MCI WORLDCOM NETWORK SERVICES, INC.
CLASSIC/TRANSCEND-TM- SWITCHED SERVICES
AMENDMENT NO. 4
This Amendment No. 4 is made as of the 21 day of December , 1999,
by and between Logix Communications Corporation ("CUSTOMER") and MCI
WORLDCOM Network Services, Inc. (successor-in-interest to WorldCom Network
Services, Inc.), a Delaware corporation ("MCI WORLDCOM") to that certain
CLASSIC/TRANSCEND-TM- Telecommunications Services Agreement (the "TSA") dated
June, 1998, by and between Customer and MCI WorldCom, including those certain
Program Enrollment Terms, any applicable Attachments and that certain
Amendment No. 1 dated January 1, 1999, that certain Amendment No. 2 dated
October 1, 1999, and that certain Amendment No. 3 dated January 1, 2000. In
the event of any conflict between the terms of the TSA, the PET, any
applicable Attachments, Amendment Xx. 0, Xxxxxxxxx Xx. 0 and Amendment No. 3
and the terms of this Amendment No. 4, the terms of this Amendment No. 4
shall control. The TSA along with the PET, all applicable Attachments,
Amendment Xx. 0, Xxxxxxxxx Xx. 0, Xxxxxxxxx Xx. 0 and this Amendment No. 4
shall collectively be referred to as the "AGREEMENT".
The parties agree for good and valuable consideration, intending
legally to be bound, as follows:
1. SPECIAL RATES.
(A) Commencing with Customer's December, 1999 billing period
(i.e. January, 1999 invoice) and continuing through the end of
the Service Term, Customer's Interstate CALLING CARD Service
charge described in Section 1. of that certain Attachment for
CALLING CARD Service dated concurrently herewith will be
$0.0900.
(B) Commencing with Customer's December, 1999 billing period
(i.e., January, 1999 invoice) and continuing through the end
of the Service Term, the parties agree to substitute the Rate
Schedule described in Subsection 1.(1)(a) of that certain
Attachment for DEBIT CARD Service dated concurrently herewith
to read in its entirety as follows:
(a) If Customer's order is for less than 200,000 Units:
$0.1000.
2. OTHER TERMS AND CONDITIONS. Except as specifically amended or
modified herein, the terms and conditions of the Agreement
will remain in full force and effect throughout the applicable
Service Term and any extensions thereof.
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IN WITNESS WHEREOF the parties have entered into this
Amendment No. 4 on the date first written above.
MCI WORLDCOM NETWORK LOGIX COMMUNICATIONS CORPORATION
SERVICES, INC.
By: /s/ Xxxxx Xxxxx By: /s/ Xxxxxx X. Xxxxxx, Xx.
------------------------------ -----------------------------------
Print Name: Xxxxx Xxxxx Print Name: /s/ Xxxxxx X. Xxxxxx, Xx.
---------------------- ---------------------------
Title: Regional Sales Director Title: CEO
--------------------------- -----------------------------
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WORLDCOM NETWORK SERVICES, INC.
ATTACHMENT FOR CALLING CARD SERVICE
This Attachment for CALLING CARD SERVICE is made by and between
Logix Communications Corporation ("CUSTOMER") and WorldCom Network Services,
Inc. ("MCI WORLDCOM") and is a part of their Telecommunications Services
Agreement for Switched Services. Capitalized terms not defined herein shall
have the meaning ascribed to them in the TSA, the PET, the applicable
Attachment(s) or the Tariff (as defined below), whichever is applicable.
NOTE: ANY MODIFICATIONS, ADDITIONS OR DELETIONS FROM THIS ATTACHMENT WILL NOT
BE EFFECTIVE UNLESS SPECIFICALLY SET FORTH IN THE PET.
During the Service Term of the Agreement, MCI WorldCom will
provide "CALLING CARD SERVICE" which is accessed only by dialing the unique
toll free access number assigned by MCI WorldCom to Customer. With respect to
Domestic Interstate and International CALLING CARD Service, this Attachment
incorporates by reference the terms of MCI Tariff FCC No. 1 (the "Tariff"),
which may be modified from time to time by MCI WorldCom in accordance with
law and thereby affect the Services furnished Customer hereunder, except that
the terms and conditions contained in the TSA, the PET or this Attachment
shall supplement or, to the extent inconsistent, supersede the Tariff terms
and conditions. For purposes of this Attachment, references to "MCI FEATURE
CARD Service (Option T)" or "Connections Card Service" will be deemed to
refer to "CALLING CARD Service".
