AMENDMENT NO. 3 RE LICENSE P-50297 WITH IRON MOUNTAIN DATA CENTERS LLC.PDF

Amendment 3
C-41-14-011-M-05
P-50297
Customer: MARICOPA COUNTY Data Center: AZP-1 Change Order Number: Q-00003375
This Amendment (“Amendment”) is effective as of the date of full execution of this Amendment between
MARICOPA COUNTY (“Customer”) and IRON MOUNTAIN DATA CENTERS, LLC, the successor in interest to
IO PHOENIX ONE, LLC (“Licensor”). Customer and Licensor entered into that certain License and Master
Services Agreement dated 10/9/2014, as amended by any prior amendments (collectively, the “Agreement”). In
consideration of the mutual promises and covenants herein contained, and for good and valid consideration, the
receipt and sufficiency of which are hereby acknowledged, the Agreement is hereby amended as follows:
1. The Agreement erroneously reflected the Customer as Maricopa County, AZ instead of Maricopa County.
All references to Maricopa County, AZ as Customer are removed and replaced with Maricopa County.
2. Add 61 months to the Initial Billing Term to expire 11/30/24 shown on Attachment A, and subject to Section
8.1(a) of Attachment B as amended herein.
3. Remove and add the services and fees shown on Attachment A as set forth below:
Services Description: Quantity Base Amount Monthly Total
The following services and License Fees are to be removed from the Agreement:
Conditioned Power
Net Conditioned Power (kW) - Active/Active
Effective Date: The later of 10/31/2019 or one (1) days following full 800.00 $298.26 ($238,607.86)
execution of this Amendment
Customer Equipment Area
Dedicated 1/2 D Module
Effective Date: The later of 10/31/2019 or one (1) days following full 2.00 $0.00 ($0.00)
execution of this Amendment
Dedicated DS Module
Effective Date: The later of 10/31/2019 or one (1) days following full 2.00 $0.00 ($0.00)
execution of this Amendment
Dedicated D Module
Effective Date: The later of 10/31/2019 or one (1) days following full 5.00 $0.00 ($0.00)
execution of this Amendment
Related Data Center Services
Internet Bandwidth - 100 Mbps
Effective Date: The later of 10/31/2019 or one (1) days following full 2.00 $0.00 ($0.00)
execution of this Amendment
Basic IO.OS Access (per Frame – 12 logins
included) 8.00 $0.00 ($0.00)
Effective Date: The later of 10/31/2019 or one (1) days following full
execution of this Amendment
Direct Internet Access - Committed Amount - 200
Mbps, Peak Amount - 200 Mbps, Port Speed -
1000 Mbps 1.00 $0.00 ($0.00)
Effective Date: The later of 10/31/2019 or one (1) days following full
execution of this Amendment
Other Customer Areas
Storage Space
Effective Date: The later of 10/31/2019 or one (1) days following full 200.00 $0.00 ($0.00)
execution of this Amendment

Office Space
Effective Date: The later of 10/31/2019 or one (1) days following full 120.00 $0.00 ($0.00)
execution of this Amendment
Total Removed Monthly License Fees: ($238,607.86)
The following services and License Fees are to be added to the Agreement:
Conditioned Power
Net Conditioned Power (kW) - Dual Corded
Availability Date: The later of 11/01/2019 or two (2) days following full 800.00 $145.79 $116,632.00
execution of this Amendment
Customer Equipment Area
Dedicated DS400 Module
Availability Date: The later of 11/01/2019 or two (2) days following full 2.00 $0.00 $0.00
execution of this Amendment
Dedicated D400 Module
Availability Date: The later of 11/01/2019 or two (2) days following full 3.00 $0.00 $0.00
execution of this Amendment
Dedicated One Half D400 Module
Availability Date: The later of 11/01/2019 or two (2) days following full 1.00 $0.00 $0.00
execution of this Amendment
Related Data Center Services
Direct Internet Access - Committed Amount - 250
Mbps, Peak Amount - 250 Mbps, Port Speed -
1000 Mbps 1.00 $0.00 $0.00
Availability Date: The later of 11/01/2019 or two (2) days following full
execution of this Amendment
Direct Internet Access - Committed Amount - 50
Mbps, Peak Amount - 50 Mbps, Port Speed - 1000
Mbps 1.00 $0.00 $0.00
Availability Date: The later of 11/01/2019 or two (2) days following full
execution of this Amendment
Other Customer Areas
Office Space (sq/ft)
Per approximate square foot/square meter 120.00 $4.50 $540.00
Availability Date: The later of 11/01/2019 or two (2) days following full
execution of this Amendment
Storage Space (Area = sq/ft)
Per approximate square foot/square meter 100.00 $6.00 $600.00
Availability Date: The later of 11/01/2019 or two (2) days following full
execution of this Amendment
Storage Space (Area = sq/ft)
Per approximate square foot/square meter 100.00 $6.00 $600.00
Availability Date: The later of 11/01/2019 or two (2) days following full
execution of this Amendment
Total Added Monthly License Fees: $118,372.00
Other Fees Description Rate
License Fees shall be subject to 3.00% annual
*Escalation 3.00%
compounded increases.
The Minimum Monthly Power Charge shall be
Minimum Monthly Power Charge $12.50
the rate indicated per contracted kW
The lesser of (i) the Cooling Factor as
Cooling Factor measured by Licensor’s building management 1.35
system; or (ii) 1.35

