EXHIBIT 10.12
AMENDMENT NO. 1 TO ALLIANCE AGREEMENT
THIS AMENDMENT NO. 1 TO THE ALLIANCE AGREEMENT (this "Amendment"),
effective as of December 1, 2000 (the "Effective Date"), is entered into between
Cisco Systems, Inc., a California corporation ("Cisco"), and KPMG Consulting,
LLC, a Delaware limited liability company ("KPMG"). For mutual consideration,
the sufficiency of which is hereby acknowledged by the parties, the Alliance
Agreement between the parties dated as of December 29, 1999 (the "Agreement") is
hereby amended as set forth below.
1. In Section 4.4 entitled "Facilities and Infrastructure", delete the third
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sentence in its entirety and replace it with the following sentence:
"Subject to Section 4.9, five of the Solution Centers will be staffed and
operational not later than December 31, 2000; and the remaining Solution
Center, which will be located in the Asia-Pacific region, will be staffed
and operational not later than July 1, 2001.".
2. Delete, in its entirety, Exhibit A entitled "Resource Allocation Schedule",
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and replace such exhibit with the Revised Exhibit A attached to this
Amendment. The parties agree that the attached, Revised Exhibit A to this
Amendment, is an accurate representation of the mutually agreed upon,
amended provisions of Exhibit A, including without limitation, a revised
Resource Allocation Schedule which conforms to the requirements if Section
4.1.1 of the Agreement. The Parties further agree that if the Parties fail
to agree upon a calendar year 2001 global staffing plan ("CY01 Staffing
Plan") by December 31, 2000, then this Section 2 of Amendment No. 1 shall
not take effect.
3. General. This Amendment shall be effective for all purposes as of the
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Effective Date. The parties agree that all other provisions of the
Agreement remain unchanged and continue in full force and effect. This
Amendment shall be governed by and construed in accordance with the laws of
the State of California, without regard to the conflicts of law principles
thereof. In the event of a conflict between the provisions of this
Amendment and the Agreement, the provisions of this Amendment shall
prevail.
IN WITNESS WHEREOF, the undersigned have duly executed and delivered this
Amendment effective as of the Effective Date.
Cisco Systems, Inc.
By /s/ Xxxxx Xxxxx
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Name Xxxxx Xxxxx
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Title Director, Intergrator Alliances
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Date 12/11/00
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KPMG Consulting, LLC
By /s/ Xxxxxxx Xxxxxxx
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Name Xxxxxxx Xxxxxxx
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Title Senior Vice President
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Date 12/11/00
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