2 This Amendment No. 1 to Purchasing Manager Agreement ("Amendment No. 1") is 3 dated October 16, 2023 and is between Commvault Systems, Inc., a Delaware 4 corporation ("Contractor"), and the County of Fresno, a political subdivision of the State of 5 California ("County"). 6 Recitals 7 A. On September 21, 2023, the County and the Contractor entered into County agreement 8 number P-23-515 ("Agreement"), for cloud and physical storage and licenses for the County's 9 back-up and recovery system. 10 B. The County has a need for additional storage to mitigate storage shortage. 11 C. The Contractor is able to provide additional cloud storage and licenses to aid the County 12 in mitigating the current storage shortage. 13 D. The County and the Contractor now desire to amend the Agreement to increase 14 compensation and increase cloud storage capacity and licenses. 15 The parties therefore agree as follows: 16 1. Section 4.2— Maximum Compensation of the Agreement located on page 4, lines 15 17 through 17, are deleted and replaced with the following: 18 "The maximum compensation payable to Commvault under this Agreement is 19 $139,074.56, as set forth in Exhibit A. An amount of$115,314.96 was prepaid on 20 May 25, 2023, prior to the Effective Date." 21 2. Exhibit A of the Agreement is deleted in its entirety and replaced with the new Exhibit A, 22 attached hereto. 23 3. Section 13.14 — Entire Agreement located on page 15, lines 18 through 24 is deleted in 24 its entirety and replaced with the following: 25 "This Agreement, including Exhibits A, B, C, and D, constitutes the entire 26 Agreement between the Contractor and the County relating to the subject matter 27 hereof and supersedes all prior oral and written and all contemporaneous oral 28 negotiations, commitments and understandings of the parties. This Agreement 1 P-23-515 County of Fresno 1 supersedes all pre-printed terms and conditions contained in any purchases 2 order, order acknowledgement form, invoice of other business form submitted 3 hereafter by either party to the other. In the event of any inconsistency in 4 interpreting the documents which constitute this Agreement, the inconsistency 5 shall be resolved by giving precedence in the following order of priority: (1) the 6 text of this Amendment No. 1 (2) the Agreement including Exhibits A through D. 7 This Agreement may not be changed, modified, or amended, except by a written 8 document signed by duly authorized representatives of both parties." 9 4. When both parties have signed this Amendment No. 1, the Agreement, and this 10 Amendment No. 1 together constitute the Agreement. 11 5. The Contractor represents and warrants to the County that: 12 a. The Contractor is duly authorized and empowered to sign and perform its obligations 13 under this Amendment No. 1. 14 b. The individual signing this Amendment No. 1 on behalf of the Contractor is duly 15 authorized to do so and his or her signature on this Amendment No. 1 legally binds 16 the Contractor to the terms of this Amendment No. 1. 17 6. The parties agree that this Amendment No. 1 may be executed by electronic signature 18 as provided in this section. 19 a. An "electronic signature" means any symbol or process intended by an individual 20 signing this Amendment No. 1 to represent their signature, including but not limited 21 to (1) a digital signature; (2) a faxed version of an original handwritten signature; or 22 (3) an electronically scanned and transmitted (for example by PDF document) 23 version of an original handwritten signature. 24 b. Each electronic signature affixed or attached to this Amendment No. 1 (1) is deemed 25 equivalent to a valid original handwritten signature of the person signing this 26 Amendment No. 1 for all purposes, including but not limited to evidentiary proof in 27 any administrative or judicial proceeding, and (2) has the same force and effect as 28 the valid original handwritten signature of that person. 2 P-23-515 County of Fresno 1 c. The provisions of this section satisfy the requirements of Civil Code section 1633.5, 2 subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 3 2, Title 2.5, beginning with section 1633.1). 4 d. Each party using a digital signature represents that it has undertaken and satisfied 5 the requirements of Government Code section 16.5, subdivision (a), paragraphs (1) 6 through (5), and agrees that each other party may rely upon that representation. 7 e. This Amendment No. 1 is not conditioned upon the parties conducting the 8 transactions under it by electronic means and either party may sign this Amendment 9 No. 1 with an original handwritten signature. 10 7. This Amendment No. 1 may be signed in counterparts, each of which is an original, and 11 all of which together constitute this Amendment No. 1. 