EXHIBIT 10.5
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THE SYMBOL '***' IS USED THROUGHOUT THIS EXHIBIT TO INDICATE THAT THE
PORTION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION.
TO: FROM:
XX.Xxx Corp. AT&T Corp.
0000 Xxxxxxxxx Xxxx Xxxxx 1200 Peachtree Street
4th Floor Room 09E30
Xxxxxx, XX 00000 Xxxxxxx, XX 00000
Attn: Xxxxxx X. Xxxxxxxxx Attn: Xxxx X. Xxxxxx
General Purchase Agreement Number 4569177 ("Agreement") between AT&T Corp.
("Company") and XX.Xxx, Corp. ("Supplier") dated October 29,1999 and as modified
by Amendment Nos. 1 and 2, is further modified by Amendment Number 3 as follows:
1. ARTICLE 3: STATEMENT OF WORK FOR THE SUPPLY OF LINK(S): The following
language is added to the Agreement as a new Section 3.1.N through 3.1.U:
3.1.N The Links referenced in Section 3.1.E. of the Agreement,
Amendment 2, are modified to reflect the following:
CHANGE THE LANGUAGE IN THE FIRST LINE:
FROM: Links 37, 43 and 44
TO: Links 37, 38 and 39
3.1.O For Page 18, Link 20 of Exhibit B of the Agreement, Amendment 2, the
Builder Substantially Complete Date and Builder Compete Date are modified
as follows:
BUILDER SUBSTANTIALLY COMPLETE DATE:
FROM: January 31, 2001
TO: March 31, 2001
BUILDER COMPLETE DATE:
FROM: July 31, 2001
TO: September 30, 2001
Agreement No. 4569177
Amendment Xx. 0
Xxxx 0 xx 00
0.0.X XXXXXXXXXX, XX: On Link 38, the Builder is authorized by AT&T to add
an additional AT&T POP location, hereinafter referred to as the
"Washington DC-13th Street Addition" at no additional charge to AT&T. AT&T
further authorizes Builder to add one (1) one and one-half (1 1/2") inch
Conduit in addition to the three (3) Conduits already agreed upon to be
installed, totaling four (4) Conduits, to the section of Link 38 between
the Washington DC-13th Street Addition and the AT&T POP located at 00 Xxxx
Xxxxxx XX, Xxxxxxxxxx XX at no additional charge to AT&T. AT&T's credit
due from Builder for the elimination of AT&T's requirement for land to
build an Optical Amplifier at the Santa Ana, CA site has been offset fully
by the Work to be done in this 3.1.P by Builder.
3.1.Q CHARLOTTE TELSTAR, NC: On Link 37, the Builder is authorized by AT&T
to delete the AT&T POP location known as Charlotte Telstar. This AT&T
Charlotte Telstar POP deletion will be at no decrease in cost to AT&T as
long as the Work outlined in Section 3.1.P above is completed by Builder
according to the specifications in this Agreement.
3.1.R LINK 43 AND LINK 44: AT&T and Builder mutually agree to cancel the
respective obligations of each party for the following Links and as noted
in Exhibit B:
LINK 43: Chicago to Elkhart
LINK 44: Toledo to Cleveland
AT&T will pay Builder the amount of forty percent (40%) of Builder's
actual documented cost and expense which represents payment in full for
services rendered prior to the date of termination. The parties agree to
share ownership of the tangible work product developed prior to the date
of termination and said work product includes but is not limited to the
following: line list of tracts of land planned to be crossed by routes,
engineering drawings, planned route maps, permit applications and permits
granted, engineering notes and contact reports with permitting agencies
and any other information which was obtained by the Builder and its
subcontractors in conjunction with the contract to build these Links and
is useful in proceeding with future construction of these Routes. AT&T
shall make payment within thirty (30) days of the date of it's receipt of
Builders invoice with costs documentation together with the tangible work
product described herein but in no case prior to January 1, 2002.
