Common use of Shared Equipment Clause in Contracts

Shared Equipment. RSL and Sprint acknowledge that the equipment listed on Exhibit C hereto (the "Shared Equipment") is currently used in connection with both the IDDD Business and the Data Business and has not been transferred to RSL under the terms of the Purchase Agreement. Until the expiration of the Transition Period, Sprint agrees to give RSL access to the Shared Equipment for the purpose of conducting the IDDD Business, and Sprint and RSL agree to share the Shared Equipment during such period in accordance with such reasonable procedures for sharing the Shared Equipment as the Parties shall establish. At the expiration of the Transition Period, Sprint shall have the option (i) to remove all or any items of the Shared Equipment from the premises at its cost and to replace at its cost any such removed Shared Equipment with other equipment which shall have the same purpose and function in the IDDD Business and shall be of substantially the same quality as the Shared Equipment removed by Sprint and shall meet such other specifications as RSL and Sprint shall reasonably agree upon on or before the date of sale of the Data Business, and/or (ii) to transfer to RSL all right, title and interest of Sprint in all or any items of the Shared Equipment which is on the premises and has not been removed by Sprint and all items of replacement equipment, provided that at the end of the Transition Period, RSL shall be vested with good and valid title, free and clear of all liens, charges and other encumbrances, in and to the Shared Equipment or replacement equipment, which together with any Shared Equipment transferred to RSL, is substantially equivalent in function, purpose and quality to the Shared Equipment. Sprint shall exercise such option in writing not later than the date of sale of the Data Business. Any removal and replacement of Shared Equipment shall be completed by Sprint prior to the expiration of the Transition Period and shall be completed in such a manner that RSL will be able to provide IDDD services to its customers without interruption.

Shared Equipment. RSL and Sprint acknowledge that the equipment listed on Exhibit C hereto (the "Shared Equipment") is currently used in connection with both the IDDD Business and the Data Business and has not been transferred to RSL under the terms of the Purchase Agreement. Until the expiration of the Transition Period, Sprint agrees to give RSL access to the Shared Equipment for the purpose of conducting the IDDD Business, and Sprint and RSL agree to share the Shared Equipment during such period in accordance with such reasonable procedures for sharing the Shared Equipment as the Parties shall establish. At the expiration of the Transition Period, Sprint shall have the option (i) to remove all or any items of the Shared Equipment from the premises at its cost and to replace at its cost any such removed Shared Equipment with other equipment which shall have the same purpose and function in the IDDD Business and shall be of substantially the same quality as the Shared Equipment removed by Sprint and shall meet such other specifications as RSL and Sprint shall reasonably agree upon on or before the date of sale of the Data Business, and/or (ii) to transfer to RSL all right, title and interest of Sprint in all or any items of the Shared Equipment which is on the premises and has not been removed by Sprint and all items of replacement equipment, provided that at the end of the Transition Period, RSL shall be vested with good and valid title, free and clear of all liens, charges and other encumbrances, in and to the Shared Equipment or replacement equipment, which together with any Shared Equipment transferred to RSL, is substantially equivalent in function, purpose and quality to the Shared Equipment. Sprint shall exercise such option in writing not later than the date of sale of the Data Business. Any removal and replacement of Shared Equipment shall be completed by Sprint prior to the expiration of the Transition Period and shall be completed in such a manner that RSL will be able to provide IDDD services to its customers without interruption.