I. CALLING CARD SERVICE CHARGES.
For purposes of this Attachment, Customer's "Switched Services
Revenue" will be comprised of (i) Customer's gross (i.e., prior to
the application of discounts) measured and per call CALLING CARD
Service charges described below (i.e.,interstate, intrastate and
international), (ii) Customer's Calling Card Service Surcharges
described below, and (iii) Customer's Calling Card Feature Service
charges described below.
JURISDICTION RATE PER MINUTE*
--------------------------------------------------------------------------------
INTERSTATE
Within the 48 contiguous United States, Alaska, $0.1300 per minute
Hawaii, Puerto Rico and the United States Virgin
Islands
--------------------------------------------------------------------------------
INTRASTATE $0.1300 per minute
--------------------------------------------------------------------------------
INTERNATIONAL SEE Section C.3.07312 of the
Tariff and Section 3.0734 of
the Tariff with respect to calls
from one International location
to another.
--------------------------------------------------------------------------------
* Notes: If Customer's Minimum Revenue Commitment described in the PET
is less than $10,000, Customer's Interstate rate will be $0.25 per
minute and will not be subject to any discount.
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II. CREDITS/DISCOUNTS.
(A) During each month of the Service Term, Customer shall
receive a NonInternational usage credit (the "DOMESTIC CREDIT")
calculated by multiplying the applicable percentage shown below
based on Customer's Monthly Revenue (as defined in the PET) times
Customer's domestic interstate and intrastate usage charges for
CALLING CARD Service (exclusive of monthly recurring charges, taxes,
surcharges, installation charges, CALLING CARD Service surcharges,
Directory Assistance charges, charges for local access/egress
services or facilities, and enhanced feature charges associated with
CALLING CARD Service). Customer shall also receive an International
usage credit (the "INTERNATIONAL CREDIT") calculated by multiplying
seventy percent (70%) times Customer's International usage charges
for CALLING CARD Service (exclusive of monthly recurring charges,
taxes, surcharges, installation charges, CALLING CARD Service
surcharges, Directory Assistance charges, charges for local
access/egress services or facilities, and enhanced feature charges
associated with CALLING CARD Service.
Non-International
Monthly Revenue Discount
--------
$ 10,000 - $ 49,999 0.0%
$ 50,000 - $ 99,999 3.5%
$100,000 - $249,999 5.0%
$250,000 - $499,999 6.5%
$500,000 - $749,999 10.0%
$750,000 - $999,999 12.5%
$1,000,000+ 15.0%
(B) The Domestic Credit and the International Credit described
above are in lieu of any Tariff discounts including, without
limitation, discounts for MCI Feature Card Service available under
MCI VIP, MCI VIP Plus, MCI MOD and MCI CAS or MCI CAS PLUS Service.
III. CALLING CARD SERVICE SURCHARGES.
(A) The following CALLING CARD Service surcharges shall be
charged according to the following schedule:
DIRECT
FROM TO DIAL
-------------------------- -------------------------- ------
Within the 00 xxxxxxxxxx X.X. (Xxxxxxxxxx) x0.00
Xxxxxx Xxxxxx ("U.S.")
-------------------------- -------------------------- ------
U.S. U.S. Intrastate $0.25
-------------------------- -------------------------- ------
Alaska, Hawaii, Puerto Rico U.S. $0.25
and United States Virgin
Islands
-------------------------- -------------------------- ------
U.S., Alaska, Hawaii, Alaska, Hawaii, Puerto Rico $0.25
Puerto Rico and United and United States Virgin
States Virgin Islands Islands
-------------------------- -------------------------- ------
U.S., Alaska, Hawaii, Canada $0.25
Puerto Rico and United
States Virgin Islands
-------------------------- -------------------------- ------
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-------------------------- -------------------------- ------
U.S., Alaska, Hawaii, International locations $1.25
Puerto Rico and United
States Virgin Islands
-------------------------- -------------------------- ------
Canada Alaska, Hawaii, Puerto Rico $1.00
and United States Virgin
Islands
-------------------------- -------------------------- ------
Canada International locations $1.25
-------------------------- -------------------------- ------
U.S. (Payphone) Any location $0.30
-------------------------- -------------------------- ------
IV. FULFILLMENT.
If Customer elects to use MCI WorldCom for fulfillment, Customer
shall pay MCI WorldCom the fulfillment charges associated with
Customer's usage of CALLING CARD Service, as determined by MCI
WorldCom.
V. SET UP CHARGES.
Customer agrees to pay $600 for every instance of special branding
(i.e., greeting and/or closing) requested by Customer in connection
with CALLING CARD Service.
