US MT BILLED PREMIUM SMS SERVICE ADDENDUM
Addendum
Number; 28 April 2005
To
a
Master Services Agreement dated 19th April 200S between Mobile
Messenger and New Motion Inc
Service
type: US MT Billed Premium SMS and Trivia Application
| 2 |
Term
for Service; Minimum period of 12 months from the
Commencement Date (Initial Term), continuing for a twelve [12]
month
period with automatic renewals of twelve (12] months (Renewal Period).
Either party may with ninety [90] days written notice terminate
the
contract at the end of the Initial Term or then current Renewal
Period.
|
| 3 |
Service
Specifications:
|
(a)
Type:
Unique Short code(s). 31000
(b)
End-user
Prices
& Short code(s):
(Insert
Unique Short Code and applicable tariff]
|
Short
Code
|
Tariff
|
|||
|
31000
|
$
|
0.99
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||
(c)
Network Operators
available;
AT&T,
Cingular, T-Mobile
and Verizon,
Sprint, and Nextel.
(d)
Adult
content:
No. See Exhibit 1,
Content
Standards.
(e)
Service Interface: Select below:
|
Interface
Type
|
|
|
Java
API
|
|
|
SMPP
|
|
|
Redhoi
XML
|
|
|
HTTP
|
|
|
MM
suplied application
|
x |
(f)
Throughput: 2 messages/second
(g)
Latency: 30
seconds
| 4 |
Pricing:
|
(a)
Account setup fee: S 1,000
(b)
Account support fee; $500
(c)
Non
premium MT messages:
$0.035 per message
(d)
Trivia Application No Charge
(The Txt Trivia
Engine is provided at no additional charge)
(e)
Development work for Txt Trivia Customisation,
(i) Hourly
Rate : $80 per hour
(ii)
All
Development
work will be conducted with approval and approval.
1
| 5 |
Short
code pricing:
|
| 5.1 |
Set
Up Cost: $2000 (The code is already
provisioned)
|
| 5.2 |
Monthly
Fee: $1000
|
| 6 |
Initial
Payment:
|
Account
setup fee(s), Carrier short code setup fee(s) and first month's Account
support
fee are due upon signature of this Addendum.
| 7 |
Premium
SMS Out Payments
|
| 7.1 |
Out
payments from Mobile Messenger to
Customer:
|
Tariff
$0.99
Mobile
Messenger agrees to pay-out to New Motion Inc the exact amount
paid per carrier per shortcode as from Mobile Messenger's
direct supplier less the following service amounts as per the table
below:
|
messages
Per Month
|
Fee
Per message
|
Plus
|
|||||
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1
- 500
000
|
3
cents
|
$
|
0
|
||||
|
501,000
—1,000,000
|
2
cents
|
$
|
15,000
(includes500000
messages)
|
||||
|
1,000,001 —
2,000,000
|
1.5
cents
|
$
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21,000(includes
1,000,000 message!)
|
||||
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2,000,001
and above
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1
cent
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$
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40,000
(includes2,000,000 messages)
|
|
|||
| 7.2 |
T-Mobile
Ringtone includes non ringtone
binaries.
|
| 7.3 |
Volumes
specified in each of the tables at Paragraph 7.1 above are references
to
numbers of messages sent on that specific
Network Operator's US mobile network under this Service Addendum
in any
given month.
|
| 7.4 |
All
MO messages sent to Short codes will be charged to End-users
at their
standard rate. There Is no out payment for
these messages.
|
| 7.5 |
Out
payments to the Client shall be paid as
follows:-
|
| (a) |
Mobile
Messenger will notify Client monthly in writing of the out
payments due to the Client, as calculated in accordance
with
Paragraph 7.1 above, based on reports from Network
Operators;
|
| (b) |
Client
shall invoice Mobile Messenger for the amounts of the out payments
which
are thus
notified
by Mobile Messenger; and
|
| (c) |
Mobile
Messenger will make payment to the Client of the relevant
out payment amounts,
subject to the Terms and Conditions, 14 days after receiving payment
from
the relevant Network Operators for the Premium Rate Messages in respect
of
which the out
payments
are payable.
|
| 8 |
Additional
Terms and
Conditions
|
| 8.1 |
"PermittedPremium
Rate Services" includes the provision of those Premium Rate Messages
described on an Mobile Messenger Client Care Form submitted by Client
and
approved by Mobile Messenger, such approval not to be unreasonably
withheld.
|
Client
agrees
to
abide
by
all applicable
terms end conditions of Network Operators as
notified in
writing by Mobile
Messenger from time to time.
| 8.3 |
End-users
of Verizon arc be charged $0.02 per received MT message (whether
premium
or non-premium), and Client will notify End-users of this in
accordance
with Paragraph 3.5(c) of Schedule 2, Premium SMS Terms and Conditions,
of
the Master Service
Agreement.
|
2
| 8.4 |
Monthly
recurring Account Service charge is invoiced on the first of each
month
beginning the first month from the date of first carrier
activation.
|
| 8.5 |
Mobile
Messenger may add service through additional carriers in
its
sole discretion from time to time. Client will be
notified of message rates for such additional carriers by rate
card.
