Exhibit 10.53
FIRST AMENDMENT TO ASSIGNMENT
AND ASSUMPTION AGREEMENT
This First Amendment (the "Amendment") to the Assignment and
Assumption Agreement dated December 22, 2000 (the "Agreement") by and
between SBC Telecom, Inc. ("SBCT"), and Network Access Solutions
Corporation ("NAS") (each individually a "Party", and collectively the
"Parties") is entered into on this 28th day of February, 2001. All terms
not otherwise defined herein shall have the meaning ascribed to such terms
in the Agreement.
R E C I T A L S
WHEREAS, the Agreement sets forth the terms and conditions for the
assignment of Collocation Arrangements in certain Qwest Communications
("Qwest") central offices from NAS to SBCT; and
WHEREAS, the Parties desire to amend the Agreement as set forth
below;
NOW THEREFORE, in consideration of the mutual covenants contained
herein, SBCT and NAS agree as follows:
The Parties hereby agree that NAS shall have the option, in its sole
discretion and upon advance written notice to SBCT, of either forfeiting
to Qwest or assigning to any other carrier any Collocation Arrangement
marked on Schedule A with two (2) asterisks, rather than assigning such
Collocation Arrangement to SBCT in accordance with the Terms of Assignment
and Assumption under Section 2 of the Agreement. In the event NAS elects
to forfeit or assign any Collocation Arrangement as provided in this
paragraph, the Parties agree that SBCT shall have no liability,
whatsoever, associated with any such forfeiture or assignment and shall
have no liability, whatsoever, under the Agreement associated with such
Collocation Arrangement.
2. If NAS does not elect to forfeit or assign a Collocation
Arrangement as provided in this Amendment, the Parties shall continue to
be governed by the Terms of Assignment and Assumption as provided in
Section 2 of the Agreement; provided, however, that, in addition, NAS
agrees to prepare any required documents associated with SBCT's forfeiture
of the Collocation Arrangement to Qwest.
Except as provided herein, all terms of the Agreement shall continue
in
effect and remain binding.
This Amendment may be executed in any number of counterparts with
the same effect as if the signatures to each such counterpart were upon
the same instrument.
IN WITNESS WHEREOF, the Parties hereto have signed this Amendment or
have caused this Amendment to be signed in their respective names by a
duly authorized officer on the date first written above.
NETWORK ACCESS SOLUTIONS CORPORATION
BY: /s/ Xxxx Xxxxxxxx
Name: Xxxx Xxxxxxxx
Title: President
SBC TELECOM, INC.
BY: /s/ Lea Xxx Xxxxxxxx
Name: Lea Xxx Xxxxxxxx
Title: President & CEO
