EXHIBIT 10(9)
FRONTIER GLOBALCENTER
[LOGO] MASTER SERVICE AGREEMENT NO. ___
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This Master Services Agreement (this "Agreement") is entered into as the
15th day of March, 1998 ("Effective Date") by and between the entity indicated
on the Services Order Form attached hereto, with an office at the address listed
on the Services Order Form, ("Client"), and Frontier GlobalCenter, Inc., a
corporation with offices at 00 Xxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000
("GlobalCenter"), and describes the terms and conditions pursuant to which
GlobalCenter shall license to Client certain Software and provide certain
Services (as defined below).
In consideration of the mutual promises and upon the terms and conditions
set forth below, the parties agree as follows:
1. NATURE OF AGREEMENT This is an Agreement for the provision by
GlobalCenter of Internet connectivity services (the "Bandwidth"), the lease of
equipment to provide such services (the "Hardware"), the availability of space
to store and operate such Hardware ("Space") and the licensing of software to
provide such Services (the "Software"), together comprising an Internet
connectivity and collocation package to be provided by GlobalCenter under this
Agreement (together, the "Services").
2. SERVICE ORDERS
2.1. Orders. Client may issue one or more service orders describing the
Bandwidth, Space, Hardware, and Software that Client desires ("Service Order").
Each Service Order will set forth the prices, initial term of Services and other
information in the form set forth in the Service Order Form. No Service Order
shall be effective until accepted by GlobalCenter. All Service Orders will be
subject to the terms and conditions of this Agreement, and the terms of this
Agreement shall supersede any terms and conditions which may appear on Client's
order form, or purchase order.
2.2. Cancellation. In the event that Client cancels or terminates a Service
Order at any time for any reason whatsoever other than expiration of a Service
Order or a Service Interruption (as defined below), Client agrees to pay
GlobalCenter as a cancellation fee all Monthly Recurring Charges specified in
the Service Order for the balance of the term therefor, which shall become due
and owing as of the effective date of cancellation or termination.
2.3. IP Addresses. GlobalCenter may assign on a temporary basis a reasonable
number of Internet Protocol Addresses ("IP Addresses") from the address space
assigned to the GlobalCenter by InterNIC. Client acknowledges that the IP
Addresses are the sole property of GlobalCenter, are assigned to Client as part
of the Service, and are not "portable," as such term is used by InterNIC.
GlobalCenter reserves the right to change the IP Address assignments at any
time; however, GlobalCenter shall use reasonable efforts to avoid any disruption
to Client resulting from such renumbering requirement. GlobalCenter will give
Client reasonable notice of any such renumbering. Client agrees that it will
have no right to IP Addresses upon termination of this Agreement, and that any
renumbering required of Client after termination shall be the sole
responsibility of Client.
3. SOFTWARE LICENSE AND RIGHTS
3.1. License. During the term of the applicable Service Order, GlobalCenter
grants Client a non-transferable, nonexclusive license to use the Software in
object code form only, solely on the Hardware in conjunction with the Services.
3.2. Proprietary Rights. This Agreement transfers to Client neither title nor
any proprietary or intellectual property rights to the Software, Hardware,
documentation, or any copyrights, patents, or trademarks, embodied or used in
connection therewith, except for the rights expressly granted herein.
3.3. License Restrictions. Client agrees that it will not itself, or through
any parent, subsidiary, affiliate, agent or other third party:
3.4.1. copy the Software except as expressly allowed under this Agreement. In
the event Client makes any copies of the Software, Client shall reproduce all
proprietary notices of GlobalCenter on any such copies;
3.4.2. reverse engineer, decompile, disassemble, or otherwise attempt to derive
source code from the Software;
3.4.3. sell, lease, license or sublicense the Software or the documentation;
3.4.4. write or develop any derivative software or any other software program
based upon the Software or any Confidential Information (as defined below); or
3.4.5. use the Software to provide processing services to third parties, or
otherwise use the Software on a 'service bureau' basis.
