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[WorldCom Logo]
AMENDMENT I TO THE
SERVICE AGREEMENT BETWEEN
WORLDCOM, INC. AND TELEHUB COMMUNICATIONS CORP.
(SERVICE AGREEMENT DATED MAY 01, 1997)
This Amendment I to the above-referenced Agreement is made and entered
into by and between WorldCom, Inc., ("WorldCom") and TELEHUB COMMUNICATIONS
CORP., ("CUSTOMER"). The Parties agree as follows:
EFFECTIVE DATE: For the purposes of this Amendment, the effective date (the
"EFFECTIVE DATE") of this Amendment will be the 1st day of the month following
the month that this Amendment has been fully executed by both parties and
Customer has received a satisfactory credit review and approval from WorldCom's
Credit Department, and all security documentation, if any, required by WorldCom
has been properly executed and delivered to WorldCom (collectively, the "CREDIT
REVIEW").
THE AFOREMENTIONED PARTIES HEREBY AGREE TO REPLACE SECTION 1 OF THE AGREEMENT
WITH THE FOLLOWING:
1. SERVICES: Interexchange telecommunications service (the "PRIVATE LINE
SERVICE") and FRAME RELAY SERVICE (the "FRAME RELAY SERVICE") and ATM Service
(the "WORLDCOM ATM SERVICE") shall be provided by WorldCom pursuant to the
applicable tariffs of WorldCom Network Services, Inc., a wholly owned subsidiary
of WorldCom, (the "TARIFFS"). The Tariffs provide terms and conditions of the
Service which include, but are not limited to, taxes, credit approval
procedures, Customer credits, termination liability, and limitations with
respect to the assignment of the Service. The Tariffs may be modified from time
to time by WorldCom in accordance with law and thereby affect the Service
furnished to Customer. For purposes of this Agreement, Private Line Service
Frame Relay Service and ATM Service shall be collectively referred to as the
"SERVICE".
The ATM Service may include the following (i) equipment necessary to support the
ATM Service including equipment located on Customer's premises and equipment
located on WorldCom's premises, (ii) local access facilities, (iii) a Network
Node (as described below) for each location requiring connectivity to the
WorldCom network, and (iv) maintenance of the equipment and services provided by
WorldCom. A "Network Node" includes a port connection, i.e., access to the
WorldCom network, and the permanent virtual circuits assigned to said port. ATM
Service configurations for each Network Node shall be described on WorldCom's
Service Orders in effect when the Service is ordered. Charges for ATM Service
shall be established by relevant Service Orders.
THE AFOREMENTIONED PARTIES HEREBY AGREE TO REPLACE SECTION 2 OF THE AGREEMENT
WITH THE FOLLOWING:
2. TERMS AND CONDITIONS: For the convenience of the parties, Private Line,
Frame Relay, and ATM Service will be provided by WorldCom subject to the rules
and regulations set forth in the WorldCom Network Services, Inc., a wholly
owned subsidiary of WorldCom, applicable tariffs (the "Tariffs"), in addition
to the terms and conditions set forth hereto. The rules and regulations of the
Tariffs provide terms and conditions which apply to Private Line, Frame Relay
and ATM Service, which include, but are not limited to,
Page 1 of 4
AMENDMENT
Terms and conditions contained herein hill be offered for fifteen (15) days from
September 8, 1997 Mail to: Sales Contract Admin., WorldCom, Inc., 000 Xxxx
Xxxxx, Xxxxx 000, Xxxxxxx, XX 00000
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termination liability, taxes, credit approval procedures, Customer credits, and
limitations with respect to the assignment of Private Line, Frame Relay and ATM
Service. For purposes of this Agreement, any references to Service in the
Tariffs shall be deemed to refer to Private Line, Frame Relay and ATM Service.
The Tariffs may be modified from time to time by WorldCom in accordance with law
and thereby affect the Private Line, Frame Relay and ATM Services furnished to
Customer except that the terms and conditions contained in this, Agreement
shall, supplement, or to the extent inconsistent, supersede the Tariffs rules
and regulations and shall remain in effect throughout the Service Term
Commitment selected by Customer.
The aforementioned parties hereby agree to add the following to Section 3 of the
Agreement:
3. REVENUE PLAN SERVICE TERM/COMMENCEMENT/COMMITMENT/MINIMUM MONTHLY COMMITMENT:
Commencing as of the Commitment Commencing Date set forth below and continuing
through the Commitment Ending Date below, Customer agrees to maintain each
month:
(i) the aggregate base rate charges for Domestic Private Line Service (before
the application of discounts) and/or
(ii) the aggregate base rate charges for Domestic Frame Relay Services (before
the application of discounts) and/or
(iii) the aggregate base rate charges for Domestic ATM Services (before the
application of discounts)
(COLLECTIVELY THE "AGGREGATE BASE RATE CHARGES").