3.1.S REVISION OF LINK 12 PRICING:
(a) Builder and AT&T agree to modify the pricing for the construction of
Link 12 as indicated in Exhibit B attached hereto. The pricing
indicated in Exhibit B shall become effective immediately for all of
this Link 12; however, AT&T will continue to pay the pre-Amendment
#3 Exhibit B price through September 30, 2001, at which time the
parties will calculate the difference in the price paid by AT&T and
the price that has been in effect since the signing of this
Amendment #3 and Builder will issue to AT&T a credit in that amount.
The credit will be due
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to AT&T from Builder on or before 11/1/01. The revised pricing per
mile for Link 12 shall be Thirty Seven Thousand Three Hundred
Seventy Dollars ($37,370) per mile for the total of Link 12.
(b) AT&T authorizes Builder to supply and install three (3) AT&T
Conduits in the city of Ft. Worth, TX, for one thousand seven
hundred fifty (1,750) feet to provide a diverse routing for Link 12.
The cost for these three (3) additional AT&T Conduits in the city of
Ft. Worth will be at the fixed price of [***] with construction to
be completed no later than March 31, 2002, or sooner, if practical;
providing the city of Ft. Worth agrees to issue to Builder the
necessary construction permits, including the resolution of any
license issues with AT&T, if required for the construction permits.
In the event, the required license and construction permits cannot
be obtained from the city of Ft. Worth for the route mentioned in
this Section 3.1.S(b), the parties agree to jointly seek a mutually
agreed upon alternate route and its pricing.
3.1.T: LINK 4 (ORLANDO, FL TO MIAMI, FL) AND LINK 6 (ELLISVILLE, FL TO ORLANDO,
FL):
(a) For Link 4, the Builder Substantially Complete Date and Builder
Complete Date shall be modified as follows. It is acknowledged by
the parties that the Builder Substantially Complete and Builder
Complete Date for Link 6 remains unchanged.
BUILDER SUBSTANTIALLY COMPLETE DATE FOR LINK 4:
FROM: June 30, 2002
TO: September 30, 2002
BUILDER COMPLETE DATE FOR LINK 4:
FROM: December 31, 2002
TO: Xxxxx 00, 0000
(x) The parties acknowledge that the construction of Links 4 and 6 are
dependent upon an agreement with the Florida Turnpike ("FL TPK") to
grant to AT&T adequate land rights for the construction of Links 4
and 6 only. To date, AT&T and the FL TPK have reached a verbal
agreement and are currently negotiating a contract with the FL TPK.
The proposed contract will require that the FL TPK will grant
adequate land rights for Links 4 and 6, and AT&T will be required to
provide facilities as set forth in Exhibit B, Links 4A and 6A
attached hereto. The Builder has agreed to construct these
additional facilities provided by AT&T for the FL TPK at the prices,
terms and conditions as set forth in this Amendment and Exhibit B.
The parties acknowledge that as the contract with the FL TPK has not
yet been finalized, AT&T and Builder agree to negotiate in good
faith any required adjustments to the price, terms and conditions
based
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on the final scope of work using the unit prices listed in "Table:
Link 4A and 6A Modifications" below. Exhibit B, Links 4A and Link 6A
contain a reasonable effort between the parties to reach an estimate
of the work associated with the FL TPK as it is currently known to
date.
(c) For Link 4 from Ft. Xxxxxx to Miami, FL, AT&T will provide to the
Builder fiber optic cable to be installed in an existing AT&T spare
conduit located on the FL TPK between Ft. Xxxxxx and the
intersection with the Xxxxx 000 xx Xxxx Xxxxxxxxx, XX and on public
ROW or AT&T ROW from the Route 820 location to AT&T's designated
Miami POP as set forth in Exhibit B. Builder will verify the
integrity for use of the existing Conduit, make repairs if required
according to Article 3.1.T(h), and install the fiber optical cable
for a cost of [***] per mile. If manholes, hand holes, and/or
marking is required, pricing for these items will be pursuant to
the Table set forth below. AT&T will provide to Builder an IRU for
24 fibers in this section from Ft Xxxxxx to Miami and Builder will
provide to AT&T an IRU for 12 fibers in the section from Dallas to
Tulsa currently under construction by Builder.