Special Instructions:
1. *Notwithstanding anything to the contrary set forth in the Agreement, Customer’s annual compounded
increases shall not occur until November 1, 2020 and then on the anniversary of the foregoing date thereafter.
2. As of October 31, 2019, Customer shall surrender (i) one (1) Dedicated D400 Half Module; and (ii) two
(2) Dedicated D400 Full Modules to Licensor (the “Surrender Date”). Upon the Surrender Date, Customer shall
remove all Customer Materials, Customer Equipment, and Other Customer property in accordance with the terms
of the Agreement, ordinary wear and tear excepted.
4. Add the following Section 1.36 the bottom of Section 1 of Attachment B:
“1.36 “Cooling Factor” means the amount of additional power required to support the cooling and electrical
overhead within the applicable Customer Equipment Area (a) as set forth in Attachment A or, if not set forth
in Attachment A, (b) as measured by Licensor’s building management system.”
5. Delete the first two sentences of Section 3.1(b) of Attachment B in their entirety and replace them in lieu
thereof with the following:
“3.1(b) If Customer receives Conditioned Power (NET) as set forth in Attachment A, Customer shall pay for
all Net Conditioned Power Charges. Customer’s Net Conditioned Power Charges for each month shall be
the greater of the Minimum Monthly Power Charge or an amount determined by multiplying (i) the rate per
kilowatt hour billed to Licensor by the utility providing electricity to the Data Center during the month, times
(ii) the number of kilowatt hours consumed by Customer Equipment multiplied by the Cooling Factor.”
6. Section 8.1(a) of Attachment B is deleted in its entirety and replaced with the following:
This Agreement, as amended, will be effective for the Initial Term. Customer shall have the right to extend
the Initial Term by an additional sixty (60) months by providing written notice to Licensor at least ninety (90)
days prior to the end of the then current Initial Term, with License Fees equal to the then current License
Fee set forth in this Agreement, as amended, escalated at the three percent (3%) annual compounded
rate. If Customer exercises its option to extend as set forth in the foregoing sentence, Customer shall have
an additional right to further extend the Initial Term by another sixty (60) months by providing written notice
at least ninety (90) days prior to the end of the then current Initial Term at a rate equal to the then current
License Fees set forth in this Agreement, as amended, escalated at the three percent (3%) annual
compounded rate. This Agreement, as amended, will automatically renew after the Initial Term for
additional terms of one (1) year each (each, a "Renewal Term"), unless either party provides the other party
with written notice that it will not renew the Agreement, as amended, no later than ninety (90) days' prior to
the end of the Initial Term or Renewal Term (as applicable), provided that the License Fees and other
charges and costs owed during any Renewal Term shall be One Hundred and Ten Percent (110%) of the
License Fees and other charges that were billed immediately prior to such Renewal Term.
7. All capitalized terms used in this Amendment and not otherwise expressly defined herein shall have the
meanings ascribed to such terms in the Agreement.
8. Except as expressly modified above, all terms and conditions of the Agreement remain in full force and effect
and are hereby ratified and affirmed.

IN WITNESS WHEREOF, the parties hereto have entered into this Amendment as of the date set forth below.
IRON MOUNTAIN DATA CENTERS, LLC MARICOPA COUNTY
By:
Bill Gates, Chairman of the Board of Supervisors
Printed Name:
ATTEST:
Title:
Clerk of the Board Date
Date:
APPROVED AS TO FORM:
Approved Legal:
Deputy County Attorney Date