L7409_-_IO CAPITAL PRINCESS SIGNED.PDF
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Docusign Envelope ID: B783ED7DÐ9518-4DF7-8308-AC8F6154D4C9
Amendment 00034993.0
Customer: MARICOPA COUNTY
I Data Center: AZS-1
This Amendment (this "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 10 CAPITAL PRINCESS, LLC ("Iron Mountain"). Customer and Iron Mountain
entered into that certain License and Master Services Agreement dated, 4-Aug-2008 as amended
hereby and 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:
The Attachment A executed on 4-Aug-2008 (as amended) shall hereafter be referred to as Order
00000296.0.
Order 00000296.0 is hereby amended as follows:
Add a Billing Term of 60 months commencing on 1-Dec-2024
Services Description:
Quantity
Base Amount
Monthly Total
The following services are to be added to the Agreement:
Related Data Center Services
Cross-Connection
Availability Date: The later of 01-Dec-2024 or two (2) days following
38
USD 80.00
USD 3,040.00
full execution of this Amendment
Direct Internet Access - Committed Amount -
200.0 Mbps, Peak Amount - 1000 Mbps, Port
1
USD 0.00
USD 0.00
Speed - 1000 Mbps
Availability Date: The later of 01-Dec-2024 or two (2) days following
full execution of this Amendment
Direct Internet Access - Committed Amount -
100.0 Mbps, Peak Amount - 1000 Mbps, Port
1
USD 0.00
USD 0.00
Speed - 1000 Mbps
Availability Date: The later of 01-Dec-2024 or two (2) days following
full execution of this Amendment
Total Added Monthly License Fees:
USO 3,040.00
The following services are to be renewed in the Agreement:
Conditioned Power
Net Conditioned Power (kW) - Dual Corded I
Effective 01-Dec-24
400 I
USD 154.65
USD 61,860.00
Customer EguiQment Area
Custom Data Center Suite (sq/ft)
I
2,747 1
USD 0.00
USD 0.00
Effective 01-Dec-24
Renewed Monthly License Fees
USO 61,860.00
Total Monthly License Fees
USO 64,900.00
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Docusign Envelope ID: A64BDE5C-B6F1-405C-8156-0F33A61F6761
Docusign Envelope ID: B783ED70-9518-4DF7-8308-AC8F615404C9
The following services are to be removed from the Agreement:
Related Data Center Services
Direct Internet Access - Committed Amount -
200.0 Mbps, Peak Amount - 200 Mbps, Port
1
USO 0.00
(USO 0.00)
Speed - 1000 Mbps
Effective Date: The later of 30-Nov-2024 or one (1) days following full
execution of this Amendment
Direct Internet Access - Committed Amount -
100.0 Mbps, Peak Amount - 100 Mbps, Port
1
USO 0.00
(USO 0.00)
Speed - 1000 Mbps
Effective Date: The later of 30-Nov-2024 or one (1) days following full
execution of this Amendment
Total Removed Monthly License Fees:
(USO 0.00)
Other Fees
Description
Rate
Escalation
License Fees shall be subject to 3.00%
annual compounded increases.
3.00%
Minimum Monthly Power
The Minimum Monthly Power Charge shall
USO 0.00
Charge
be the rate indicated per contracted kW
Customer Direct Internet Access to be
burstable to the peak amount set forth in
Burstable Direct Internet
the chart above. Additional Direct Internet
USO 3.00
Access (Mbps)
Access usage (95th Percentile) above the
committed amount will be billed to
Customer at the following rate per Mbps.
Special Instructions
1.
The parties acknowledge and agree that any Services licensed by Customer which are listed
under the Related Data Center Services heading in the applicable Order or Amendment Services chart,
and any Smart Hands or Cross Connections requested via the Customer Portal, are subject to the
Related Data Center Services Rider located at ironmountain.com/onlinecontracts.
Amendment to the Terms and Conditions of the Agreement:
1.