4. HARDWARE TERMS AND CONDITIONS
4.1. Installation. GlobalCenter will use commercially reasonable efforts to
install the Hardware as the Hardware is shipped to GlobalCenter. At Client's
request, GlobalCenter will work with the Client on an installation plan to
define installation time frame and requirements.
4.2. Purchase and Title of Hardware. If so indicated on the Service Order,
Client shall purchase the Hardware and deliver, at Client's expense, the
Hardware to the Space. Client agrees that the Hardware shall reside at the Space
during the term of this Agreement.
4.3. Lease of Hardware. If so indicated on the Service Order, Client shall
lease the Hardware, and GlobalCenter shall obtain and deliver to the Space the
Hardware. In the event Client leases the Hardware, the following terms and
conditions shall apply: The Hardware is and shall remain the property of
GlobalCenter. Client shall
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[LOGO] MASTER SERVICE AGREEMENT NO. ___
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not have taken, or attempt to take, any right, title or interest therein or
permit any third party to take any interest therein. Client will not transfer,
sell, assign, sublicense, pledge, or otherwise dispose of, encumber or suffer a
lien or encumbrance upon or against the Hardware or any interest in the
Hardware. Client will use the Hardware only at the Space. Client will not move
the Hardware from that facility without GlobalCenter's prior written permission.
Client shall be responsible for any damage to the Hardware. Client will use the
Hardware only for the purpose of exercising its rights under this Agreement.
4.4. Rent to Own. If so indicated on the Service Order, Client shall lease the
Hardware on a "rent to own" plan. In such event, all of the terms and
conditions in Section 4.3 shall apply, and the following terms and conditions
shall also apply. At the end of the term of the Service Order, providing Client
is not in breach of this Agreement, Client shall have the option to purchase the
Hardware. The purchase price shall be as indicated on the Service Order. Upon
payment by Client of the purchase price, title in the Hardware shall pass to
Client at the Space. Unless the Service Order is extended by mutual agreement,
Client shall immediately delete, or shall allow GlobalCenter to delete, all
copies of the Software, associated documentation, or any other materials of
GlobalCenter resident on the Hardware.
5. SPACE
5.1. License to Occupy. GlobalCenter grants to Client a non-exclusive license
to occupy the Space. Client acknowledges that it has been granted only a
license to occupy the Space and that it has not been granted any real property
interests in the Space. In the event, however, that this arrangement shall be
construed by the owner of the building in which the Space is situated to be such
a grant and if the landlord of the building asserts such a grant to be a
violation of the lease under which GlobalCenter occupies its premises,
GlobalCenter agrees to cooperate with Client in obtaining the approvals Client
may need to obtain from the landlord.
5.2. Material and Changes. Client shall not make any construction changes or
material alterations to the interior or exterior portions of the Space,
including any cabling or power supplies for the Hardware, without obtaining
GlobalCenter's prior written approval for Client to have the work performed.
Alternatively, Client may request GlobalCenter to perform the work.
GlobalCenter reserves the right to perform and manage any construction or
alterations within the Space areas at rates to be negotiated between the Parties
hereto. Client agrees not to erect any signs or devices to the exterior portion
of the Space without submitting the request to GlobalCenter and obtaining
GlobalCenter's advance written approval.
5.3. Damage. Client agrees to reimburse GlobalCenter for all reasonable repair
or restoration costs associated with damage or destruction caused by Client's
personnel, Client's agents, Client's suppliers/contractors, or Client's visitors
during the term or as a consequence of Client's removal of the Hardware or
property installed in the Space.
5.4. Insurance. Unless otherwise agreed, Client agrees to maintain, at
Client's expense, (i) Comprehensive General Liability Insurance in an amount not
less than One Million Dollars ($1,000,000) per occurrence for bodily injury or
property damage, (ii) Employer's Liability in an amount not less than Five
Hundred Thousand Dollars ($500,000) per occurrence, and (iii) Worker's
Compensation in an amount not less than that prescribed by statutory limits.
