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<br /> <br /> <br /> <br /> <br /> <br /> <br /> FIRST AMENDMENT TO <br /> LARGE ACCOUNT RESELLER AGREEMENT <br /> BETWEEN THE CITY OF SANTA ANA <br /> AND <br /> COMPUCOM SYSTEMS, INC <br /> <br /> THIS FIRST AMENDMENT, made and entered into this _ day of , 201 <br /> by and between CompuCom Systems, Inc., a Delaware corporation (hereinafter "CompuCom"), <br /> and the City of Santa Ana, a charter city and municipal corporation organized and existing under <br /> the Constitution and laws of the State of California (hereinafter "City"). <br /> <br /> RECITALS <br /> <br /> A. The City and CompuCom entered Agreement A-2008-013, dated January, 7th 2007, <br /> hereinafter referred to as "said Agreement", by which CompuCom has provided large <br /> account reseller (LAR) Microsoft Licensing services for the City's purchase of <br /> Microsoft products. <br /> B. The parties now desire to amend said Agreement to extend the term and to increase <br /> compensation to provide licensing fees during the extended term.. <br /> <br /> <br /> WHEREFORE, in consideration of the mutual and respective covenants and promises <br /> hereinafter contained and made, and subject to all of the terms and conditions of said <br /> Agreement as hereby amended, the parties agree as follows: <br /> <br /> <br /> 1. Section 2.a., COMPENSATION, shall be deleted in its entirety and replaced with the <br /> following: <br /> "a. City agrees to pay, and CompuCom agrees to accept as total payment for its <br /> services, the fees and charges for Microsoft licenses and related products purchased <br /> through CompuCom as Microsoft's LAR, as identified in Exhibit B-1, attached hereto <br /> and incorporated by reference. The total sum to be expended under this Agreement <br /> shall not exceed $432,000, annually, during the three year term of this Agreement. <br /> <br /> 2. Section 3, TERM, shall be deleted in its entirety and replaced with the following: <br /> <br /> "This Agreement shall commence on January 7, 2008 and terminate on December 31, <br /> 2013, unless terminated earlier in accordance with said Agreement. The term of this <br /> Agreement may be extended upon a writing executed by the Executive Director of Finance <br /> and Management Services and the City Attorney." <br /> <br /> 3. Except as hereinabove modified, the terms and conditions of said Agreement and all <br /> Exhibits thereto, remain unchanged and in full force and effect. <br /> <br /> <br /> <br /> <br /> 25D-4 <br />