(d) If AT&T and the FL TPK fail to enter into a contract for the
required land rights to construct Link 4 and/or Link 6 as set forth
in Section 3.1.T(b) above by October 30, 2001, then one of the
following two options will commence between the parties: (1) the
parties may agree to negotiate a new schedule, prices, terms and
conditions for the Link(s), 4 and/or 6, that was not covered by a
contract with the FL TPK or (2) either party may terminate the
respective obligations on the Link(s) not contracted with the FL
TPK, and AT&T will pay Builder for Work completed on the terminated
Link(s) up to the date of termination.
(e) LINKS 4A AND 6A FL TPK: The "Table: Link 4A and 6A Modifications"
below itemizes the mutually agreed upon modifications to the prices,
terms and conditions as further set forth in Exhibit B that will be
in effect for Links 4 and/or 6 upon the completion of a contract
between AT&T and FL TPK.
TABLE: LINK 4A AND 6A MODIFICATIONS
---------------------------------------------------------------------------------------------------------------
SCOPE OF AMENDED WORK ASSOCIATED WITH AT&T AND FLORIDA TURNPIKE ROW AGREEMENT
---------------------------------------------------------------------------------------------------------------
LINK 6A: WILDWOOD TO WINDERMERE - FLORIDA TURNPIKE
---------------------------------------------------------------------------------------------------------------
UNIT PRICE QUANTITIES PRICE ($) LOCATION
($)
---------------------------------------------------------------------------------------------------------------
Coincident Placement of Second Cable
(provided by AT&T) in existing spare conduit Wildwood to
(in miles) [***] 38 [***] Windermere
---------------------------------------------------------------------------------------------------------------
Install Manholes for FTA at cable splice Wildwood to
points (per splice point) [***] 12 [***] Windermere
---------------------------------------------------------------------------------------------------------------
Install Cable Location Markers for FTA @ 10 Wildwood to
markers per mile (per mile) [***] 38 [***] Windermere
---------------------------------------------------------------------------------------------------------------
TOTAL [***]
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LINK 4A: WINDERMERE TO FT. XXXXXX - FLORIDA TURNPIKE
---------------------------------------------------------------------------------------------------------------
UNIT PRICE
($) QUANTITIES PRICE ($) LOCATION
---------------------------------------------------------------------------------------------------------------
Engineer Furnish & Install 2 Conduits for Windermere to
the exclusive use of the Florida Turnpike [***] 115 [***] Fort Xxxxxx
---------------------------------------------------------------------------------------------------------------
Install a separate 24 fiber cable in 1 of
the two conduits provided to the Florida Windermere to
Turnpike for their exclusive use [***] 115 [***] Fort Xxxxxx
---------------------------------------------------------------------------------------------------------------
Engineer Furnish & Install Handhole boxes [***] 115 [***] Windermere to
Fort Xxxxxx
---------------------------------------------------------------------------------------------------------------
Furnish and Install Cable location markers @ Windermere to
10 markers per mile [***] 115 [***] Fort Xxxxxx
---------------------------------------------------------------------------------------------------------------
TOTAL [***]
---------------------------------------------------------------------------------------------------------------
(f) FOR LINK 4A--FL TPK: Builder agrees to install one (1) additional
Conduit for a total of three (3) Conduits to be installed for AT&T
on Link 4 between Windermere, FL and Ft. Xxxxxx, FL at a cost of
[***] per mile. In addition, Builder agrees to replace approximately
one and two tenths (1.2) miles of missing spare Conduit at a fixed
cost of [***] for the Work.