Prior to taking occupancy of the Collocation Space, Client shall furnish
GlobalCenter with certificates of insurance which evidence the minimum levels of
insurance set forth herein. Client shall also maintain insurance covering
Hardware or property owned or leased by Client against loss or physical damage.
5.5. Regulations. Client shall comply with and not violate all of
GlobalCenter's safety, health and operational rules and regulations, which may
be amended by GlobalCenter from time to time. Client's failure to comply with
GlobalCenter's rules and regulations shall constitute a material default under
this Agreement. GlobalCenter may, in its sole discretion, limit Client's access
to a reasonable number of authorized Client employees or designees. Client
shall not interfere with any other clients of GlobalCenter, or such other
clients' use of the Space.
5.6. Disclaimer. GlobalCenter does not make any representation or warranty
whatsoever as to the fitness of the Space for Client's use. Client hereby
assumes any and all risks associated with Client, its agents or employees' use
of the Space and shall indemnify, defend and hold harmless GlobalCenter from any
and all claims, liabilities, judgments, causes of action, damages, costs, and
expenses (including reasonable attorneys' and experts' fees), caused by or
arising in connection with such use.
6. SERVICE INTERRUPTIONS
6.1. 99% Uptime Guarantee. In the event of Downtime (as defined below), the
monthly fee payable for the Services shall be reduced as follows:
6.1.1. if the total Downtime in the calendar month is more than seven
and seven and two-tenths (7.2) hours, but does not exceed fourteen and
four-tenths (14.4) hours, the monthly fee for that month shall be reduced
by one-third (33.3%);
6.1.2. if the total Downtime in the calendar month is more than fourteen
and four-tenths (14.4) hours, but does not exceed twenty-one and six
tenths (21.6) hours, the monthly fee for that month shall be reduced by
two-thirds (66.6%); and
6.1.3. If the total Downtime in the calendar month is more than twenty-
one and six-tenths (21.6) hours, the monthly fee for that month shall be
waived.
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[LOGO] MASTER SERVICE AGREEMENT NO. ___
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For the purposes of this Section, Downtime shall mean any interruption of one
(1) minute or more in the availability to users of any Web site residing on the
Hardware and made available through the Services, only if such interruption is
due to either (i) failure by GlobalCenter to manage a server anomaly so as to
avoid interruption in Web availability, or (ii) a disruption in the connection
between any such server and the Internet. For purposes of this Section, the
Internet is deemed to consist of services that commence where GlobalCenter
transmits a Client's content to GlobalCenter's carrier(s) at the GlobalCenter
border router port(s). Such carriers provide GlobalCenter with private and
dedicated bandwidth. GlobalCenter undertakes no obligation for the circuit or
link between GlobalCenter's facilities and such carrier's services. If router
packet loss is excess of seventy percent (70%) and is sustained for sixty (60)
seconds or more, GlobalCenter will classify this an "outage." If an "outage"
continues for a time period of more than two (2) minutes, then such outage will
be deemed Downtime.
6.2. Investigation of Service Interruptions. At Client's request, GlobalCenter
will investigate any report of Downtime, and attempt to remedy any Downtime
expeditiously. GlobalCenter reasonably determines that all facilities, systems
and equipment furnished by GlobalCenter are functioning properly, and that
Downtime arose from some other cause, GlobalCenter reserves the right to recover
labor and materials cost for services actually performed at the usual and
customary rates for similar services provided by GlobalCenter to clients in the
same locality.
6.3. Termination. Client may terminate a Service Order in the event of
Downtime of either twenty-four (24) hours of cumulative time during any
continuous twelve (12) month period, or any continuous Downtime of eight (8)
hours or more.
6.4. Sole Remedy. The terms and conditions of this Section 6 shall Client's
sole remedy and GlobalCenter's sole obligation for any Downtime.
