1
Exhibit 10.15.3
AMENDMENT TO
PRODUCTS USE AND GENERAL SERVICES AGREEMENT
FirePond, Inc. (formerly known as CWC Incorporated), 0000 Xxxxxxx Xxxxx, X.X.
Xxx 0000, Xxxxxxx, Xxxxxxxxx 00000-0000, a corporation of the State of
Minnesota, hereinafter called "FirePond," and General Motors Corporation, 0000
Xxxx Xxxxx Xxxxxxxxx, Xxxxxxx, Xxxxxxxx 00000, a corporation of the State of
Delaware, hereinafter referred to as "GM" entered into a Products Use and
General Services Agreement ("Agreement") on August 1, 1994, as amended June 26,
1998. The parties hereby agree to amend the Agreement as follows:
1. Delete Section 3(c) entitled "Services in General" and replace with the
following:
(c) SERVICES IN GENERAL. In connection with the performance of any
Services pursuant to this Agreement:
(i) FirePond will use its best efforts to develop and
provide the deliverables identified in the Statement
of Work at the times indicated by GM. FirePond shall
use its best skills and judgment and shall perform
all services timely, diligently and to the reasonable
satisfaction of GM in an efficient and economical
manner consistent with the best interests of GM.
FirePond agrees to reperform, at no charge to GM, any
work that in the reasonable opinion of GM does not
meet the foregoing standard. Any dispute concerning
the services will be covered by Section 14 of this
Agreement.
(ii) FirePond warrants and agrees that Employees shall
have sufficient skill, knowledge, and training to
perform the Services.
(iii) Employees performing Services in the United States
must be United States citizens or lawfully admitted
in the United States for permanent residence or
lawfully admitted in the United States holding a visa
authorizing the performance of Services on behalf of
FirePond.
(iv) FirePond shall require all persons providing Services
on behalf of FirePond, when at a GM location, to
comply with all applicable regulations and policies
of GM including, but not limited to, security
regulations.
(v) FirePond shall provide for an pay the compensation
and other benefits of Employees including, but not
limited to, salary, health, accident and workers'
compensation benefits and shall pay all taxes and
contributions which an employer is required to pay
relating to the employment of employees.
2. Except as modified by this second Amendment, the Agreement shall remain
in full force and effect.
IN WITNESS WHEREOF, GM and FirePond have caused this Amendment to be
executed in multiple counterparts by their duly authorized representatives.
GENERAL MOTORS CORPORATION FIREPOND, INC.
By: [ * * * ] By: Xxxxxx X. Xxxxxxxx
------------------------------- -------------------------------
Signature: [ * * * ] Signature: /s/ Xxxxxx X. Xxxxxxxx
------------------------ ------------------------
Title: Sr. Divisional Buyer Title: Secretary
---------------------------- ----------------------------
Date: February 19, 1999 Date: 2/24/99
----------------------------- -----------------------------
[ * * * ] Confidential treatment has been requested for the bracketed
portions. The confidential redacted portion has been filed
separately with the Securities and Exchange Commission.
