Software License Agreement [Amendment No. 3] - Dell Products LP and CommVault Systems Inc.
ADDENDUM THREE
TO THE
LICENSE AND DISTRIBUTION AGREEMENT
BETWEEN
DELL PRODUCTS L.P.
AND
COMMVAULT SYSTEMS, INC.
This Addendum ("Addendum") to the Software License Agreement dated December 17,
2003 (the "Agreement"), is entered into by and between Dell Products L.P.
(hereinafter "Dell") with its principal place of business at One Dell Way, Round
Rock, Texas 78682, and CommVault Systems, Inc., (hereinafter "Commvault" or
"Supplier"), a Delaware corporation having a principal place of business at 2
Crescent Place, Oceanport, New Jersey 07757 (hereinafter "Licensor") and is
effective as of the 1st day of May, 2005 (the "Effective Date").
RECITALS
WHEREAS, COMMVAULT and Dell entered into the Agreement through which COMMVAULT
granted Dell various rights to distribute certain COMMVAULT software products;
WHEREAS, the parties now desire to amend the Agreement to provide that COMMVAULT
shall, for an additional fee, take on Level 2 Support obligations for new and
existing customers commencing on the Effective Date.
NOW, THEREFORE, in consideration of the mutual covenants and promises set forth
herein and for other good and valuable consideration, the receipt of which both
parties hereby acknowledge, Dell and COMMVAULT agree as follows:
Any capitalized terms define din this Addendum are specific to this Addendum
only, and do not modify or change the meaning set forth in the Agreement. Unless
expressly defined in this Addendum, the capitalized terms in this Addendum are
as defined in the Agreement. The Agreement shall remain in full force and effect
except as supplemented and amended herein.
1. Section 4.0 of Schedule C, Enterprise Support shall be modified by replacing
the existing first sentence in such section so that it reads as follows:
[***]
2. Section 2 of Addendum Two to the License and Distribution Agreement, dated as
of October 30, 2004, which sets forth the price that Dell pays CommVault for
annual maintenance contracts, shall be amended in its entirety so that it reads
as follows:
[***]. Dell shall coordinate with CommVault support to ensure that
customers who receive support and product updates are eligible for such
services. CommVault's MSRP
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[***] INDICATES THAT TEXT HAS BEEN OMITTED WHICH IS THE SUBJECT OF A
CONFIDENTIAL TREATMENT REQUEST. THIS TEXT HAS BEEN FILED SEPARATELY WITH THE
SEC.
for annual maintenance contracts is [***] of product list price. Dell's
cost to CommVault is [***] of software cost and reflected in the Exhibit B
to this Addendum.
3. A new Section 3.5 shall be added to the Agreement that reads as follows:
In addition to the report set forth in Section 3.4 above, Dell shall also
submit [***] royalty reports to CommVault within [***] days after the end
of each [***].
No other changes or modification are intended by this Addendum. All other terms
and conditions of the Agreement are in effect.
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IN WITNESS WHEREOF, the parties have executed this Addendum by their duly
authorized representatives as of the date first set forth above.
COMMVAULT SYSTEMS INC. DELL PRODUCTS L.P.
By: /s/ David West By: /s/ Joseph J. Kanicki
------------------------------- ----------------------------------
Name: David West Name: Joseph J. Kanicki
----------------------------- --------------------------------
Title: VP Business Development Title: Senior Manager
---------------------------- -------------------------------
Date: 4-28-2005 Date: 4-28-05
----------------------------- --------------------------------
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EXHIBIT B
PRICING SUPPLEMENT
TO THE SOFTWARE LICENSE AGREEMENT
BETWEEN DELL PRODUCTS L.P.
AND COMMVAULT SYSTEMS INC.
1 YR.
SW DELL SW UPDATE TOTAL
DELL SKU SKU DESCRIPTION [***] [***] MSRP COST PROTECTION COGS
-------- --------------- ----- ----- ------ -------- ---------- ------
SKU 1 [***] [***] [***] $ [***] [***] [***] [***]
SKU 2 [***] [***] [***] $ [***] [***] [***] [***]
SKU 3 [***] [***] [***] $ [***] [***] [***] [***]
SKU 4 [***] [***] [***] $ [***] [***] [***] [***]
SKU 5 [***] [***] [***] $ [***] [***] [***] [***]
SKU 6 [***] [***] [***] $ [***] [***] [***] [***]
SKU 7 [***] [***] [***] $ [***] [***] [***] [***]
SKU 8 [***] [***] [***] $ [***] [***] [***] [***]
SKU 9 [***] [***] [***] $ [***] [***] [***] [***]
SKU 10 [***] [***] [***] $ [***] [***] [***] [***]
SKU 11 [***] [***] [***] $ [***] [***] [***] [***]
SKU 12 [***] [***] [***] $ [***] [***] [***] [***]
SKU 13 [***] [***] [***] $ [***] [***] [***] [***]
[***]
SKU 14 [***] [***] [***] $ [***] [***] [***] [***]
[***]
SKU 15 [***] $ [***] [***] [***] [***]
SKU 16 [***] $ [***] [***] [***] [***]
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