7. USER CONTENT. Client is solely responsible for the content of any
postings, data, or transmissions using the Services ("Content"), or any other
use of the Services by Client or by any person or entity Client permits to
access the Services (a "User"). Client represents and warrants that it and any
User will not use the services for unlawful purposes (including without
limitation infringement of copyright or trademark, misappropriation of trade
secrets, wire fraud, invasion of privacy, pornography, obscenity and libel), or
to interfere with or disrupt other network users, network services or network
equipment. Disruptions include without limitation distribution of unsolicited
advertising or chain letters, repeated harassment of other network users,
wrongly impersonating another such user, falsifying one's network identity for
improper or illegal purposes, sending unsolicited mass e-mailings, propagation
of computer worms and viruses, and using the network to make unauthorized entry
to any other machine accessible via the network. If GlobalCenter has reasonable
grounds to believe that Client or a User is utilizing the Services for any such
illegal or disruptive purpose, GlobalCenter may suspend or terminate Services
immediately upon notice to Client. Client shall defend, indemnify, hold harmless
GlobalCenter from and against all liabilities and costs (including reasonable
attorney's fees) arising from any and all claims by any person arising out of
Client's use of the Services, including without limitation any content.
8. PRICING AND PAYMENT TERMS
8.1. Payment Terms. Client shall pay the fees set forth in the Services Order
Form according to the terms set forth therein. Client agrees to pay a late
charge of two percent (2%) above the prime rate as reported by the Wall Street
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Journal at the time of assessment or the maximum lawful rate, whichever is less,
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for all undisputed amounts not paid within thirty (30) days of receipt of
invoice.
8.2. Late Payments. In the event of non-payment by Client of sums over-due
hereunder for more than sixty (60) days, GlobalCenter may upon written notice to
Client either retain any equipment or other assets of Client then in
GlobalCenter's possession and sell them in partial satisfaction of such unpaid
sums, or request Client to remove equipment from GlobalCenter's premises within
ten (10) days. If Client fails to so remove, GlobalCenter may deliver the
equipment to Client at the latter's address for notices at Client's expense for
shipment and insurance, and Client shall be obligated to accept such delivery.
8.3. Price Increases. GlobalCenter shall not increase the prices for services
during the initial term of any Service Order, but may thereafter change prices
upon sixty (60) days written notice.
9. MAINTENANCE AND SUPPORT. GlobalCenter shall provide Client with
maintenance and support of the Software and Hardware, if any ("Maintenance and
Support") as specified in the Service Specification.
9.1 Exclusions. Maintenance and Support shall not include services for
problems arising out of (a) modification, alteration or addition or attempted
modification, alteration or addition of the Hardware or Software undertaken by
persons other than GlobalCenter or GlobalCenter's authorized representatives; or
(b) programs or hardware supplied by Client.
9.2. Client Duties. Client shall document and promptly report all errors or
malfunctions of the Hardware or Software to GlobalCenter. Client shall take all
steps necessary to carry out procedures for the rectification of errors or
malfunctions within a reasonable time after such procedures have been received
from GlobalCenter. Client shall maintain a current backup copy of all programs
and data. Client shall properly train its personnel in the use and application
of the Hardware and Software.
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[LOGO] MASTER SERVICE AGREEMENT NO. ___
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10. TERM AND TERMINATION
10.1. Term. The term of this Agreement shall commence on the Effective Date
and continue indefinitely terminated in accordance with this Section 10. The
term of each Service Order shall be as indicated therein. The term of any
Service Order may be extended upon mutual agreement.
10.2. Termination Upon Default. Either party may terminate this Agreement in
the event that the other party materially defaults in performing any obligation
under this Agreement and such default continues unremedied for a period of
thirty (30) days following written notice of default. In the event this
Agreement is terminated due to GlobalCenter's breach, GlobalCenter shall refund
to Client any Services fees on a straight line prorated basis.