(g) PRICE PER MILE FOR LINKS 4 AND 6: Upon execution of an agreement
between AT&T and the FL TKP, the prices in Exhibit B, Links 4 and 6
shall be modified to be at a cost of Thirty Five Thousand Fifty
Dollars ($35,050) per mile. The Work by Builder as set forth in
this Article 3.1.T and the Table above are included in the new price
of Thirty Five Thousand Fifty Dollars ($35,050) per mile.
(h) Regarding the Work that Builder will provide in accordance with this
Agreement on existing AT&T Conduits, it is assumed by both parties
that the Conduit provided by AT&T is whole and usable for the
intended purpose of installing fiber optic cable. If during the
construction, it is discovered by Builder that the AT&T existing
Conduit is in need of repair, Builder shall proceed with such
repairs at Builder's cost plus fifteen percent (15%). Builder will
maintain such records and make such records available upon AT&T's
request to substantiate the costs and repairs.
3.1.U LINK 37 (ATLANTA, GA TO GREENSBORO, NC):
(a) For the section of the Link between Charlotte, NC and Greensboro,
NC, the parties have agreed to cancel construction as of July 1,
2001. AT&T will pay Builder the amount of forty percent (40%)
Builder's actual documented cost and expense which represents
payment in full for services rendered prior to the date of
termination. The parties agree to share ownership of the tangible
work
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product developed prior to the date of termination and said work
product includes but not limited to the following: line list of
tracts of land planned to be crossed by routes, engineering
drawings, planned route maps, permit applications and permits
granted, engineering notes and contact reports with permitting
agencies and any other information which was obtained by the Builder
and its subcontractors in conjunction with the contract to build
these Links and is useful in proceeding with future construction of
these Routes. AT&T shall make payment within thirty (30) days of the
date of its receipt of Builder's invoice with costs documentation
together with the tangible work product described herein but in no
case prior to January 1, 2002.
(b) The Builder shall place The Cable in a separate existing AT&T spare
Conduit along the Charlotte to Greensboro section of Link 37.
(c) The Builder is granted the right by AT&T to construct up to three
(3) additional Builder's Conduits contained in Link 37 between
Charlotte to Greensboro as set forth in Exhibit B, and not included
in the installation of Conduits prior to July 1, 2001. The Builder's
rights to use the AT&T ROW shall be as provided as a license in the
format of Exhibit K of the Agreement. During the term of the
Agreement, if Builder chooses to proceed with the construction as
set forth in this paragraph (c), and upon AT&T's written notice to
Builder within sixty (60) days of notice of such Builder
construction, then AT&T shall have the right to have Builder install
one or more Conduits on this portion of Link 37 for AT&T's exclusive
use at a price equal to the fraction of the Builder's total
reasonable costs which are equal to the fraction of AT&T Conduits to
the total number of Conduits to be installed by Builder.
2. Article 3.6 (Regeneration Buildings, OP/AMP Space and Sites) of the
Agreement is amended to add the following 3.6.A through 3.6.O for only
those sites identified in "Exhibit 3B: Links and Optical Amplifier
Locations". Section 3.6.A of this Amendment provides for construction
services to be provided by Builder to AT&T. The Builder will design,
construct and install OA buildings that will be approximately twelve feet
(12') by thirty feet (30') outer dimensions with a total of three hundred
square feet (300 sq. ft.) of floor space as specified in Exhibit 3A of
this Amendment. These services are separate and distinct from the sharing
of and reimbursement of costs described in the remainder of this
Amendment.
