Amendment 1 to Master Services and Subscription Agreement This Amendment 1 (“Amendment”) to the Master Services and Subscription Agreement is effective as of May 25 , 2022 , (“ Effective Date ”) by and between ChargePoint, Inc. , a Delaware corporation with its principal place of business located at 254 East Hacienda Avenue, Campbell, CA 95008 (“ChargePoint”) and the City of Richmond , a municipal corporation located at 450 Civic Center Plaza , Richmond, CA 94804 (“Subscriber”). Each of ChargePoint and Subscriber is a “Party” and together the “Parties” to this Amendment.
Background
A. The Parties executed a Master Services and Subscription Agreement effective as of June 7, 2020 (“Original Agreement”), as may be amended from time to time, pursuant to which ChargePoint provided Subscriber access to the ChargePoint Services; B. The Original Agreement provided an initial term of one (1) year, with a commencement date of June 7, 2020, and a termination date of June 30, 2021 (the “ Original Agreement Expiration Date”);
C. Notwithstanding the expiration of the initial term on the Original Agreement Expiration Date , ChargePoint has continued to operate under the Original Agreement pursuant to the terms and conditions of the Original Agreement;
D. The Parties desire to reinstate and amend the Original Agreement as set forth in this Amendment, so that the term shall be considered to have been renewed on the Original Agreement Expiration Date, until expired or terminated as permitted under the Original Agreement or this Amendment; and
E. The Parties desire to amend the port access fees provided in the Original Agreement as set forth in this Amendment.
In consideration of the covenants contained in this Amendment 1 and other good and valuable consideration, the Parties agree as follows:
Agreement
1. Capitalized terms not otherwise defined in this Amendment will have the definition ascribed to them in the Original Agreement.
2. Notwithstanding anything to the contrary of the Original Agreement, including but not limited to Section 2 of Exhibit 4 thereto, and pursuant to this Amendment, the Parties agree that:
a. The term will be considered to have been in full force and effect since the Original Agreement Expiration Date of June 30, 2021 (“Renewal Term 1”); b. Renewal Term 1 shall continue in full force and effect from the Effective Date of this Amendment, until June 30, 2022 (“Renewal Term 1 Expiration”); c. Upon the Renewal Term 1 Expiration, the Original Agreement will renew for an additional one (1) year term (“Renewal Term 2”), and shall continue in full force and effect until June 30, 2023 (“Renewal Term 2 Expiration”); and
d. Upon the Renewal Term 2 Expiration, the Original Agreement will renew upon the mutual written agreement between the Parties as provided in Section 9.1 of the Original Agreement.
DocuSign Envelope ID: B47FA7DC-734E-48B4-A73E-2F1795990A4C DocuSign Envelope ID: 13A50EC2-5813-4DAC-9D5D-9A30FD2857A7
3. Except as specifically amended by this Amendment, the Original Agreement shall remain in full force and effect.
City of Richmond ChargePoint, Inc.
Full name [Print] Full name [Print]
Title Title
Signature Signature
Date Date
DocuSign Envelope ID: B47FA7DC-734E-48B4-A73E-2F1795990A4C Mansi Khetani
Vice President, FP&A
6/16/2022
DocuSign Envelope ID: 13A50EC2-5813-4DAC-9D5D-9A30FD2857A7 City Manager
7/8/2022
Shasa Curl