10.3. Termination Upon Insolvency. This Agreement shall terminate, effective
upon delivery of written notice by a party, (i) upon the institution of
insolvency, receivership or bankruptcy proceedings or any other proceedings for
the settlement of debts of the other party; (ii) upon the making of an
assignment for the benefit of creditors by the other party; or (iii) upon the
dissolution of the other party.
10.4. Effect of Termination. The provisions of Sections 1, 2.3, 3.2, 3.3, 7,
10.4, 11, 12, 13 and 14 shall survive termination of this Agreement. All other
rights and obligations of the parties shall cease upon termination of this
Agreement. The term of any license granted hereunder shall expire upon
expiration or termination of this Agreement
11. CONFIDENTIAL INFORMATION. All information identified disclosed by either
party ("Disclosing Party") to the other party ("Receiving Party"), if disclosed
in writing, labeled as proprietary or confidential, or if disclosed orally,
reduced to writing within thirty (30) days and labeled as proprietary or
confidential ("Confidential Information") shall remain the sole property of
Disclosing Party. Except for the specific rights granted by this Agreement,
Receiving Party shall not use any Confidential Information of Disclosing Party
for its own account. Receiving Party shall use the highest commercially
reasonable degree of care to protect Disclosing Party's Confidential
Information. Receiving Party shall not disclose Confidential Information to any
third party without the express written consent of Disclosing Party (except
solely for Receiving Party's internal business needs, to employees or
consultants who are bound by a written agreement with Receiving Party to
maintain the confidentiality of such Confidential Information in a manner
consistent with this Agreement). Confidential Information shall exclude
information (i) available to the public other than by a breach of this
Agreement; (ii) rightfully received from a third party not in breach of an
obligation of confidentiality; (iii) independently developed by Receiving Party
without access to Confidential Information; (iv) known to Receiving Party at the
time of disclosure; or (v) produced in compliance with applicable law or a court
order, provided Disclosing Party is given reasonable notice of such law or order
and an opportunity to attempt to preclude or limit such production. Subject to
the above, Receiving Party agrees to cease using any and all materials embodying
Confidential Information, and to promptly return such materials to Disclosing
Party upon request.
12. LIMITATION OF LIABILITY. GLOBALCENTER'S LIABILITY FOR ALL CLAIMS ARISING
OUT OF THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT OF FEES PAID BY CLIENT TO
GLOBALCENTER UNDER THIS AGREEMENT. IN NO EVENT SHALL GLOBALCENTER BE LIABLE FOR
ANY LOSS OF DATA, LOSS OF PROFITS, COST OF COVER OR OTHER SPECIAL, INCIDENTAL,
CONSEQUENTIAL OR INDIRECT DAMAGES ARISING FROM OR IN RELATION TO THIS AGREEMENT
OR THE USE OF THE SERVICES, HOWEVER CAUSED AND REGARDLESS OF THEORY OF
LIABILITY. THIS LIMITATION WILL APPLY EVEN IF GLOBALCENTER HAS BEEN ADVISED OR
IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES.
13. DISCLAIMER OF WARRANTIES. GLOBALCENTER SPECIFICALLY DISCLAIMS ALL
WARRANTIES EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-
INFRINGEMENT OF THE SYSTEM OR SERVICES PROVIDED BY GLOBALCENTER HEREUNDER.
14. MISCELLANEOUS
14.1. Independent Contractor. The relationship of GlobalCenter and Client
established by this Agreement is that of independent contractors, and nothing
contained in this Agreement shall be construed to (i) give either party the
power to direct and control the day-to-day activities of the other; (ii)
constitute the parties as partners, joint ventures, co-owners or otherwise as
participants in a joint undertaking; or (iii) allow either party to create or
assume any obligation on behalf of the other party for any purpose whatsoever.
14.2. Notices. Any notice required or permitted hereunder shall be in writing
and shall be given by registered or certified mail addressed to the addresses
first written above. Such notice shall be deemed to be given upon the earlier
of actual receipt or three (3) days after it has been sent, properly addressed
and with postage prepaid. Either party may change its address for notice by
means of notice to the other party given in accordance with this Section.
