Pathlock+Amendment+5.pdf

FIFTH AMENDMENT

TO

TECHNOLOGY CONTRACT FOR PEOPLESOFT ENHANCED APPLICATION SECURITY

This Fifth Amendment to Technology Contract for Peoplesoft Enhanced Application (this “Amendment”) is entered into as of August 31, 2022 (the “Effective Date”) by and between GreyHeller LLC, d/b/a as Pathlock, a Delaware corporation (“GH”) and State of North Dakota acting through is Information Technology Department and Office of Management and Budget State Procurement Office, a North Dakota government entity (“Customer”). Terms not otherwise defined herein will have the meanings ascribed to them in the License Agreement (as defined below).

RECITALS

A. GH and Customer are parties to a Technology Contract for Peoplesoft Enhanced Application dated as of October 29th 2015 (the “License Agreement”).

B. GH and Customer now wish to amend the Term of Contract, section 7 of the Technology

Contract for Peoplesoft Enhanced Application, which expires on October 29, 2022. GH and Customer agree to utilize the Renegotiation Option, section 7d, to add a new Term of Contract from October 30, 2022 to October 29, 2025 and three (3) renewal options to renew this Technology Contract under the same terms and conditions for a period of twelve (12) months each.

C. GH and Customer now wish to amend Exhibit B – Compensation Details of the Technology Contract for Peoplesoft Enhanced Application. The cost for ASP (Logging, Masking, Safenet/Duo Intregration, IP Based Access, Delegate Access), SSO/A360, and High Privilege User Access Management will be added for the time period of three years at a rate in accordance with the table below for ongoing license, maintenance and support services. Future costs will continue to be based on Section 29a of the Technology Contract, which states “CONTRACTOR agrees that any change to the annual Maintenance Services fee may increase by not more than the Consumer Price Index (CPI). The rates shall be adjusted in accordance with the CPI titled “All Urban Consumers for the U.S. All Items,1982-84=100.”

DocuSign Envelope ID: 3F62278D-9C19-4B88-A8FA-937AE2952DC5

D. GH and Customer now wish to amend the License Agreement to transfer certain additional GH Software as defined below and set forth herein.

1. Effective as of the Effective Date, the License Agreement is amended as follows:

(a) Exhibit B (2) License and Annual Support includes:

• High Privileged User Access Management

For the purposes of this Amendment, the foregoing addition is referred to herein as the “Additional GH Software”.

(b) With respect to the additional GH Software only,

i. The License Fee will be:

$30,380 Annual Subscription License Fee for the Shared State and University System. Costs for the University System CS, if approved via the Participating Addendum Amendment, will be $14,433 for the University System CS and includes a one-time services fee of $2,000.

Future costs will continue to be based on Section 29a of the Technology Contract, which states “CONTRACTOR agrees that any change to the annual Maintenance Services fee may increase by not more than the Consumer Price Index (CPI). The rates shall be adjusted in accordance with the CPI titled “All Urban Consumers for the U.S. All Items,1982- 84=100.”

ii. The Annual Support Fee is included in the subscription fee

And the body of the License Agreement and Exhibit A thereto will be deemed so amended accordingly.

2. No Other Provisions Affected. Except as expressly as provided herein or in other amendments to the License Agreement, the provisions, terms and conditions of the License Agreement remain in full force and effect.

3. Counterparts. This Amendment may be executed in counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument.

IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the Effective Date.

GreyHeller LLC State of North Dakota

By:

Piyush Pandey, CEO

By:

Greg Hoffman (Printed Name)

Deputy CIO (Printed Title)

Address: 8111 Lyndon B Johnson Fwy #1475 Dallas TX 75251

State of North Dakota

By:

(Printed Name)

(Printed Title)

Tricia Opp

IT Procurement Officer

DocuSign Envelope ID: 3F62278D-9C19-4B88-A8FA-937AE2952DC5 https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAAN_L-qL6oS9YxHhLK0mq2hgltMe5uCNCT https://na2.documents.adobe.com/verifier?tx=CBJCHBCAABAAN_L-qL6oS9YxHhLK0mq2hgltMe5uCNCT

Created: 2022-09-01

By:

Status:

Transaction ID:

Tricia Opp (topp@nd.gov)

Signed

CBJCHBCAABAAN_L-qL6oS9YxHhLK0mq2hgltMe5uCNCT

Pathlock Contract Amendment 5 Final Audit Report 2022-09-01

"Pathlock Contract Amendment 5" History

Document created by Tricia Opp (topp@nd.gov)

2022-09-01 - 5:25:02 PM GMT

Document emailed to Greg Hoffman (gahoffman@nd.gov) for signature

2022-09-01 - 5:26:33 PM GMT

Email viewed by Greg Hoffman (gahoffman@nd.gov)

2022-09-01 - 5:41:01 PM GMT

Document e-signed by Greg Hoffman (gahoffman@nd.gov) Signature Date: 2022-09-01 - 5:41:39 PM GMT - Time Source: server

Agreement completed.

2022-09-01 - 5:41:39 PM GMT

"Pathlock Contract Amendment 5" History