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Master Carrier Agreement
Master Carrier Agreement (294K)
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AT&T MASTER CARRIER AGREEMENT
{TABLE}
{S} {C} {C}
CUSTOMER Name (Full Legal Name): AT&T Sales Representative:
AT&T WIRELESS SERVICES, INC. AT&T Corp., RICK MILLER
("CUSTOMER") a New York corporation ("AT&T")
CUSTOMER Name (and Title) for Notice: AT&T Name (and Title) for Notice: AT&T Contact Telephone Number:
KURT MAAS, VICE PRESIDENT BARB PEDA, SENIOR VICE 206-545-8102
PRESIDENT - SERVICE PROVIDER
MARKETS
CUSTOMER Address: AT&T Address: Initial Deposit Amount Required:
16331 NE 72ND WAY 300 ATRIUM DRIVE NONE
ROOM 3E083
City State Zip Code City State Zip Code
REDMOND WA 98052 SOMERSET NJ 07023
CUSTOMER Fax number for Notice: AT&T Fax number for Notice:
425-580-8609 732-805-6212
{/TABLE}
This Master Carrier Agreement shall be legally binding when signed by both
parties and shall continue in effect until the end of the longest term specified
in the Attachment(s), or until otherwise terminated as provided in accordance
with this Agreement. The rates and commitments provided in the Attachments shall
be effective as provided in each Attachment.
This Master Carrier Agreement consists of this Cover Sheet, the attached General
Terms and Conditions, and the Attachment(s) listed below (these documents
together are collectively referred to as the "Agreement"). In the event of any
inconsistency between these documents, precedence will be given to the documents
in the following order: (1) this Cover Sheet; (2) Attachment(s); (3) the General
Terms and Conditions. In the event of any inconsistency between the terms of
this Agreement and the terms of an applicable Tariff, the terms of the Agreement
shall prevail.
{PAGE} 2
AT&T MASTER CARRIER AGREEMENT - COVER SHEET PAGE 2 OF 2
{TABLE}
{CAPTION}
TITLE DOC. ID DATE/TIME STAMP
----- ------- ---------------
{S} {C} {C}
GENERAL TERMS AND CONDITIONS MCA 000626A.doc 06/26/00 10:53 AM
SUPPLEMENTAL TERMS AND CONDITIONS AWS STC001120.doc 11/20/00 10:47PM
FORMER AFFILIATE WHOLESALE SERVICE TERMS AND AWS FAWSTP010502.doc 05/02/01 7:41 PM
PRICING
FORMER AFFILIATE WHOLESALE SERVICE DESCRIPTION FAWS SDA 001120.doc 11/20/00 9:06 PM
AT&T LOCAL SERVICES - DEDICATED TRANSPORT SERVICES AWS DTSSTP010517.doc 05/17/01 5:08 PM
TERMS AND PRICING
AT&T PRIVATE LINE AND SATELLITE SERVICES TERMS AND AWS DSTP010517.doc 05/17/01 3:00 PM
PRICING
AT&T ATM SERVICE DESCRIPTION AWS ATMSDA010214.doc 02/27/2001 3:49PM
AT&T ATM AND FRAME RELAY SERVICE TERMS AND PRICING AWS ATM- 05/17/01 3:02PM
FRSTP010517.doc
AT&T SDN AND 800 TERMS AND PRICING AWS 06/05/01 9:27 PM
SDN800STP010605.doc
TERM AND COMMITMENT ATTACHMENT AWS TCA010605.doc 06/05/01 3:26 PM
AT&T LOCAL SERVICES - PRIME INTERCONNECT SERVICE AWS 8YYSTP010501.doc 05/17/01 6:05 PM
TERMS AND PRICING ATTACHMENT
AT&T TELECONFERENCE WEB MEETINIG SERVICES SERVICE AWS TELCON-WEBMEET 6/5/01 12:40 PM
ORDER ATTACHMENT SOA 010605
AT&T MANAGED INTERNET SERVICES TERMS AND PRICING AWS MIS MCA STP010606 6/6/01 6:50 PM
ATTACHMENT
AT&T MANAGED INTERNET SERVICES ADDENDUM PRICING MIS-AWS-010606 6/6/01 7:49 PM
SCHEDULE - APPENDIX A
{/TABLE}
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CUSTOMER'S SIGNATURE BELOW ACKNOWLEDGES THAT CUSTOMER HAS READ, UNDERSTANDS AND
AGREES TO EACH OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT THE
INDIVIDUAL SIGNING THIS AGREEMENT IS DULY AUTHORIZED TO DO SO.
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AT&T WIRELESS SERVICES, INC. AT&T CORP.
By: /s/ Gregory L. Slemons By: /s/ Barbara P. Peda
-------------------------------- --------------------------------
(Authorized Customer Signature) (Authorized AT&T Signature)
Gregory L. Slemons, Sr. VP Barbara P. Peda, Sr. Vice Pres.