14.3. Assignment. Client may not assign this Agreement, in whole or in part,
either voluntarily or by operation of law, and any attempt to do so shall be a
material default of this Agreement and shall be void.
14.4. Governing Law. This Agreement shall be interpreted according to the laws
of the State of California without regard to or application of choice-of-law
rules or principles. The parties hereby agree to the exclusive jurisdiction of
the state and federal courts located in Santa Xxxxx County, California.
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14.5. Entire Agreement and Waiver. This Agreement shall constitute the entire
agreement between GlobalCenter and Client with respect to the subject matter
hereof and all prior agreements, representations, and statement with respect to
such subject matter are superseded hereby, including without limitation any non-
disclosure agreement previously executed between the parties. This Agreement
may be changed only by written agreement signed by both GlobalCenter and Client.
No failure of either party to exercise or enforce any of its rights under this
Agreement shall act as a waiver of subsequent breaches; and the waiver of any
breach shall not act as a waiver of subsequent breaches.
14.6. Severability. In the event any provision of this Agreement is held by a
court of other tribunal of competent jurisdiction to be unenforceable, that
provision will be enforced to the maximum extent permissible under applicable
law, and the other provisions of this Agreement will remain in full force and
effect.
14.7. Non-Solicitation. During the term of this agreement and for a period of
one (1) year thereafter, Client shall not solicit, nor attempt to solicit the
services, of any employee or subcontractor of GlobalCenter without the prior
written consent of GlobalCenter.
14.8. Substitution. GlobalCenter may substitute, change or modify the Software
or Hardware at any time, but shall not thereby alter the technical parameters of
the Services.
Frontier GlobalCenter Client
By: _______________________ By: s/Avi Xxxxxxxxx
Title: _______________________ Title: President and CEO
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[LOGO] MASTER SERVICE AGREEMENT NO. ___
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SERVICE SPECIFICATION
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Collocation Service
GlobalCenter will provide a level of service which includes the following
features and options:
General Features:
Maintenance of the Space (including Janitorial Services):
In connection with the Space made available hereunder, GlobalCenter or its
landlord shall perform services that support the overall operation of each Space
at no additional charge to Client. Those services include the following;
* Janitorial Services
* 24 x 7 Access to the Space
* Authorized Security System Access to Raised Floor Collocation Space
* Primary A/C 110 volt Power to the Space
* Backup Power- UPS Systems & Battery Plant (30 - 60 minute survivability
objective)
* Generator Back-up (Sustained backup power)
* HVAC Systems for facility air conditioning
* Fire Control Systems
* Network Monitoring Systems
* Redundant Network Connectivity and Hardware
* 19" Rack Spaces for installation of Hardware
. 10-base-T or 100-base-T switched port with direct high speed Internet
backbone connection.
24x7 NOC support: Will provide proactive site monitoring with ExpressLane
statistics on Client information base; including bandwidth usage, statistics
and network availability reporting, host monitoring and management interface,
access to GlobalCenter incident tracking system to expedite fault resolution and
remote server reboot.
24x7 console access: GlobalCenter facilities in Sunnyvale and Xxxxxxx will
provide systems which allow Clients access to a terminal with a connection to
servers inside the Data Centers.
GlobalCenter Escalation Plan and Procedures: To be provided in the GlobalCenter
Welcome Package 5-10 days after contract signing.
Right-of-Way and Access:
GlobalCenter will allow 24 x 7 access and right-of-way to Client Hardware
located in GlobalCenter facility at no charge. Clients will be escorted at all
times while in the facility. Access to the facilities will not be unreasonably
be withheld by GlobalCenter to Clients for performing appropriate procedures and
maintenance of Hardware, facilities, and systems.
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[LETTERHEAD OF FRONTIER GLOBALCENTER SERVICE ORDER]
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Primary Contact: Avi Xxxxxxxxx Contact Xxxx X. Xxxxxxxxxx
Secondary Contact: Xxxxx Xxxxxxx Address: Frontier GlobalCenter, Inc.