Customer and Iron Mountain desire to amend the Agreement to allow for the provision of
services in multiple Iron Mountain data centers. To that end, the parties hereby agree as follows:
a.
All references in the Agreement to "Attachment A" shall be deleted and replaced with "the
applicable Order", as the parties intend to issue an Order for each data center at which
Customer shall receive services hereunder.
b.
All references in the Agreement to "Licensor" prior to this Amendment shall hereafter be
referred to as "Iron Mountain".
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Docusign Envelope ID: A64BDE5C-B6F1-405C-8156-0F33A61F6761
Docusign Envelope ID: B783ED7D-9518-4DF7-8308-AC8F6154D4C9
c.
All references in the Agreement to "Customer Equipment Area", "Customer Area" or
"Other Customer Area" shall be deleted and replaced with "the applicable Customer Equipment
Area", "the applicable Customer Area" and "the applicable Other Customer Area", respectively.
d.
The definition of "Data Center" is hereby deleted and replaced with "means that data
center facility identified in the applicable Order."
2.
All references to "Remote Hands" or "Remote Assistance Services" shall hereafter refer to "Smart
Hands".
3.
All references to "IP Bandwidth" or "Internet Bandwidth" shall hereafter refer to "Direct Internet
Access" or "DIA".
4.
The following is hereby further amended by adding the following definitions:
"Billing Term" means any mutually agreed upon, committed term of years for the license of the
applicable Customer Area(s) and Services, as set forth in an applicable Order or amendment to
an Order. The first Billing Term for an applicable Order shall be referred to as the Initial Billing
Term, as further defined below. Any subsequent Billing Term shall be an extension to the Term.
"Customer Portal" means the designated Customer portal.
"Installation Fees" means Non-Recurring Fees for which the materials and deliverables shall
remain the property of Iron Mountain.
"Non-Recurring Fees" means fees that are due from Customer for the services and materials
as indicated on the applicable Order, the Customer Portal or other Iron Mountain work order. Iron
Mountain shall have the right to substitute substantially similar materials in the performance of
such work related to Non-Recurring Fees.
"Order Term" means the Order Initial Term, any subsequent mutually agreed upon Billing
Term(s) and any Order Renewal Term(s) (as defined in the Term section, as amended herein) of
an Order.
"Pass Through Fees" means Non-Recurring Fees for which the materials and deliverables
shall become the property of Customer."
5.
Notwithstanding anything to the contrary in the Agreement, the License Fees set forth in an Order
shall increase by the amount set forth in the Order as annual escalation, provided, however, in the
event the consumer price index published by the U.S.
Bureau of Labor Statistics at
https://www.bls.gov/cpi/ ("CPI") is higher than the amount set forth in the Order as annual escalation in
any given year, Iron Mountain shall have the right, but not the obligation, to apply as the annual
escalation for the applicable year, an amount equal to CPI for the applicable year.· Annual escalation
shall be effective upon each anniversary of (a) if the Billing Commencement Date of the Order falls on
the first day of a calendar month, the Billing Commencement Date of the Order, or (b) if the Billing
Commencement Date of the Order falls on any day other than the first day of a calendar month, the first
day of the month immediately following the Billing Commencement Date of the Order.
6.
This Agreement is subject to A.R.S. § 38-511 and to the extent permitted by A.R.S. § 38-511
may be canceled by Customer subject to the terms of A.R.S. § 38-511 without any penalty or liability to
Customer.
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Docusign Envelope ID: A64BDE5C-B6F1-405C-8156-0F33A61F6761
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7.
Certification Pursuant to A.R.S. § 35-394. Iron Mountain warrants and certifies that it does not
currently, and agrees for the duration of Agreement that it will not, use:
1.
the forced labor of ethnic Uyghurs in the People's Republic of China.
2.
any goods or services produced by the forced labor of ethnic Uyghurs in the People's
Republic of China.
