Amendment 2 to Master Services and Subscription Agreement This Amendment 2 (“Amendment”) to the Master Services and Subscription Agreement is effective as of May23June 6, 2023, (“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. The Parties executed a n Amendment to the Original Agreement effective as of May 5 , 202 2 (“Amendment 1”) that reinstated and renewed the Original Agreement for two one-year terms, the latter of which will expire on June 30, 2023 (the “Renewal Term 2 Expiration Date”); D. The Parties now desire to amend the Original Agreement as set forth in this Amendment 2, so that the term shall renew on the Amendment 1 Expiration Date as provided herein, until expired or terminated as permitted under the Original Agreement or subsequent Amendments; and E. The Parties desire to amend the payment limit provided in the Original Agreement as set forth in this Amendment.
In consideration of the covenants contained in this Amendment 2 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 2, the Parties agree that:
a. Upon the Renewal Term 2 Expiration Date, the Original Agreement will renew for an additional one (1) year term (“ Renewal Term 3”), and shall continue in ful l force and effect until June 30, 2024 (“Renewal Term 3 Expiration Date”); b. Upon the Renewal Term 3 Expiration Date, the Original Agreement will renew for an additional one (1) year term (“ Renewal Term 4”), and shall continue in full force and effect until June 30, 2025 (“Renewal Term 4 Expiration Date”); and c. Upon the Renewal Term 4 Expiration, the Original Agreement will renew upon the mutual written agreement between the Parties as provided in Section 9.1 of the Original Agreement.
3. Notwithstanding anything to the contrary in the Original Agreement, including but not limited to Section 3 o f Exhibit 4 thereto, and pursuant to this Amendment 2, the Parties agree that the Subscriber’s total Subscription Fees due to CPI under Renewal Term 3 and Renewal Term 4 for Subscriber’s Cloud Plans for the current stations listed on Exhibit A to this Amendment (the “Current Stations”) shall not exceed twenty thousand dollars ( $230,000) (“Approved Funds”).
Notwithstanding the foregoing, the Approved F unds limit in this Section 3 shall not apply to: (a) charging stations other than the Current Stations; and (b) any fees associated with additional CPI services or additional charging equipment that Subscriber agrees to pay pursuant to a signed quote.
4. Except as specifically amended by this Amendment, the Original Agreement shall remain in full force and effect.
City of Richmond ChargePoint, Inc.
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Title Title
Signature Signature
Date Date
Exhibit A
Subscriber’s Current Stations
Station Name System S/N Address 1 City State Zip
Code
County
RICHMOND /
MARINA 162341003085
1207 Melville
Square
Richmond CA 94804 Contra Costa
County
RICHMOND /
KENNEDY SWIM 22020
4300 Cutting
Blvd
Richmond CA 94804 Contra Costa
County
RICHMOND /
FAMILY JUSTICE 174441013639
256 24th St Richmond CA 94804 Contra Costa
County
RICHMOND /
CVC1 NEVIN AV 173841011549
325 Civic Center
Plaza
Richmond CA 94804
RICHMOND /
ART CENTER 3 180741003029
2540 Barrett Ave Richmond CA 94804 Contra Costa
County
RICHMOND /
ART CENTER 2 174341013178
2540 Barrett Ave Richmond CA 94804 Contra Costa
County
RICHMOND /
ART CENTER 1 180741003001
2540 Barrett Ave Richmond CA 94804 Contra Costa
County