VI. FRAUD DETECTION PROCEDURES.
Customer shall be responsible for any and all fraud associated with its
usage of CALLING CARD Service, except as set forth below:
(1) All calling card calls will be validated by MCI
WorldCom to permit only those calls authorized or
facilitated by Customer or legitimate card holders. MCI
WorldCom will, at the direction of Customer, preclude
all calls utilizing expired or terminated calling card
numbers compared against an authorized list provided by
Customer and MCI WorldCom will be responsible for all
fraudulent use, unauthorized use, misuse, or abuse of
calling cards occurring after MCI WorldCom receives
actual notice of the expiration or termination of a
calling card or receives specifically detailed written
notification concerning any card which has been lost,
stolen, compromised or which Customer has reason to
believe is or may be used fraudulently.
(2) In addition, all CALLING CARD Service calls will
be monitored by MCI WorldCom for misuse on a twenty
four (24) hour a day, seven (7) days a week basis. MCI
WorldCom shall establish fraud prevention, detection
and minimization procedures so that fraudulent use
arising from lost or stolen calling cards and potential
disruption to authorized card holders will be
minimized.
(3) MCI WorldCom will not hold the Customer
responsible for "Service Fraud" (as defined herein)
associated with the unauthorized use of an MCI WorldCom
CALLING CARD. For purposes of this Attachment, "SERVICE
FRAUD" shall consist of unauthorized use of an MCI
WorldCom CALLING CARD following the involuntary theft
or loss of a card which was not intentionally
facilitated or authorized (either explicitly or
implicitly) by Customer or an authorized user. Service
Fraud often follows the theft of a wallet, purse or
briefcase, or sometimes is the result of "shoulder
surfing" (thieves observing/recording authorization
codes) which occurs at payphones located in airports,
bus terminals, train stations and the
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like. MCI WorldCom shall not be responsible for losses caused
by fraudulent information submitted by a card holder in
subscribing for calling card services or for usage which was
intentionally facilitated or authorized (either explicitly or
implicitly) by an authorized user.
(4) In the event MCI WorldCom is unable to contact Customer of
suspected abuse of the CALLING CARD Service, in order to
minimize potential abuse, MCI WprldCom may deactivate any
calling card which has exceeded established fraud detection
parameters or which MCI WorldCom has reason to believe is or
may be used fraudulently. In such event MCI WorldCom will have
no liability to Customer or any End User in connection with
such deactivation or failure to deactivate such calling card.
VII. TARIFFED FEATURE SERVICES.
(A) Customer agrees to pay the rates set forth in Subsection
C.3.21 of the Tariff for all Tariffed Feature Services (i.e.,
Conference Calling and Operator Services).
(B) In lieu of any discounts set forth in the Tariff, Customer
will be entitled to the following applicable incremental discounts
on Customer's usage of Tariffed Feature Services (i.e., conference
calling) as determined by Customer's Tariffed Feature Services
Monthly Usage (as defined in Subsection (D) below).
Tariffed Feature
Services Monthly Usage Discount
---------------------- --------
$ 0 - $ 999 3.0%
$ 1,000 - $ 19,999 6.0%
$ 20,000 - $ 49,999 6.5%
$ 50,000 - $ 99,999 7.0%
$100,000 - $249,999 7.5%
$250,000 - $374,999 8.0%
$375,000 + 8.5%
(C) The discounts described in Subparagraph VII.(B) above shall
apply only to Customer's usage of Tariffed Feature Services provided
pursuant to MCI WorldCom is standard rates, terms and conditions for
such services, but not to charges for installation, taxes or
surcharges, and charges for local access/egress services or
facilities associated with Tariffed Feature Services.
(D) "TARIFFED FEATURE SERVICES MONTHLY USAGE" shall mean
Customer's monthly combined recurring and usage charges for Tariffed
Feature Services at standard pricing but not including taxes (and
gross receipts taxes), surcharges, and any charges for services
provided under the Tariff.
VIII. NON-TARIFFED FEATURE SERVICES.
(A) Customer agrees to pay standard rates for all Non-
Tariffed Feature Services (i.e., Message Store and Forward,
Flexible Routing for Voice Mail, Voice News Network and
Speed Dialing).