3.6.A SUPPLY OF OA BUILDINGS: Builder agrees to supply to AT&T new Optical
Amplifier ("OA") buildings (the "Supplied Services") at the Builder sites
identified in "Exhibit 3B: Links and Optical Amplifier Locations" (the
"Shared Sites"). It is contemplated that the new AT&T OA buildings will
share the slab on which the adjacent Builder buildings are or may be
located. The Supplied Services to be supplied, in addition to the other
elements described in Article 3.6.A through 3.6.O, includes but is not
limited to the following:
(i) Planning, engineering, construction and placement of the OA
building specified in Exhibit 3A of this Amendment;
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(ii) Supervision and inspection of the pre-fabricated buildings
during fabrication and installation of the OA buildings;
(iii) Assurance that the pre-fabricated OA building supplied by
Builder will be in accordance with the drawings and
specifications as set forth in Exhibit 3A of this Amendment;
(iv) Arrangement and installation of cable conduit for connection
to the OA buildings;
(v) Necessary engineering and construction services for the
purpose of power and communication cables entering and passing
through Builder's main building to the AT&T building;
(vi) Support the installation of AT&T's cable locating devices and
isolation closure in the Builder main OA building and
connections to the appropriate equipment in the AT&T building;
In return for these Supplied Services, AT&T will pay the Builder [***]
for each OA site constructed by the Builder. All Builder invoices are due
within thirty (30) days of construction completion and site acceptance by
AT&T but in no event prior to January 1, 2002.
Upon mutual agreement by AT&T and Builder, this Section 3.6A may be
superceded by a separate Construction Services Agreement between the
Builder and AT&T for the construction of OA sites which would include
terms substantially similar to the terms described in this amended Section
3.6.A.
3.6 B OPTICAL AMPLIFIER SITES: Builder will convey to AT&T adequate land
rights and space at the Shared Sites for the use and occupation of the OA
buildings. In addition, Builder will obtain all necessary land use and
construction permits for the installation of the OA buildings. The nature
of the rights conveyed to AT&T for the use of the land will be, dependant
on the nature of Builder's interest in the underlying real estate, either
fee simple ownership, partial assignment of easement, sub-lease, license
or such other right of use as permitted by the nature of Builder's
underlying rights. The land for the OA sites (the OA Land Sites") will be
provided by Builder so that AT&T will have the right of use (regardless of
the nature of AT&T's interest in the land) for a period of time no less
than a period of time equal to Builder's use of the adjacent property but
no less than forty (40) years from the date of the Agreement. The OA Land
Sites will be free of restrictive easements or other legal restrictions
with respect to use so that each party's portion of the OA site can be
configured in such a way so as to permit the parties the rights to erect
the parties' building(s) with parking, access and landscaping necessary to
accommodate each party's respective needs. In the event Builder is unable
to obtain a permit, license, grant or other right of use from any
governmental entity or agencies for renewable terms for a minimum of forty
(40) years, then Builder will obtain the maximum term available by law or
regulation. In addition to the respective rights and obligations of AT&T
and Builder that are expressly set forth in
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this Amendment Number 3, "Exhibit P: General Terms and Conditions
Associated with Land Rights of OA Buildings and Services Contract" of this
Amendment and attached hereto sets forth additional rights and obligations
of AT&T and Builder, respectively, with respect to the OA land rights and
will be included in the documents of conveyance from Builder to AT&T to
the extent necessary. AT&T and Builder agree that if modifications to
Exhibit P are required this will be by mutual agreement of the parties.
3.6.C ELECTRICAL POWER FOR OA SITES: After expiration of the three (3)
year period in which items (i) through (v) of Section 3.6.O are provided
by Builder at the fixed unit price, Builder will charge AT&T negotiated
rates for electrical power and building services. AT&T will have the
option at any time during the term of this Agreement to provide its own
electrical power upon giving ninety (90) days written notice to Builder of
AT&T's intention to provide its own power.
3.6.D EXPANSION OF OA SITE FOR AT&T: To the extent the individual OA site
layouts permit Builder to reasonably do so in accordance with Exhibit 3B,
Builder will reserve for AT&T sufficient space and appropriate land
right(s) for nine hundred square feet (900 sq. ft.) which will consist of
three (3) additional three hundred square feet (300 sq. ft.) OA buildings
on Builder's slab for future expansion. Such space reservation will be
subject to the following condition. After all spaces other than the slab
spaces reserved for AT&T are used by Builder or sold to third parties;
Builder may market for sale or use for its own purposes the spaces
reserved for AT&T only after first providing AT&T the opportunity to
purchase the space(s) and/or land right(s) for the slab space from
Builder. Builder shall supply upon request from AT&T additional OA
buildings conforming to Specifications in Exhibit 3A, within ninety (90)
days or another time frame mutually agreed upon between the parties at a
price not to exceed [***] per square foot for a period of three (3) years
and [***] per square foot for two (2) additional years. AT&T is herewith
granted the right to purchase and install their own building compatible
with the adjacent buildings and substantially conforming to the
specification of Exhibit 3A should AT&T decide to do so.