The aforementioned parties hereby agree to add the following to Section 5 of the
Agreement:
B. WORLDCOM DOMESTIC PRIVATE LINE - DS-0 DISCOUNT SCHEDULE
(BASED ON [*] TOTAL MINIMUM MONTHLY COMMITMENT)
DS-0 DISCOUNT
[*]
Rates for domestic Private Line DS-0 Services shall be as described in the
applicable Tariffs. No further discounts. Local access is additional and
may not be discounted or waived.
C. WORLDCOM DOMESTIC PRIVATE LINE FT-1 DISCOUNT SCHEDULE
(BASED ON [*] TOTAL MINIMUM MONTHLY COMMITMENT)
FT-1 DISCOUNT
[*]
Rates for domestic Private Line FT-1 Services shall be as described in the
applicable Tariffs. No further discounts. Local access is additional and
may not be discounted or waived.
MULTI-CHANNEL DISCOUNTS
# CHANNELS DISCOUNTS
---------- ---------
[*] [*]
[*] [*]
[*] [*]
[*] [*]
Page 2 of 4
AMENDMENT
Terms and conditions contained herein will be offered for fifteen (15) days
from September 8, 1997 Mail to: Sales Contract Admin., WorldCom, Inc., 000
Xxxx Xxxxx, Xxxxx 000, Xxxxxxx, XX 00000
* Confidential material
3
No further discounts. Local access is additional and may not be discounted or
waived.
D. WORLDCOM DOMESTIC PRIVATE LINE - FT-3 DISCOUNT SCHEDULE
(BASED ON [*] TOTAL MINIMUM MONTHLY COMMITMENT)
FT-3 DISCOUNT
[*]
Rates for domestic Private line FT - 3 Services shall be as described in
the applicable Tariffs.. No further discounts. Local access is additional
and may not be discounted or waived.
E. WORLDCOM DOMESTlC PRIVATE LINE - DS-1 RATE AND DISCOUNT SCHEDULE (based on
[*] Total Minimum Monthly Commitment)
V & H MILES DS-1 RATE (VGE)
----------- ---------------
[*] [*]
[*] [*]
[*] [*]
There is a minimum amount of [*] required per each DS-3
DS-1 DISCOUNT
-------------
[*]
No further discounts. Local access is additional and may not be discounted
or waived.
F. WORLDCOM DOMESTIC PRIVATE LINE - DS 3 RATE AND DISCOUNT SCHEDULE (based on
[*] Total Minimum Monthly Commitment)
V & H Miles DS-3 Rate (VGE)
---------- ---------------
[*] [*]
[*] [*]
[*] [*]
[*] [*]
There is a minimum amount of [*] required per each DS-3
DS-1 DISCOUNT
-------------
[*]
No further discounts. Local access is additional and may not be discounted
or waived.
G. WORLDCOM DOMESTIC FRAME RELAY - DISCOUNT SCHEDULE
(based on [*] Total Minimum Monthly Commitment)
FRAME RELAY DISCOUNT
--------------------
[*]
Page 3 of 4
AMENDMENT
Terms and conditions contained herein will be offered for fifteen (15) days
from September 8, 1997 Mail to: Sales Contract Admin., WorldCom, Inc., 000
Xxxx Xxxxx, Xxxxx 000, Xxxxxxx, XX 00000
* Confidential material
4
Rates for domestic Frame Relay Services shall be as described in the
applicable Tariffs. No further discounts. Local access is additional and
may not be discounted or waived.
H. WORLDCOM DOMESTIC OC-3c CIRCUIT-RATE SCHEDULE
(based on [*] Total Minimum Monthly Commitment)
CITY PAIRS RATE*:
---------- ------
[*] [*]
[*] [*]
[*] [*]
*Rates above are available only for the first twelve months, beginning on
the effective date of this Agreement. At the end of the twelfth (12) month
of Service, WorldCom reserves the right to terminate pricing for OC-3c
circuits, as described above, to extend the above listed rates or to
provide Customer with new rates for OC-3c circuits. No further discounts
may be applied. Local access is additional and may not be discounted or
waived.
Those portions of the Agreement not modified or otherwise affected by this
Amendment are fully Incorporated herein by reference. No other portion of the
Agreement is, or is intended by the Parties to be, affected by this Amendment.
IN WITNESS WHEREOF, the Parties have signed this Amendment and the individuals
signing below represent that they have the authority to sign for and on behalf
of the respective parties.
ACCEPTED BY: ACCEPTED BY:
WORLDCOM, INC.
BY: /s/ Xxxxx X. Xxxxxx BY: /s/ Xxxx XxXxxxxxxx
----------------------- --------------------------
PRINT NAME: Xxxxx X. Xxxxxx NAME: Xxxx Xxxxxxxxxx
---------------- ------------------------
TITLE: V.P. MARKETING TITLE: Chief Operating Officer
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DATE: 10/8/97 DATE: 10-2-97
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Page 4 of 4
AMENDMENT
Terms and conditions contained herein will be offered for fifteen (15) days
from September 8, 1997 Mail to: Sales Contract Admin., WorldCom, Inc., 000
Xxxx Xxxxx, Xxxxx 000, Xxxxxxx, XX 00000
* Confidential material