12 8. The Agreement as amended by this Amendment No. 1 is ratified and continued. All 13 provisions of the Agreement and not amended by this Amendment No. 1 remain in full force and 14 effect. 15 [SIGNATURE PAGE FOLLOWS] 16 17 18 19 20 21 22 23 24 25 26 27 28 3 P-23-515 County of Fresno 1 The parties are signing this Amendment No. 1 on the date stated in the introductory 2 clause. 3 COMMVAULTS SYSTEMS, INC. COUNTY OF FRESNO 4 ly signed by Gary Cornuelle 5 Aim( G w�Scawat- fW(a Gary CO rn U e I I e Datleal2023.10.16 09:45:07-07 Andrew Scamardella(Oct 16,2023 10:50 EDT) 6 Andrew Scamardella Director,Deal Desk&Bid Desk Gary Cornuelle, Purchasing Manager 7 1 Commvault Way Tinton Falls, New Jersey 07724 8 9 10 11 12 For accounting use only: 13 Org No.: 8905 Account No.: 7309 14 Fund No.: 1020 Subclass No.: 10000 15 16 17 18 19 20 21 22 23 24 25 26 27 28 4 P-23-515 County of Fresno Exhibit A Pricing and Licensing Conversion Statements The County is licensed for 315 Metallic Cloud Storage licenses (licensed per TB), 1,280 licenses of backup and recovery for virtual machines (licensed as 128 10-packs), 37 licenses of backup and recovery per front-end terabyte, and 45 licenses of backup and recovery for unstructured data per front-end terabyte. Commvault Licensing Conversion Statement SKU Description Quantity CV-MCS-AC-TB Metallic Cloud Storage Service for Commvault 315 CV-BKRC-VM10- CVLT Backup & Recovery For Virtual Machines, Per VM (10- 128 33 Pack) CV-BKRC-FT-33 CVLT Backup & Recovery, Per Front-End Terabyte 37 CV-UBKRC-FT CVLT Backup & Recovery For Unstructured Data, Per Front- 45 End Terabyte A-1 P-23-515 County of Fresno Exhibit A Commvault Product Pricing — Invoice No. 100-092374 COMMVAULT SYSTEMS,INC- Attn:Finance Department COMMVAULT RITN,10032163 I CommvaultWay Tinton Falls,NJ 07724 (732)870-4000 AccountsPayable@commvauR.corn INVOICE#100-092374 Date:9-May-2023 Page 1 of 1 Bill To: County of Fresno Ship To: County of Fresno IT-S.D.-ATTN-Accounts Payable 333 W PONTIAC WAY 333 W PONTIAC WAY CLOVIS CA 93612-5613 CLOVIS CA 93612-5613 US Invoice Information Payment Infomtation Currency US Dollar Bank Details Check Payment Mailing Address: Commvault Systems,Inc. Terms NET 30 28496 Nemork Place Chicago,IL 60673-1284 Due Date 8-June-2023 Overnight 1 UPS Mailing Address: JPMorgan Chase Customer PO# PR 8905210951 Attn:Commvault Svstems,Inc Box 28496 131 S.Dearborn,61h Floor End User County of Fresno Chicago,IL 60603 Electronic Payment: ID F4272 JPMorgan Chase Bank,N-A. ABA#021000021 Sales Rep Georgian,Ryan SWIFT code:CHASUS33 Account#691 185032 Qty Item Rate Amount 15.03 SB-C-DPF-IT-D-33 2,304-00 34,629-12 CVLT Data Protection Foundation:Per TB 28-June-2021-27-June-2024 12.358 SB-C-DPE-1T-D-33 3,340-80 41,285.60 CVLT Data Protection Enterpnse:Per TB 28-June-2021-27-June-2024 42.752 SB-cSIM-S-AF-33 921.60 39,40024 CVLT VM B&R Advanced:Per Socket 28-June-2021-27-June-2024 Subtotal 115,314.96 Tax Total(0%Avg) 0.00 Total USD 115,314.96 All products are shipped electronically.All items listed above are sold separately. A-2 P-23-515 County of Fresno Exhibit A Commvault Product Pricing —Quotation Q-34342-1 Quotation meLallic ,.4, Quote#: -34342-1 Quote Generation Date: 4-Oct-2023 Expires On: 3-Nov-2023 Commvault Customer Information Distributor: Deal Registration Id: Partner: End User: County of Fresno Primary Contact: Billing Information Bill To: End User Price Book Version: 2023.08 Payment Method: Electronic Payment Currency: USD Payment Terms: Net 30 Products& Services Group l Item List Unit Cost Months City List Total List to Net Net Unit Cost Net Total Discount 4'e CV-MCS-AC-TB USD 16.7800 1 11 1 135 1 USD 24.918.30 1 4.6500 USD 175.9970 USD 23,759.60 Metallic Cloud Storage Service for Commvault,US&Canada,Cool Tier..Subscription,Per TB.Per Month Groupl Net Total: USD 23,759.60 Grand Net Total: USD 23.759.60 Terms and Conditions t The pricing set forth rn this quote is valid through the expiration date shown above. 2 Commvauft s Master Terms and Conditions( U s 11www commvaultcomileaallmaster-terms-and-conditions)govem the end user's use of our products and services,unless otherwise agreed. 3 Maintenance and support will be provided in accordance with Commvaults then-current polices and commence upon shipment of software or services. 4 Payment terms are net 30 days unless otherwise agreed prior to order being placed. 5 Shipping terms are FOB Shipping Point. 6 Any prepaid professional services credits,including training units:will expire one year from the purchase date. 7 Visit Commvault s Training Registrar for more information on training terms and conditions. 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