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(B) Customer will be entitled to the following applicable
incremental discounts on Customer's usage of non-tariffed CALLING CARD
Services (Conference Calling, Message Store and Forward) as determined
by Customer's Non-Tariffed Feature Services Monthly Usage (as defined
in Subsection (D) below):
Non-Tariffed Feature
Services Monthly Usage Discount
---------------------- --------
$ 0 - $ 999 3.0%
$ 1,000 - $ 19,999 6.0%
$ 20,000 - $ 49,999 6.5%
$ 50,000 - $ 99,999 7.0%
$100,000 - $249,999 7.5%
$250,000 - $374,999 8.0%
$375,000 + 8.5%
(C) The discounts described in Subparagraph (B) above shall
apply only to Customer's Calling Card usage of non-tariffed Feature
Services provided pursuant to MCI WorldCom is standard rates, terms
and conditions for such services, but not to charges for
installation, taxes or surcharges, and charges for local
access/egress services or facilities associated with non-tariffed
Feature Services.
(D) "NON-TARIFFED FEATURE SERVICES MONTHLY USAGE" shall mean
Customer's monthly combined recurring and usage charges for
non-tariffed Feature Services at standard pricing but not including
taxes (and gross receipts taxes), surcharges, and any charges for
services provided under the Tariff.
IN WITNESS WHEREOF, authorized parties on behalf of their
respective entities have initialed this Attachment for CALLING
CARD Service as of the date shown below.
LOGIX COMMUNICATIONS CORPORATION WORLDCOM NETWORK SERVICES, INC.
Customer's Initials /s/ AHP MCI WorldCom's Initials /s/ JF
---------- --------
Date: 12-17-99 Date: 12-21-99
------------------------ --------------------------
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WORLDCOM NETWORK SERVICES, INC.
ATTACHMENT FOR DEBIT CARD SERVICE
This Attachment for DEBIT CARD Service is made by and between LOGIX
COMMUNICATIONS CORPORATION ("CUSTOMER") and WorldCom Network ervices, Inc.
("MCI WORLDCOM") and is a part of their Telecommunications Services Agreement
for Switched Services. Capitalized terms not defined herein shall have the
meaning ascribed to them in the TSA, the PET, the applicable Attachment(s) or
the Tariff (as defined below), whichever is applicable. NOTE: ANY
MODIFICATIONS, ADDITIONS OR DELETIONS FROM THIS ATTACHMENT WILL NOT BE
EFFECTIVE UNLESS SPECIFICALLY SET FORTH IN THE PET.
During the Service Term of the Agreement, MCI WorldCom will provide
"DEBIT CARD Service" pursuant to which Customer shall utilize MCI WorldCom for
the debit card platform and transport of Customer's domestic interstate
termination of debit card traffic. With respect to Domestic Interstate and
International DEBIT CARD Service, this Attachment incorporates by reference the
terms of MCI Tariff FCC No. 1 (the "TARIFF'), which may be modified from time to
time by MCI WorldCom in accordance with law and thereby affect the Services
furnished Customer hereunder, except that the terms and conditions contained in
the TSA, the PET or this Attachment shall supplement or, to the extent
inconsistent, supersede the Tariff terms and conditions. With respect to
Intrastate DEBIT CARD Service, this Attachment incorporates by reference each
applicable state tariff filed by MCI WorldCom, which may be modified from time
to time by MCI WorldCom, and thereby affect the Services furnished. For purposes
of this Attachment, with respect to domestic calls, a "DEBIT CARD UNIT" shall
equal one minute of usage.
l. DEBIT CARD SERVICE CHARGES.
The rates shown below shall include access to the MCI WorldCom debit
card platform, transport, order entry and debit card activation.
Customer shall pay the following rate per Debit Card Unit, as
determined by the number of Debit Card Units purchased by Customer
in each individual purchase, and not determined by the aggregate
number of Debit Card Units purchased throughout the Service Term.
Customer will not be charged for incomplete calls (i.e., calls not
answered at the ultimate destination).
NOTE: The rates listed below do not include operator services or
customer service for Customer's End Users. If Customer chooses to
purchase operator services, pursuant to the terms and conditions of
the Tariff, an additional $0.01 per DEBIT CARD UNIT shall be added
to the rates below.