However, in its sole discretion, Mobile Messenger
may require Client to pay the actual set-up fees attributable
to Client's
services which Mobile Messenger
is charged by such additional
carrier(s).
|
| 8.6 |
Each
service order form entered in connection with this Addendum is
part of
this Addendum and is incorporated herein
by reference. In the event of a conflict between this Addendum
and a
service order form, the terms of this Addendum shall
control.
|
| 9 |
Test
code 28444 ($0.30 tariff) Terms and
Conditions
|
| 9.1 |
Upon
Client request, Mobile Messenger will provide Client with a shared
test
code with an associated
Keyword.
|
| 9.2 |
Mobile
Messenger will provide Client with one Keyword. Keyword will
be chosen by
Mobile
Messenger,
|
| 9.3 |
The
test code will be available to Client until live short code is
setup on at
least one carrier.
|
| 9.4 |
The
tariff on test code 28444 is 50.30. No out payments are made
by Mobile
Messenger to Client for traffic
generated
on test short code.
|
| 9.5 |
Non-premium
MT messages will be charged in accordance with Paragraph
4,
|
|
New
Motion Inc
|
|||
| Mobile Messenger Pty Ltd. | |||
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4/28/05
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|||
 |
|||
| Signature and Date | Signature and Date | ||
| Xxxxx Xxxxxx |
by:
|
/s/ Xxxxx Xxxxxx | |
|
Printed
Name and Title
|
Printed
Name and Title
|
||
3
Exhibit
1 Content Standards
Operators
reserve the right to prohibit any content they deem to be offensive or in
violation of their standards. Adult text content of any sort is not allowed
by
US Operators. This includes use of sexually explicit or implicit terms about
activities, profanities, slang for body parts, states of arousal, or sexual
desires and intent.
Images
prohibition includes anything sexual in nature. "Swimsuit" type images may
be
approved, any nudity, sexual posing or implications will be
rejected.
Operator
Specific Prohibition Requirements:
Verizon
Wireless -:
Alcoholic
beverage-related (i.e., beer, wine, liquor, etc.)
Tobacco-related
(cigarettes. cigars, pipes, chewing tobacco, etc.)
Guns/weapons-related
(firearms, bullets, etc.)
Illegal
drugs-related (marijuana, cocaine, etc.)
Pornographic-related
(i.e., adult themes, sexual content, etc.)
Crime-related
(i.e., organized crime, notorious characters, etc.)
Violence-related
(i.e. certain games, etc.)
Death-related
(i.e., funeral homes, mortuaries, etc.)
Gambling-related
(i.e., casinos, lotteries, etc.)
Hate-related
(i.e., racist organizations, etc.)
Involves
unauthorized or unapproved use of Verizon Wireless' intellectual property
Involves a copy or parody of current or past Verizon Wireless products or
services
Competitor-related
(i.e., providers of telecommunications services other than Verizon Wireless
or
its Affiliates, providers of comparison shopping for telecommunications
services, etc.) related (Le., racist organizations, etc.)
Involves
a copy or parody of current or past Verizon Wireless products or
services
Involves
an implied affiliation, association or endorsement by, or favored status with,
Verizon Wireless.
AT&T
- Harassing, defamatory, libellous, abusive, threatening, obscene, coercive
or
objectionable are not allowed.
Cingular
- Customer is responsible to ensure messages do not constitute Unsuitable
Content. Cingular or its affiliated agent may
review all Customer Content prior to its delivery to its delivery to
Subscribers. Cingular may reject any Customer Content
in its sole discretion.
T-Mobile
•
1 . Company
and Third Party Providers will not send any Messages via the T-Mobile Network
that include characters other than those included in the then-current
T-Mobile SMPP character set.
2.
Company and Third Party Providers are responsible for all Content and materials
included in the Services and any and all Messages distributed in connection
therewith, and Company and Third Party Providers will ensure
that all such Content and materials do not and will not contain any material
that;
| (a) |
is
unlawful, obscene, or defamatory or violates any
intellectual Property Rights or any other rights of any third
party;
|
| (b) |
facilitates
any illegal activity:
|
| (c) |
contains
any sexually explicit content or
images;
|
| (d) |
is
false, misleading, or likely to mislead or deceive (including, without
limitation, information relating
to the source or the author of the message);
or
|
| (c) |
promotes
violence, discrimination, or illegal
activities.
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4