3.6.E The terms for the provision of the OA building and the slab space at
each specified OA site are as follows:
(i) AT&T will own the three hundred square foot (300 sq. ft.) OA
building, but the land upon which it is constructed is
provided by Builder to AT&T through appropriate land rights as
set forth in Article 3.6.B of this Amendment to allow for the
continuous use, occupation and quiet enjoyment for a term of
no less than forty (40) years unless Builder's underlying land
rights can only be for a lesser term then Builder shall
provide a term for the maximum period of time permitted by
such rights.
(ii) AT&T will provide appropriate rights to Builder through the
AT&T OA building for all cable access through to the adjacent
buildings;
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Amendment No. 3
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(iii) AT&T and AT&T co-location customers will have unrestricted
rights of access and egress to its respective three hundred
square foot (300 sq. ft.) OA building as well as non-exclusive
rights of access to the OA site(s) by way of the access road
and pedestrian pathways.
3.6.F AT&T's Conduits and The Cable will be brought into Builder's main OA
building at each site. The Cable will be brought into the Optical Service
Entry Panel ("OSEP") provided by Builder in Builder's main OA building.
AT&T's Fibers in the outside cable will be spliced to the AT&T Fibers in
the inside cable (going to the AT&T LGX via the inter-building fiber
conduit ladder rack) from the OSEP. Builder will provide appropriate
rights to AT&T for the purpose of installing and maintaining all cables
(power and communications) which enter Builder's main building and
pass-through the Builder main building to connect AT&T and its customers
in the AT&T OA building. Adjacent to the OSEP will be adequate space to
mount an isolation closure. The office ground will be extended to this
location to tie into the isolation closure. Additionally, there will be
adequate space provided by Builder for the mounting of relays provided by
AT&T for the LMS cable locating system.
3.6.G In the case of a commercial AC power failure, Builder shall notify
the AT&T NOC that the commercial AC power has failed, and the status of
the standby generator and the dispatch of personnel to the appropriate OA
site. The status of the standby generator's fuel level and estimated
balance of the run time shall also be communicated to the AT&T NOC. The
Builder maintenance force shall contact the AT&T NOC to notify the AT&T
NOC of any alarm indications that may affect AT&T. In the case of a
failure of the standby generator to automatically start upon the loss of
commercial AC, Builder shall be responsible for dispatching its
maintenance personnel to the site to manually start the standby generator
before the battery reserve is exhausted.
3.6.H Builder will provide additional DC power, from one hundred eighty
(180) Amps up to three hundred sixty (360) Amps no later than six (6)
months from receipt of AT&T's written request for additional power
conditioned upon the parties reaching mutually acceptable terms and
conditions.
3.6.I AT&T will confirm its requirement for power fusing in ten (10) Amp
increments at acceptance of the OA building or AT&T will provide the
Builder a minimum of sixty (60) days written notice prior to provision of
such fusing unless the parties mutually agree upon a different notice
period.
3.6.J For an additional three (3) year period after the initial three (3)
year period from acceptance by AT&T, AT&T will pay and Builder agrees to
provide increments of ten (10) Amp fuse power at the rate of [***]
per month per ten (10) Amps. After the six (6) year period, Builder and
AT&T will mutually agree upon the ten (10) Amp fuse power incremental
rate based on the average market price charged by other telecom
co-location providers.
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3.6.K If at any time AT&T decides to relocate from the OA building(s)
provided by the Builder, Builder shall assist AT&T at no cost to Builder
with planned cable intrusions necessary to extend the AT&T fibers from the
initial location supplied by Builder to a location on the an OA site owned
by AT&T.
