Amendment No. 67 (CA) April 1, 2008 SOW: o Yes þ No
Exhibit 10.2.3
Amendment No. 67 (CA) | April 1, 2008 | |||||
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![(NEU STAR LOGO)](https://www.sec.gov/Archives/edgar/data/1265888/000095013308002797/w64771w6477103.gif)
AMENDMENT NO. 67
FOR
NOTICES AND PROJECT EXECUTIVE UPDATE
UNDER
CONTRACTOR SERVICES AGREEMENT FOR NUMBERING
ADMINISTRATION CENTER / SERVICE MANAGEMENT
SYSTEM
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Amendment No. 67 (CA) | April 1, 2008 | |||||
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AMENDMENT NO. 67
UNDER
CONTRACTOR SERVICES AGREEMENT FOR NUMBERING
ADMINISTRATION CENTER / SERVICE MANAGEMENT SYSTEM
ADMINISTRATION CENTER / SERVICE MANAGEMENT SYSTEM
Notices
and Project Executive Update
1. PARTIES
This
Amendment No. 67 (this “Amendment”) is entered into pursuant to Article 30 of, and upon
execution shall be a part of, the Contractor Services Agreement for Number Portability
Administration Center/Service Management System (the “Master
Agreement”) by and between NeuStar,
Inc., a Delaware corporation (“Contractor”) and the Canadian LNP Consortium Inc., a corporation
incorporated under the laws of Canada (the “Customer”).
2. EFFECTIVENESS
This Amendment shall be effective as of the 1st day of April, 2008 (the “Amendment
Effective Date”) only upon execution of this Amendment by Contractor and Customer. The number in
the upper left-hand corner refers to this Amendment. Undefined capitalized terms used herein shall
have the meanings ascribed by the Master Agreement.
3. UPDATES
3.1
Notices
Section 27.6 of the Master Agreement is hereby modified to reflect the following recipients for
notices purposes:
If to Customer:
|
To the Customer Project Executive at the address set forth in Exhibit I | |
with a copy to:
|
Xxxxxxx X. Xxxxxxxx, President | |
Canadian LNP Consortium Inc. | ||
0 Xxxxx Xxxxx Xxxxx | ||
Xxxxxx, Xxxxxxx | ||
X0X 0X0 | ||
Tel: (000) 000-0000 | ||
Fax: (000) 000-0000 | ||
Email: xx.xxxxxxxx@xxxxxx.xxx |
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with a copy to:
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J. Xxxxx Xxxxxxxx | |
Gowling Xxxxxxx Xxxxxxxxx LLP | ||
Barristers and Solicitors | ||
2600 — 000 Xxxxx Xxxxxx | ||
Xxxxxx, Xxxxxxx | ||
X0X 0X0 | ||
Tel: (000) 000-0000 | ||
Fax: (000) 000-0000 | ||
Email: xxxxx.xxxxxxxx@xxxxxxxx.xxx | ||
If to Contractor:
|
To the Contractor Project Executive at the address set forth in Exhibit I | |
with a copy to:
|
NeuStar Inc. | |
Attn: Xxxxxxx X’Xxxxxx, VP, Customer Relations | ||
00000 Xxxxxx Xxx Xxxxx | ||
Xxxxxxxx, Xxxxxxx XXX 00000 | ||
Tel: (000) 000-0000 | ||
Fax: (000) 000-0000 | ||
with a copy to:
|
NeuStar Inc. | |
Attn: General Counsel | ||
00000 Xxxxxx Xxx Xxxxx | ||
Xxxxxxxx, Xxxxxxxx XXX 00000 | ||
Fax: (000) 000-0000 |
3.2 Exhibit I
Exhibit I is hereby deleted and replaced in its entirety with the copy attached hereto
as Attachment 1.
4. APPLICABLE DOCUMENTS
The following internal documents are applicable to the Additional Services contemplated under this
Amendment:
N/A
|
Functional Requirements Specifications | |
N/A
|
Requirements Traceability Matrix | |
N/A
|
External Design | |
N/A
|
System Design | |
N/A
|
Detailed Design | |
N/A
|
Integration Test Plan | |
N/A
|
System Test Plan | |
N/A
|
Software Quality Assurance Program Report | |
N/A
|
User Documentation |
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N/A
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Software Configuration Management Plan | |
N/A
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Standards and Metrics |
5. IMPACTS ON MASTER AGREEMENT
The following portions of the Master Agreement are impacted by this Amendment:
þ
|
Master Agreement | |
None
|
Exhibit B Functional Requirements Specification | |
None
|
Exhibit C Interoperable Interface Specification | |
None
|
Exhibit E Pricing Schedules | |
None
|
Exhibit F Project Plan and Test Schedule | |
None
|
Exhibit G Service Level Requirements | |
None
|
Exhibit H Reporting and Monitoring Requirements | |
þ
|
Exhibit I Key Personnel | |
None
|
Exhibit J User Agreement Form | |
None
|
Exhibit K External Design | |
None
|
Exhibit L Infrastructure/Hardware | |
None
|
Exhibit M Software Escrow Agreement | |
None
|
Exhibit O Statement of Work Cost Principles |
6. MISCELLANEOUS
6.1 Counterparts
This Amendment may be executed in two or more counterparts and by different parties hereto in
separate counterparts, with the same effect as if all parties had signed the same document. All
such counterparts shall be deemed an original, shall be construed together and shall constitute one
and the same instrument.