3.
any contractors, subcontractors or suppliers that use the forced labor or any goods or
services produced by the forced labor of ethnic Uyghurs in the People's Republic of China.
4.
If Iron Mountain becomes aware during the term of the Agreement that Iron Mountain is not
in compliance with this paragraph, Iron Mountain shall notify Customer within five (5) business
days after becoming aware of the noncompliance. Failure of Iron Mountain to provide a written
certification that Iron Mountain has remedied the noncompliance within one hundred eighty (180)
days after notifying Customer of its noncompliance, this Agreement shall terminate unless the
Term of this Agreement shall end prior to said one hundred eighty (180) day period.
8.
Certification Pursuant to A.R.S. §35-393.01. If Iron Mountain engages in for-profit activity and
has ten (10) or more employees and if this Agreement has a value of one hundred thousand dollars
($100,000) or more, Iron Mountain certifies it is not currently engaged in and agrees for the duration of
this Agreement to not engage in, a boycott of goods or services from Israel. This certification does not
apply to a boycott prohibited by 50 U.S.C. § 4842 or a regulation issued pursuant to 50 U.S.C. § 4842.
9.
The Term section of the Agreement is hereby deleted and replaced with the following:
Term. This Agreement, as amended, will be effective on the Effective Date and will continue in
effect until the last Order Term has ended. Unless otherwise set forth in an Order, the initial term of each
Order will commence on the applicable Availability Date and continue for the Initial Billing Term of the
applicable Order (the "Order Initial Term"). Upon expiration of the Order Initial Term, Order Renewal Term
(as defined below), or a mutually agreed upon Billing Term, as applicable, the Order Term will continue with
automatic renewals equal to twelve (12) months (each, an "Order Renewal Term"), unless written notice of
non-renewal is delivered by either Party to the other not less than one hundred twenty (120) days prior to
the then current expiration date. Annual escalation during any Order Renewal Term shall be eight
percent (8%), provided however, that in the event CPI is higher than eight percent (8%) in any given year,
Iron Mountain shall have the right, but not the obligation, to apply as the annual escalation for the
applicable year, an amount equal to CPI for the applicable year.
10.
The Force Majeure section of the Agreement is hereby amended by adding the following to the list
of possible Force Majeure events: "material shortages or other supply chain delays; a local, national, or
international public health emergency (including, but not limited to, those identified as an epidemic,
pandemic, or PHEIC); any quarantine or other governmental action aimed at controlling the spread of the
disease underlying any such public health emergency".
11.
The Agreement is hereby amended by deleting all references to "Cross-Connections: Included".
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Docusign Envelope ID: A64BDE5C-B6F1-405C-8156-0F33A61F6761
Docusign Envelope ID: B783ED7D-9518-4DF7-8308-AC8F6154D4C9
12.
All references of NOC@iodatacenters.com set forth in the Agreement shall be deleted and
replaced in lieu thereof with the following: IMDCSUPPORT@ironmountain.com.
13.
All capitalized terms used in this Amendment and not otherwise expressly defined herein shall
have the meanings ascribed to such terms in the Agreement.
14.
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 last date set
forth below.
IRON MOUNTAIN DATA CENTERS, LLC
Printed Name:
Jaso n Pfaff
----------------
Title: _____
R_V_P _o_p_er_a_t_i o_n_s_
Date:
7/16/2024
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Docusign Envelope ID: A64BDE5C-B6F1-405C-8156-0F33A61F6761
Docusign Envelope ID: B783ED7D-9518-4DF7-8308-ACBF6154O4C9
MARICOPA COUNTY, a political subdivision of the State of Arizona
By:-----------------
Chairman of the Board
Date: __________________ _
ATTEST:
Clerk of the Board
Date
APPROVED AS TO FORM:
Deputy County Attorney
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Docusign Envelope ID: A64BDE5C-B6F1-405C-8156-0F33A61F6761
7/26/2024