------------------------------------ -----------------------------------
(Typed or Printed Name and Title) (Typed or Printed Name and Title)
Date: 6-6-01 Date: 6-6-01
{PAGE} 3
Page 1
GENERAL TERMS AND CONDITIONS
1. PROVISION OF SERVICES. CUSTOMER hereby orders and AT&T hereby agrees to
provide the AT&T services described in the Attachment(s) to this Agreement (the
"Services"). AT&T is not responsible for the quality of transmission or
signaling on CUSTOMER's side of the network interface between AT&T and CUSTOMER.
Service is furnished subject to the availability of the service components
required, and subject to operational and systems constraints.
2. BILLING AND PAYMENT FOR THE SERVICES. Except as may be provided in an
Attachment, AT&T will send a single monthly bill for each of the Services to one
location designated by CUSTOMER. CUSTOMER is liable for all amounts due to AT&T
under this Agreement. Payment in U.S. currency is due within thirty days after
the bill date, except as otherwise provided below with respect to Billing
Disputes.
3. NON-PAYMENT. AT&T may add interest charges to any past due amounts at the
lower of 12.0% per year or the maximum rate allowed by law. CUSTOMER shall
reimburse AT&T for reasonable attorney's fees and any other costs associated
with collecting delinquent or dishonored payments. Restrictive endorsements or
other statements on checks accepted by AT&T will not apply.
4. BILLING DISPUTES. To dispute a charge on a bill, CUSTOMER must identify the
specific charge in dispute and provide a full written explanation of the basis
for the dispute using a standard AT&T billing dispute form within 90 days after
the bill date. CUSTOMER may withhold payment of a charge subject to a good faith
dispute provided: (a) CUSTOMER submits the billing dispute, using a standard
AT&T billing dispute form, within thirty days after the bill date; (b) CUSTOMER
pays the undisputed portion of all charges; and (c) CUSTOMER cooperates
reasonably with AT&T's efforts to investigate and resolve the dispute. If AT&T
determines a disputed charge was billed in error, AT&T shall issue a credit to
reverse the amount incorrectly billed. If AT&T determines a disputed charge was
billed correctly, payment shall be due from CUSTOMER within five days after AT&T
advises CUSTOMER in writing that the dispute is denied.
5. DEPOSITS. Using its Deposit standards, AT&T has assessed and CUSTOMER shall
pay the Initial Deposit amount specified on the Cover Sheet before Services are
provided. AT&T may require CUSTOMER, during the term of this Agreement, to
tender a deposit in an amount to be determined by AT&T in its reasonable
discretion. AT&T will rely upon commercially reasonable factors to determine the
need for and amount of any deposit. These factors may include, but are not
limited to, payment history, number of years in business, history of service
with AT&T, bankruptcy history, current account treatment status, financial
statement analysis, and commercial credit bureau rating, as well as commitment
levels and anticipated monthly charges. Any deposit will be held by AT&T as a
guarantee for the payment of charges. A deposit does not relieve CUSTOMER of the
responsibility for the prompt payment of bills. Interest (at the rate of 6% per
year or such other rate as is applicable by law) will be paid to CUSTOMER for
any period that a cash deposit is held by AT&T.
6. OBLIGATIONS REGARDING TAXES. CUSTOMER shall pay any applicable local, state
and federal taxes, levied upon the sale, installation, use or provision of the
Services, except to the extent customer provides a valid tax exemption
certificate to AT&T prior to the delivery of Services. CUSTOMER shall not be
required to pay any taxes assessed on AT&T's income. Gross Receipts Taxes will
be charged to CUSTOMER in the same manner as that provided in AT&T Tariff F.C.C.
No. 1, Section 2.5.14, as amended from time to time.
7. CUSTOMER IS A CARRIER. CUSTOMER certifies it is a "common carrier" as defined
in the Communications Act of 1934 (see Sections 153(10) and 211), with all
required state and federal operating authority.
8. RESPONSIBILITIES OF CUSTOMER. CUSTOMER is responsible for interfacing and
communicating with its End Users, for placing any orders, and for assuring that
it and any Intermediate Providers comply with the provisions of this Agreement
and with all applicable federal and state laws and regulatory requirements with
respect to the Services. CUSTOMER is responsible for arranging premises access
at any reasonable time so that AT&T personnel may install, repair, maintain,
inspect or remove service components.