3.6.L For those OA sites on the Links identified in Exhibit 3B, Builder
shall be relieved of its obligation to provide a temporary road, clearing
and permitting for that portion of the Sites to be conveyed to AT&T. It
does not relieve Builder of its requirements to provide adequate access
and egress as set forth in this Article 3.6.
3.6.M Builder will obtain the right and assign the OA building warranty
from Xxxx to AT&T or in the event, if Builder is unable to assign the
warranty an acceptable alternative to AT&T will be provided.
3.6.N Builder will be prepared to provide additional OA buildings to AT&T
up to ninety (90) day written notice. In the event there are circumstances
that will restrict Builder's ability to provide such OA buildings, the
parties will discuss alternate solutions to the mutual agreement of the
parties. The price for each additional OA building beyond the number set
forth in Exhibit 3B shall be mutually agreed upon between the parties at
the time of the request by AT&T for additional OA buildings, however, the
price for the OA building shall not exceed [***] per square foot including
installation and associated Work for a period of three (3) years from the
date of this Amendment and for an additional two (2) years thereafter, the
price shall not exceed [***] per square foot including installation and
associated Work. In the event the parties cannot agree upon pricing for
additional OA buildings, AT&T has the right to acquire and install its own
OA buildings, providing such buildings substantially equal and of the same
design as the original OA buildings provided by the Builder.
3.6.O In consideration of 3.6.B through 3.6.N, Builder will provide the
following:
(i) For three (3) years from acceptance date, -48V DC power at no
additional charge to AT&T; AT&T may at its sole decision
utilize the Builder provided DC power or provide its own DC
power at it's own expense.
(ii) For three (3) years from acceptance date, up to one hundred
eighty (180) Amps continuous drain at no additional charge to
AT&T; provided, however, that should the total demand for
Amps, including demands made by AT&T, Builder and third
parties, exceed three hundred (300) Amps, AT&T will either
share in the cost, on mutually acceptable terms, to upgrade
Builder's power system or AT&T will provide its own power.
(iii) For three (3) years from acceptance date, full building
services, including building alarm monitoring at no additional
charge to AT&T.
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(iv) Acquisition of land for the location of the OA buildings;
and
(v) Acquisition of all land use and construction permissions to
install the building.
3. MODIFICATIONS TO EXHIBITS:
A. Exhibit B is deleted in its entirety and replaced with the modified
Exhibit B attached hereto.
B. Exhibit 3A and 3B are hereby added to the Agreement and attached
hereto.
C. Exhibit O: Exhibit O is deleted in its entirety and replaced with
the modified Exhibit O attached hereto.
D. Exhibit P: General Terms and Conditions Associated with Land Rights
of OA Buildings and Services Contract is hereby added to the
Agreement and attached hereto.
THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK
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This Amendment No. 3 is effective as of the execution of this Amendment by both
parties and shall be incorporated in and shall constitute a part of the
Agreement as if fully set forth therein. EXCEPT AS AMENDED HEREIN, ALL TERMS AND
CONDITIONS OF THE AGREEMENT REMAIN UNCHANGED.
APPROVAL:
ACKNOWLEDGED AND AGREED TO BY:
XX.XXX CORP. AT&T CORP.
BY /s/ Xxxxxx X. Xxxxxxxxx BY /s/ Xxxxx X. Xxxxx
---------------------------- ---------------------------------
(signature) (signature)
NAME XXXXXX X. XXXXXXXXX NAME XXXXX X. XXXXX
---------------------------- ---------------------------------
TITLE SENIOR VICE PRESIDENT - TITLE GROUP PROCUREMENT DIRECTOR,
BUSINESS DEVELOPMENT AT&T SUPPLIER MANAGEMENT
---------------------------- ---------------------------------
DATE July 27, 2001 DATE July 25, 2001
---------------------------- ---------------------------------
(typed or printed) (typed or printed)
