Common use of Usage and Payment Clause in Contracts

Usage and Payment. Under the AT&T Agreement, RMR will be responsible for a MARC/MRC during the Attachment Term in the amounts set forth on Schedule 2. The parties agree that for the period beginning on the date of this Agreement and ending October 31, 2009, each of TA, FVE and RMR will be responsible for satisfaction of the applicable MARC/MRC based upon their historical usage of telecommunications services and in the percentages set forth in Schedule 2 (in each case, the “Pro-Rata Percentage”). Thereafter, the Pro-Rata Percentages will be readjusted, as of the date of determination during the Attachment Term, based on charges for actual usage of telecommunications services for the preceding twelve months ended immediately prior thereto, with each party being responsible for the Pro-Rata Percentage obtained by multiplying 100 by the decimal resulting from dividing the aggregate charges for actual usage of telecommunications services of TA, FVE or RMR, as the case may be, by the aggregate charges for actual usage of telecommunications services of all the parties for the relevant twelve months ended. It is expected that each of RMR, TA and FVE will be separately invoiced by AT&T for its actual usage of telecommunications services and each agrees to be responsible for timely payment. If for any reason either TA or FVE does not timely pay AT&T or is not separately invoiced, TA and/or FVE, as the case may be, will promptly reimburse RMR for any payment to AT&T made on their behalf, promptly on demand. If there is a material reduction in a party’s Pro-Rata Percentage as a result of its purchasing telecommunications services from a carrier other than AT&T, the party whose Pro-Rata Percentage is reduced will cooperate with the other parties in making an equitable adjustment.

Usage and Payment. Under the AT&T Agreement(a) Effective September 9, 2011, RMR will be responsible for a MARC/MRC during with respect to voice and data telecommunications services under the Attachment Term AT&T Agreement in the amounts set forth on Schedule 2amount of $3,000,000 annually. The Based upon their historical usage of voice and data telecommunications services, the parties agree that for the period beginning on the date of this Agreement September 9, 2011 and ending October 31September 8, 20092012, each TA will be responsible for satisfaction of TA53.21%, FVE will be responsible for 35.90% and RMR will be responsible for satisfaction of the applicable MARC/MRC based upon their historical usage of telecommunications services and in the percentages set forth in Schedule 2 10.89% (in each case, the “voice and data Pro-Rata Percentage”)) of the MARC/MRC for voice and data telecommunications services during such period. Thereafter, the The voice and data Pro-Rata Percentages will be readjustedreadjusted on September 8, as of the date of determination during the Attachment Term2012, and each September 8 thereafter, based on charges for actual usage of telecommunications services for the preceding twelve months ended immediately prior thereto, with each party being responsible for the Pro-Rata Percentage obtained by multiplying 100 by the decimal resulting from dividing the aggregate charges for actual usage of telecommunications services of TA, FVE or RMR, as the case may be, by the aggregate charges for actual usage of telecommunications services of all the parties for the relevant twelve months ended. telecommunications (c) It is expected that each of RMR, TA and FVE will be separately invoiced by AT&T for its actual usage of each of voice and data and wireless telecommunications services and each agrees to be responsible for timely payment. If for any reason either TA or FVE does not timely pay AT&T or is not separately invoiced, TA and/or FVE, as the case may be, will promptly reimburse RMR for any payment to AT&T made on their behalf, promptly on demand. If there is a material reduction in a party’s voice and data Pro-Rata Percentage or wireless Pro-Rata Percentage as a result of its purchasing telecommunications services from a carrier other than AT&T, the party whose voice and data Pro-Rata Percentage or wireless Pro-Rata Percentage is reduced will cooperate with the other parties in making an equitable adjustment.