9. SOFTWARE. AT&T grants CUSTOMER a personal, non-transferable and non-exclusive
license (without the right to sublicense) to use, in object code form, all
software and associated written and electronic documentation and data furnished
pursuant to this Agreement (collectively, "Software"), solely in connection with
the Services and solely in accordance with applicable written and electronic
documentation. CUSTOMER will refrain from taking any steps to reverse assemble,
reverse compile or otherwise derive a source code version of the Software. The
Software shall at all times remain the sole and exclusive property of AT&T or
its suppliers. "Third-Party Software" means Software that bears a copyright
notice of a third party. "AT&T Software" means all Software other than
Third-Party Software. CUSTOMER shall not copy or download the Software, except
to the extent expressly provided otherwise in the applicable documentation for
the Service or in a writing signed by AT&T. Any copy must contain the same
copyright notices and proprietary markings as the original Software. CUSTOMER
269849
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AT&T
As referenced in this Master Carrier Agreement:
AT&T Corp – AT&T MASTER CARRIER AGREEMENT
{TABLE}
{S} {C} {C}
CUSTOMER Name (Full Legal Name): AT&T Sales Representative:
AT&T WIRELESS SERVICES, INC. AT&T Corp ., RICK MILLER
("CUSTOMER") a New York corporation ("AT&T")
CUSTOMER Name (and Title) for Notice: AT&T Name (and Title) for Notice:
_____________
AT&T CORP – AND CONDITIONS OF THIS AGREEMENT AND THAT THE
INDIVIDUAL SIGNING THIS AGREEMENT IS DULY AUTHORIZED TO DO SO.
--------------------------------------------------------------------------------
AT&T WIRELESS SERVICES, INC. AT&T CORP .
By: /s/ Gregory L. Slemons By: /s/ Barbara P. Peda
-------------------------------- --------------------------------
(Authorized Customer Signature) (Authorized AT&T Signature)
Gregory L. Slemons, Sr. VP
_____________
AT&T corp – indicia of
origin, or any confusingly similar logos, trade dress, trade devices or indicia
of origin. CUSTOMER will not conduct business under any AT&T corp orate or trade
name, trademark, service mark, logo, trade dress, trade device, indicia of
origin or other symbol that serves to identify and
_____________
AT&T Corp – is an entity that (1) as of the date the
Agreement is executed, is a wholly-owned subsidiary or an
operating unit of AT&T Corp ., (2) is engaged in the provision of
Telecommunications Service (as defined in the Communications Act
of 1935, as amended), and (3) as
_____________
AT&T CORP – AT&T TELECONFERENCING SERVICES
SERVICE ORDER ATTACHMENT
AT&T TELECONFERENCE WEB MEETING SERVICES
SERVICE ORDER ATTACHMENT
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{S} {C} {C}
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CUSTOMER LEGAL NAME AT&T CORP . ("AT&T") AT&T SALES CONTACT INFORMATION
("CUSTOMER" OR "YOU")
-------------------------------------------------------------------------------------------------
AT&T Wireless Services, Inc. AT&T Corp. Name: Rick Miller
Telephone:
_____________
dt 177679
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AT&T Wireless
As referenced in this Master Carrier Agreement:
AT&T WIRELESS SERVICES, – 10.7
[AT&T LOGO]
AT&T MASTER CARRIER AGREEMENT
{TABLE}
{S} {C} {C}
CUSTOMER Name (Full Legal Name): AT&T Sales Representative:
AT&T WIRELESS SERVICES, INC. AT&T Corp., RICK MILLER
("CUSTOMER") a New York corporation ("AT&T")
CUSTOMER Name (and Title) for Notice: AT&T Name (
_____________
AT&T WIRELESS SERVICES, – TO EACH OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT THE
INDIVIDUAL SIGNING THIS AGREEMENT IS DULY AUTHORIZED TO DO SO.
--------------------------------------------------------------------------------
AT&T WIRELESS SERVICES, INC. AT&T CORP.
By: /s/ Gregory L. Slemons By: /s/ Barbara P. Peda
-------------------------------- --------------------------------
(Authorized Customer Signature) (Authorized AT&T Signature)
Gregory
_____________
AT&T Wireless Services, – Terms and Conditions
{PAGE} 9
SUPPLEMENTAL TERMS AND CONDITIONS Page 1 of 9
SUPPLEMENTAL TERMS AND CONDITIONS ATTACHMENT
CUSTOMER Name (Full Legal Name): AT&T Wireless Services, Inc.
Date of execution of Agreement: ___________________ (by CUSTOMER)
___________________ (by AT&T)
================================================================================
The General Terms and Conditions of the Agreement are
_____________
AT&T Wireless Services, – 23,
1998.
"Separation and Distribution Agreement" - the Separation and
Distribution Agreement, dated as of June 4, 2001, by and
between AT&T and AT&T Wireless Services, Inc.
12. A new Section 37S is added, as follows:
37S. THIRD PARTY CLAIMS. CUSTOMER shall ensure that, to the extent
permitted
_____________
AT&T Wireless Services, – Page 1 of 6
SERVICE TERMS AND PRICING
AT&T FORMER AFFILIATE WHOLESALE SERVICE TERMS AND PRICING ATTACHMENT
CUSTOMER Name (Full Legal Name): AT&T Wireless Services, Inc.
Date of execution of Agreement: _____________________ (by CUSTOMER)
_____________________ (by AT&T)
================================================================================
1. SERVICES PROVIDED. AT&T will provide the following
_____________
dt 179899
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