Portal Services Agreement [Amendment No. 3] - Inktomi Corp. and Microsoft Corp.
AMENDMENT NUMBER THREE
TO THE
PORTAL SERVICES AGREEMENT
BETWEEN
MICROSOFT CORPORATION
AND
INKTOMI CORPORATION
This Amendment Number Three ("Amendment Three") amends that certain Portal
Services Agreement and any exhibits, attachments, addenda, and schedules
thereto, between Microsoft Corporation ("Customer") and Inktomi Corporation
("Inktomi") dated as of October 28, 1999 (the "Agreement").
RECITALS
WHEREAS, Customer and Inktomi desire to amend the Agreement in order to
revise pricing models and service fees for certain Services to be provided by
Inktomi to Customer thereunder;
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
and for such other good and valuable consideration, the sufficiency of which is
hereby acknowledged by the parties hereto, Customer and Inktomi agree to amend
the Agreement as follows
AMENDMENT
1. All capitalized terms used and not otherwise defined herein, shall have
the meaning given to such terms in the Agreement.
2. Delete Section 4(B) of Schedule 2 and replace with the following.
"(B) multiplied and added in accordance with the following graduated
schedule
<TABLE>
<S> <C>
For The first * Average Daily
Results Sets Served $* per Results Sets Served
For the next * Average Daily
Results Sets Served $* per Results Sets Served
For the next * Average Daily
Results Sets Served $* per Results Sets Served
For the next * Average Daily
Results Sets Served $* per Results Sets Served
For the next * Average Daily
Results Sets Served $* per Results Sets Served
For all subsequent Average Daily
Results Sets Served over * $* per Results Sets Served"
</TABLE>
3. Customer and Inktomi further agree that the Site Search Information
Service Fee, described in Section 1 of Schedule 2 to the Agreement, the
Supplementary Site Search Information
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential Treatment has been requested with respect to the
omitted portions.
<PAGE>
Service Fee, described in Section 2 of Schedule 2 of the Agreement, and
the Site Search Capacity Expansion Fee, described in Section 3 of Schedule
2 of the Agreement, shall each be reduced to [*].
4. Customer shall have the option of receiving news content and search
services through Inktomi's "Moreover News Feed" service (the "Moreover
News Feed Service"), or such other successor service as Inktomi may
provide from time to time. In the event Customer elects to receive the
Moreover News Feed Service, Customer shall so notify Inktomi in writing.
[*]
5. With the exception of the modifications above, the terms and conditions of
the agreement shall remain unchanged and in full force and effect.
6. The effective date of this Amendment Three (the "Effective Date") shall be
May 1, 2001.
IN WITNESS WHEREOF, Customer and Inktomi have caused their respective duly
authorized representatives to execute this Amendment Three as of the Effective
Date.
MICROSOFT CORPORATION INKTOMI CORPORATION
By: /s/ Bill Bliss By: /s/ David Ponzini
-------------------------------- ----------------------------------
Name: Bill Bliss Name: David Ponzini
------------------------------ --------------------------------
Title: General Manager - MSN Search Title: VP, Finance
----------------------------- -------------------------------
Date: 5/01/01 Date: 5/21/01
------------------------------ --------------------------------
[*] Certain information on this page has been omitted and filed separately with
the Commission. Confidential Treatment has been requested with respect to
the omitted portions.
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