Exhibit 10.26
AMENDMENT NO. 1 TO FRAMEWORK AGREEMENT
This Amendment No. 1 ("Amendment") to the Framework Agreement originally
dated as of March 3, 1999 (the "Agreement") is made as of this 6th day of April
1999 by and between between RHYTHMS NETCONNECTIONS, INC., a Delaware
corporation, and MCI WORLDCOM, INC., a Georgia corporation. Capitalized terms
used herein which are not defined herein shall have the definitions ascribed to
them in the Agreement.
WHEREAS, the parties desire to amend the Agreement as set forth herein.
In consideration of the promises and covenants contained herein and other
good and valuable consideration the receipt of which is hereby acknowledged, the
parties hereto agree as follows:
1. AMENDMENTS TO AGREEMENT.
(a) Section 2.2 of the Agreement is hereby amended to read as follows:
"2.2 PREFERRED PROVIDER STATUS.Subject to the conditions and
limitations contained in Sections 2.3 and 2.4 hereof and pursuant
to the CSA, Rhythms shall BE DESIGNATED AS THE FIRST CHOICE
CARRIER IN MCI WORLDCOM'S AUTOMATED CARRIER SYSTEM, at those
locations where Rhythms provides DSL Services and MCI WORLDCOM
does not have the capability to provide comparable services for
itself using its own network, all new DSL Services utilized by MCI
WORLDCOM, excluding (i) UUNET Technologies, Inc. and its direct
subsidiaries ("collectively, "UUNET"), and (ii) DSL Services for
an MCI WORLDCOM customer that requires or demands that MCI
WORLDCOM use services of a provider other than Rhythms. UUNET, for
its business customers, shall have the right to obtain DSL
Services under the terms of the CSA but shall not be subject to
the requirements of this Section 2.2. In the event that MCI
WORLDCOM is utilizing another provider of DSL Services prior to
the time that such DSL Services are available from Rhythms, MCI
WORLDCOM shall have no obligation to use the DSL Services of
Rhythms, for the lines already installed in that particular wire
center area, at or after the time that such services become
available from Rhythms; provided, however, if MCI WORLDCOM elects
to move such DSL Services from the other provider to Rhythms, then
Rhythms shall be obligated to provide such DSL Services in
accordance with the CSA and subject to Section 2.3 of this
Agreement."
(b) The references to "thirty (30) days" in each of Sections 2.1, 3.1,
4.1, 4.2 and 8.2(d) are hereby amended to refer to "sixty (60) days".
2. EFFECT OF AMENDMENT. Except as amended and set forth above, the
Agreement shall continue in full force and effect.
3. COUNTERPARTS. This Amendment may be executed in any number of
counterparts, each of which will be deemed an original and all of which together
shall constitute one and the same instrument.
4. SEVERABILITY. If one or more provisions of this Amendment are held
to be unenforceable under applicable law, such provision shall be excluded from
this Amendment and the balance of the Amendment shall be interpreted as if such
provision were so excluded and shall be enforceable in accordance with its
terms.
5. ENTIRE AGREEMENT. This Amendment, together with the Agreement,
constitutes the full and entire understanding and agreement between the parties
with regard to the subjects hereof and thereof.
6. GOVERNING LAW. This Amendment shall be governed by and construed
in accordance with the laws of the State of New York, without giving effect to
its principles of conflicts of law.
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IN WITNESS WHEREOF, this Amendment is hereby executed as of the date first
above written.
MCI WORLDCOM, INC.
BY: /s/ Xxxxx Xxxxx
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Name
President
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Title
RHYTHMS NETCONNECTIONS, INC.
BY: /s/ Xxxxxxxxx Xxxxx
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Name
President
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Title