(1) Customer's rate per Unit will be as follows based on
Customer's Minimum Revenue Commitment (as described in the PET) and
the number of Units per Order:
(a) If Customer's order is for less than 200,000 Units:
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Minimum Revenue Commitment Rate
-------------------------- -------
$ 0 - $ 49,999 $0.1150
$ 50,000 - $ 99,999 $0.1110
$100,000 - $249,999 $0.1093
$250,000 - $499,999 $0.1075
$500,000 - $749,999 $0.1035
$750,000 - $999,999 $0.1006
$1,000,000+ $0.0978
(b) If Customer's order is for between 200,000 and
399,999 Units:
Minimum Revenue Commitment Rate
-------------------------- -------
$ 0 - $ 49,999 $0.1139
$ 50,000 - $ 99,999 $0.1098
$100,000 - $249,999 $0.1081
$250,000 - $499,999 $0.1064
$500,000 - $749,999 $0.1024
$750,000 - $999,999 $0.0995
$1,000,000+ $0.0966
(c) If Customer's order is for between 400,000 and
599,999 Units:
Minimum Revenue Commitment Rate
-------------------------- -------
$ 0 - $ 49,999 $0.1116
$ 50,000 - $ 99,999 $0.1087
$100,000 - $249,999 $0.1070
$250,000 - $499,999 $0.1052
$500,000 - $749,999 $0.1012
$750,000 - $999,999 $0.0983
$1,000,000+ $0.0955
(d) If Customer's order is for between 600,000 and
799,999 Units:
Minimum Revenue Commitment Rate
-------------------------- -------
$ 0 - $ 49,999 $0.1082
$ 50,000 - $ 99,999 $0.1075
$100,000 - $249,999 $0.1058
$250,000 - $499,999 $0.1041
$500,000 - $749,999 $0.1001
$750,000 - $999,999 $0.0972.
$1,000,000+ $0.0943
(e) If Customer's order is for between 800,000 and
999,999 Units:
Minimum Revenue Commitment Rate
-------------------------- -------
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$ 0 - $ 49,999 $0.1039
$ 50,000 - $ 99,999 $0.1064
$100,000 - $249,999 $0.1047
$250,000 - $499,999 $0.1029
$500,000 - $749,999 $0.0989
$750,000 - $999,999 $0.0960
$1,000,000+ $0.0932
(f) If Customer's order is equal to or greater than
1,000,000 Units:
Minimum Revenue Commitment Rate
-------------------------- -------
$ 0 - $ 49,999 $0.0987
$ 50,000 - $ 99,999 $0.1052
$100,000 - $249,999 $0.1035
$250,000 - $499,999 $0.1018
$500,000 - $749,999 $0.0978
$750,000 - $999,999 $0.0949
$1,000,000+ $0.0920
(2) Customer shall order a minimum of $10,000 in Debit Card
Units per order. Notwithstanding anything to the contrary contained
in the Agreement, Customer shall prepay MCI WorldCom for all orders
under this Attachment before MCI WorldCom will be obligated to
accept such orders.
(3) Customer may order, at no cost to Customer, one primary
identification number (PIN) for every five (5) Debit Card Units
purchased. Further, Customer agrees to pay a set-up charge of $0.06
per PIN for every PIN ordered by Customer in excess of the ration of
one PIN per five Debit Card Units as described herein.
(4) Customer's Debit Card Units will be reduced by the Debit
Card Units utilized by completed calls (calls that are answered at
the ultimate destination). MCI WorldCom shall determine the number
of Debit Card Units necessary to receive one minute of international
calling ("DEPLETION SCHEDULE"). The current Depletion Schedule is
shown on Schedule DC-A ("DEPLETION SCHEDULE"). MCI WorldCom retains
the right to develop and implement (upon thirty (30) day prior
notice) a separate and distinct Depletion Schedule which shall
supersede the Depletion Schedule. Customer shall receive no refund
or reimbursement for unused Debit Card Units at any time including
upon the expiration, cancellation or earlier termination of this
Agreement.
(5) In addition to the above rates, Customer shall pay an
additional Six Hundred Dollar ($600.00) charge for each customized
script identifying Customer to its End Users.
(6) Customer shall be solely responsible for all card
fulfillment and end user customer service.
(7) Customer shall not include MCI WorldCom is name or logo on
any Customer debit card.
(8) For purposes of this Attachment, Customer's "SWITCHED
SERVICES REVENUE" will be comprised of Customer's unit charges
described in Subpart (1) above.
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(9) Customer's Debit Card Units will be reduced by two (2) Units
(the "DEPLETION RATE") for every completed Debit Card call originated
from a payphone, MCI WorldCom reserves the right, upon at least
thirty (30) days' prior written notice, to modify the Depletion Rate
for completed calls originated from payphones.
IN WITNESS WHEREOF, authorized parties on behalf of their respective
entities have initialed this Attachment for DEBIT CARD Service as of the date
shown below.
Logix Communications Corporation WORLDCOM NETWORK SERVICES, INC.
Customer's Initials /s/ AHP MCI WorldCom's Initials /s/ JF
------------- --------
Date: 12-17-99 Date: 12-21-99
--------------------------- --------------------------
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