Exhibit 10.22
SIXTH AMENDMENT TO
MASTER SERVICES AGREEMENT
Confidential Treatment. The portions of this exhibit that have been replaced
with "[*****]" have been filed separately with the Securities and Exchange
Commission and are the subject of an application for confidential treatment.
This Sixth Amendment ("Sixth Amendment") is effective as of the _____
day of January, 2001 ("Sixth Amendment Effective Date") and amends and
supplements that certain Master Services Agreement, as amended (the "Agreement")
dated as of December, 1999, by and between VALOR TELECOMMUNICATIONS ENTERPRISES,
LLC (as successor to Valor Telecommunications Southwest, LLC, successor to dba
Communications LLC) ("Client") and ALLTEL INFORMATION SERVICES, INC. ("ALLTEL").
W I T N E S S E T H:
WHEREAS, Client desires to obtain additional services from ALLTEL and
ALLTEL is wiling to provide such services pursuant to the terms and conditions
contained herein;
NOW, THEREFORE, in consideration of the mutual promises and covenants
herein, the parties agree as follows:
1. The following new Section 7 shall be added to Exhibit A to the
Agreement:
"7. CD-ROM BILLING SERVICES. ALLTEL shall provide certain business
customers of Client (as set forth in Section 7.2 hereof) with
the ability to receive bills in both a printed format and
CD-ROM (as described in Section 7.1 hereof).
7.1 DESCRIPTION OF CD-ROM BILLING SERVICES.
(a) ALLTEL will take data from the xxxx image
(current paper xxxx print) and write that
data to a file after each xxxx cycle. The
data will then be burned onto a CD-ROM in a
format that will allow for viewing with
Microsoft Word, Microsoft Excel, and/or
Microsoft Access. ALLTEL will not be
responsible for providing software necessary
for the end-user to read or manipulate the
file. The file format will be
comma-delimited and will be accessible by
software packages that can open and
manipulate comma-delimited files. ALLTEL
will work with a Client representative to
explain how the file can be read, so in turn
Client can respond to any customer questions
regarding the reading of the CD-ROM.
(b) The CD-ROM format will only consolidate or
disperse billing accounts to the degree in
which such accounts are consolidated and
dispersed through the account setup in CAMS.
The exit criteria for completing the
development work on the CD-ROM is the
ability for Client's customers to receive a
copy of their xxxx on a CD-ROM in the
comma-delimited file format including the
accuracy and completeness of the data
elements currently received on their paper
xxxx. Changes within the CD-ROM will be
reflected only upon completion of updates
within CAMS. If requests are made to access
or produce the CD-ROM xxxx from previous
months, the xxxx
data will be presented as it was on the
initial paper or CD-ROM xxxx. Changes made
subsequent to the completion of a xxxx cycle
will not be taken into consideration for the
purpose of xxxx presentation on either the
paper of CD-ROM version of the of the xxxx.
Conversely, changes made in CAMS with
respect to billed numbers, accounts and
hierarchies will be reflected on the CD-ROM.
(c) ALLTEL will mail the CD-ROM to the same
destination that is set up within CAMS for
the delivery of the customer's paper xxxx.
(d) ALLTEL will continue to produce paper bills
for all of Client's customers. including
those that have opted for the CD-ROM billing
format, until Customer notifies ALL TEL in
writing that a specific Client customer's
paper xxxx should be suppressed.
7.2 CUSTOMERS TO WHICH CD-ROM BILLING SERVICES WILL BE
PROVIDED. Client shall work with its current customer
base to ensure that corporate hierarchies are set up
correctly. After the hierarchies are set up. Client
will notify ALLTEL in writing to begin sending the
CD-ROM to the selected customers. Initially, CD-ROM
will be produced for the following Client business
customers:
City of Texarkana
South Plains College
East Texas Medical
Lone Star Steel
US Post Office
Permian Hospital
Client will communicate to ALL TEL in writing the
request for additional customers to receive their
bills on CD-ROM. Client will communicate the software
requirements to all CD-ROM customers."
2. The following new Section 2.7 shall be added to Exhibit E to the
Agreement:
"2.7 FEES FOR CD-ROM BILLING SERVICES. Client shall pay to
ALL TEL the following Service Fees for the CD-ROM
Billing Services described in Section 7 of Exhibit
A:.
Implementation Fee $[*****]
Monthly Service Fees $[*****] per CD-ROM per month."
3. All capitalized terms not otherwise defined in this Sixth Amendment
shall have the same meaning set forth in the Agreement.
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4. Except as herein expressly amended, the Agreement as previously amended
is ratified, confirmed and remains in full force and effect.
5. All references to the Agreement shall mean as such Agreement is amended
hereby and as may in the future be amended, restated, supplemented or
modified from time to time.
6. This Sixth Amendment may be executed by the parties hereto individually
or in combination, in one or more counterparts, each of which shall be
an original and all of which shall constitute one and the same
agreement.
IN WITNESS WHEREOF, the parties have executed this Sixth Amendment as
of the Sixth Amendment Effective Date by their duly authorized representatives.
ALLTEL INFORMATION SERVICES, INC. VALOR TELECOMMUNICATIONS ENTERPRISES, LLC
By: /s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx
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Name: Xxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx
Title: President - AIS Telcom Title: Senior VP - Sales & Marketing
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