6.2 Continuation of Master Agreement and User Agreement
Except as specifically modified and amended hereby, all the provisions of the Master Agreement and
the User Agreements entered into with respect thereto, and all exhibits and schedules thereto,
shall remain unaltered and in full force and effect in accordance with their terms. From and after
the date hereof, any reference in either the Master Agreement to itself and any Article, Section or
subsections thereof or to any Exhibit thereto, or in any User Agreement to itself or to the Master
Agreement and applicable to any time from and after the date hereof, shall be deemed to be a
reference to such agreement, Article, Section, subsection or Exhibit as modified and amended by
this Amendment. From and after the Amendment Effective Date, this Amendment shall be a part of the
Master Agreement and, as such, shall be subject to the terms and conditions therein.
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6.3 Entire Agreement
This Amendment sets forth the entire understanding between the Parties with regard to the subject
matter hereof and supersedes any prior or contemporaneous agreement, discussions, negotiations or
representations between the Parties, whether written or oral, with respect thereto.
[THIS SPACE INTENTIONALLY LEFT BLANK]
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Amendment No. 67 (CA) | April 1, 2008 | |||||
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IN WITNESS WHEREOF, the undersigned have executed and
delivered this Amendment No. 67:
CONTRACTOR: NeuStar, Inc. |
||||
Signature: | /s/ Xxxxxxx X’ Xxxxxx | |||
Name: Xxxxxxx X’ Xxxxxx | ||||
Title: VP — Customer Relations | ||||
Date: 29 April 2008 | ||||
CUSTOMER: Canadian LNP Consortium Inc. |
||||
Signature: | /s/ J.R. Sarrazin | |||
Name: | J.R. Sarrazin | |||
Title: | President | |||
Date: | April 28/2008 |
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ATTACHMENT 1
TO
AMENDMENT NO. 67
Update to Exhibit I
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Amendment No. 67 (CA) | April 1, 2008 | |||||
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EXHIBIT I
KEY PERSONNEL
KEY PERSONNEL
1. INTRODUCTION. This Exhibit I sets forth the Project Executives and Project Managers, as required under Section 11 of the Contractor Services Agreement for NPAC/SMS.
2. PROJECT EXECUTIVES. The following are identified as the Project Executives:
• NeuStar Inc.
Contractor’s Project Executive
Name: Xxxxx Xxxxxx
Phone: (000) 000-0000
Fax: (000) 000-0000
e-mail: Xxxxx.Xxxxxx@xxxxxxx.xxx
Contractor’s Project Executive
Name: Xxxxx Xxxxxx
Phone: (000) 000-0000
Fax: (000) 000-0000
e-mail: Xxxxx.Xxxxxx@xxxxxxx.xxx
• Canadian LNP Consortium Inc.
Customer’s Project Executive
Name: Xxxxxx Xxxxx
Phone: (000) 000-0000
Fax: (000) 000-0000
e-mail: xxxxx@xxxxx.xx
Customer’s Project Executive
Name: Xxxxxx Xxxxx
Phone: (000) 000-0000
Fax: (000) 000-0000
e-mail: xxxxx@xxxxx.xx
3. PROJECT MANAGERS: As the initial implementation of the Canadian NPAC/SMS has been completed,
Project Managers are no longer identified in this Exhibit I, but may be set forth by the parties in
a Statement of Work or elsewhere, in accordance with Section 11.2 of the Contractor Services
Agreement.
THE ABOVE PROJECT EXECUTIVES ARE SUBJECT TO CHANGE FROM TIME TO TIME AS SET FORTH IN SECTION 11.1
OF THE CANADIAN CONTRACTOR SERVICES AGREEMENT FOR NPAC/SMS. THE PROJECT EXECUTIVES AT THE TIME OF
EXECUTION OF A CANADIAN NPAC/SMS USER AGREEMENT SHALL BE AS IDENTIFIED IN ATTACHMENT D OF THAT
CANADIAN NPAC/SMS USER AGREEMENT.
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