Portal Services Agreement [Amendment No. 5] - Inktomi Corp. and Microsoft Corp.
AMENDMENT NUMBER FIVE TO THE PORTAL SERVICES AGREEMENT BETWEEN MICROSOFT CORPORATION AND INKTOMI CORPORATION This Amendment Number Five To Portal Services Agreement ("Amendment Number Five") is made and entered into by and between Microsoft Corporation, a Washington corporation with its principal place of business located at One Microsoft Way, Redmond, Washington 98052 ("Customer") and Inktomi Corporation, a Delaware corporation with its principal place of business located at 4100 East Third Avenue, Foster City, California 94404 ("Inktomi") as of this ___ day of February, 2002 ("Amendment Effective Date"). RECITALS WHEREAS, Customer and Inktomi desire to amend that certain Portal Services Agreement, made and entered into by and between Inktomi and Customer, dated as of October 28, 1999, as amended from time to time, (the "Agreement"), so as 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, 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. Section 4(B) of Schedule 2 is deleted in its entirety and replaced with the following: (B) multiplied and added in accordance with the following graduated schedule For the first * Average Daily Results $ * per Results Sets Served Sets Served For the next * Average Daily Results Sets $ * per Results Served Sets Served For the next * Average Daily Results Sets $ * per Results Served Sets Served For the next * Average Daily Results Sets $ * per Results Served Sets Served For the next * Average Daily Results Sets $ * per Results Served Sets Served For all subsequent Average Daily Results Sets Served $ * per Results over * Sets Served * 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> 3. Except as expressly modified by this Amendment Five, the terms and conditions of the Agreement remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties have caused their respective duly authorized representatives to execute this Amendment Five on their behalf as of the Amendment Effective Date. MICROSOFT CORPORATION INKTOMI CORPORATION By: /s/ Bill Bliss By: /s/ Vishal Makhijani -------------------------------- ---------------------------------- Name: Bill Bliss Name: Vishal Makhijani ------------------------------ -------------------------------- Title: General Manager Title: Director, GM Search ----------------------------- ------------------------------- Date: 5 March 2002 Date: March 8, 2002 ------------------------------ --------------------------------