Company: Virtual Communities Inc. 00 Xxxx Xx.
Address: 000 Xxxx 00 Xxxxxx Xxxxx 000
City/St/Zip: New York, New York 10001 Xxx Xxxx, Xxx Xxxx 00000
Phone: 0-000-000-0000 Phone: 000-000-0000
FAX: 000-000-0000 FAX: 000-000-0000
Email: xxx@xxxxxxx.xxx Pager: 000-000-0000
xxxxxx@xxxxxxx.xxx Email: xxxxxxxxxxx@xxxxxxxxxxxx.xxx
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Site Express One Time Installation Fees:
Item # Description Qty. Unit Price Total
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1 Co-location Installation: Additional 3 7'X 19" rack with shared 20 Amps 3 $1000 $3000
dedicated circuit
1.5 racks to begin billing in July 99
1.5 racks to begin billing in September 99
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2 Back-End Connection Installation: By Qoute
Dedicated T1 circuit from Client Address to Frontier GlobalCenter Media Awaiting Info.
Distribution Center. Includes carrier and GlobalCenter installation charges.
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One Time Total $3000
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[LETTERHEAD OF FRONTIER GLOBALCENTER SERVICE ORDER]
Site Express Monthly Recurring Fees:
Item # Description Qty. Unit Price Total
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1 Co-location: 3 Additional - 7' X 19" rack with 20 amps of shared power 3 $1000 $3000
1.5 racks to begin billing in July 99
1.5 racks to begin billing in September 99
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2 Technical Account Manager (TAM) Consulting Time: 2 $ 150 As Required
Pre-contracted time billed at $250 per hour during standard business hours
(8AM-6PM Monday through Friday excluding major holidays). All non-standard
business and non contracted hours billed at $300 per hour.
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Monthly Recurring Total $3000
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TERMS and CONDITIONS:
1. Monthly recurring charges for space, power and professional services
commence upon the date of receipt of equipment by Frontier GlobalCenter
into the space, or 30 days from the execution of this ice Order, whichever
occurs first.
2. Monthly recurring charges for bandwidth commence upon the date of
connection of client equipment to the Frontier GlobalCenter backbone, or 45
days from the execution of this Service Order, whichever occurs first.
3. Cartage fees and off-hours elevator service fees charged by building
management at 111 8/th/ Avenue, NYC for client moves, trash and packing
material disposal will be forwarded to the client for payment, and are the
obligation of the client, not Frontier GlobalCenter.
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95/th/ Percentile Rule
Clients are billed monthly for the bandwidth committed to each month.
Additionally, Frontier GlobalCenter's SNMP bandwidth monitoring samples (takes a
data point reflecting bandwidth utilization at that particular instance) client
Internet connection(s) every 5 minutes and stores those samples for a billing
period of one month.
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[LETTERHEAD OF FRONTIER GLOBALCENTER SERVICE ORDER]
At the end of the month, all the data samples are collected and then sorted from
highest to lowest and the top 5% are discarded. The next highest data sample
will then be referred to as the "95/th/ Percentile" number. This number will
then be used as the basis in computing the additional (burst) bandwidth amount
for that particular month over the committed bandwidth already purchased.
_______________________________________________________________________________
All Service Orders are subject to a GlobalCenter Master Service Agreement. This
Service Order serves as a Purchase Order when signed by authorized
representatives of client and Frontier GlobalCenter. Please send or FAX signed
Service Order to the above Frontier GlobalCenter address. Site Express service
order pricing is valid and may be accepted for 30 days.
For Client:
Accepted by: _________________________________
Printed Name: _________________________________ Title: ___________________
PO #: _________________________________________ Date: ____________________
For Frontier GlobalCenter:
Accepted by: _________________________________ Date: ____________________
Printed Name: _________________________________ Title: ____________________
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