0001193125-12-012712 Sample Contracts

CONFIDENTIAL TREATMENT REQUESTED MASTER SERVICES AGREEMENT
Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.
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MASTER SERVICES AGREEMENT BETWEEN EMBARQ MANAGEMENT COMPANY AND SYNACOR, INC.
Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc. • Delaware

This Master Services Agreement No. MSAX063015TPS (as may be amended from time to time, the “Agreement”) dated as of November __, 2006 (“Effective Date”) is between Embarq Management Company, a Delaware corporation (“Embarg”), and Synacor, Inc., a Delaware corporation (“Supplier”).

CONFIDENTIAL TREATMENT REQUESTED AMENDMENT TO CONTRACT ORDER
Confidential Treatment • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc. • Minnesota

This Amendment (“Amendment”) dated as of the 19 day of December, 2007 (the “Amendment Effective Date”) is by and between SYNACOR, INC. (“Synacor”) and Embarq Management Company (“Embarq”) under which the parties hereto mutually agree to modify and amend as follows the Contract Order No. COXX063016TPS dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Contract Order”), which was entered into pursuant to the Master Services Agreement between the parties, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Contract Order or Agreement as the case may be.

CONFIDENTIAL TREATMENT REQUESTED FOURTH AMENDMENT TO CONTRACT ORDER
Confidential Treatment Requested • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Fourth Amendment (this “Amendment”) dated as of the 15 day of April, 2008 (the “Amendment Effective Date”) is by and between SYNACOR, INC. (“Synacor”) and Embarq Management Company (“Embarq”) under which the parties hereto mutually agree to modify and amend as follows the Contract Order No. COXX063016TPS dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Contract Order”), which was entered into pursuant to the Master Services Agreement between the parties, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any capitalized terms used herein but not defined shall have the meanings ascribed to them in the Contract Order or Agreement (as the case may be).

AMENDMENT #11 TO MASTER SERVICES AGREEMENT
Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective February 24, 2010 (“Amendment Effective Date”) is between Synacor, Inc. (“Synacor”) and Embarq Management Company, (“Client”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

CONFIDENTIAL TREATMENT REQUESTED SIXTH AMENDMENT TO CONTRACT ORDER
Confidential Treatment Requested • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) dated as of the 12 day of March, 2009 (the “Amendment Effective Date”) is by and between SYNACOR, INC. (“Synacor”) and Embarq Management Company (“Embarq”) under which the parties hereto mutually agree to modify and amend as follows the Contract Order No. COXX063016TPS dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Contract Order”), which was entered into pursuant to the Master Services Agreement between the parties, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Contract Order or Agreement as the case may be. The Premium Products constitute Services and Deliverables under the Agreement.

AMENDMENT #16 TO SYNACOR MASTER SERVICES AGREEMENT
Synacor Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective October 1, 2011 (“Amendment Effective Date”) is between Synacor, Inc. (“Synacor”) and Embarq Management Company, (“Embarq”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, MSA No. MSAX063015TPS, dated December 4, 2006 including the contract orders, exhibits, schedules and amendments thereto (the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any capitalized terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

CONFIDENTIAL TREATMENT REQUESTED EIGHTH AMENDMENT TO CONTRACT ORDER
Confidential Treatment Requested • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) dated as of the 11th day of August, 2009 (the “Amendment Effective Date”) is by and between SYNACOR, INC. (“Synacor”) and Embarq Management Company (“Embarq”) under which the parties hereto mutually agree to modify and amend as follows the Contract Order No. COXX063016TPS dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Contract Order”), which was entered into pursuant to the Master Services Agreement between the parties, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Contract Order or Agreement as the case may be.

AMENDMENT #14 TO SYNACOR MASTER SERVICES AGREEMENT
Synacor Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective July 25, 2011 (“Amendment Effective Date”) is between Synacor, Inc. (“Synacor”) and Embarq Management Company, (“Embarq”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, MSA No. MSAX063015TPS, dated December 4, 2006 including the contract orders, exhibits, schedules and amendments thereto (the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any capitalized terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

CONFIDENTIAL TREATMENT REQUESTED SEVENTH AMENDMENT TO CONTRACT ORDER
Contract Order • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Seventh Amendment (this “Amendment”) dated as of the 12th day of May, 2009 (the “Amendment Effective Date”) is by and between Synacor, Inc. (“Synacor”) and Embarq Management Company (“Embarq”) under which the parties hereto mutually agree to modify and amend as follows the Contract Order No. COXX063016TPS dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Contract Order”), which was entered into pursuant to the Master Services Agreement between the parties, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any capitalized terms used herein but not defined shall have the meanings ascribed to them in the Contract Order or Agreement (as the case may be).

AMENDMENT #17 TO SYNACOR MASTER SERVICES AGREEMENT
Synacor Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective October 1, 2011 (“Amendment Effective Date”) is between Synacor, Inc. (“Synacor”) and Embarq Management Company, (“Embarq”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, MSA No. MSAX063015TPS, dated December 4, 2006 including the contract orders, exhibits, schedules and amendments thereto (the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any capitalized terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

CONFIDENTIAL TREATMENT REQUESTED AMENDMENT #13 TO MASTER SERVICES AGREEMENT
Confidential Treatment • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective September 22, 2010 (“Amendment Effective Date”) is between Synacor, Inc. (“Synacor”) and Embarq Management Company, (“Embarq”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, MSA No. MSAX063015TPS, dated December 4, 2006 (“Master Services Agreement”) (including the exhibits, schedules and amendments thereto, the “Agreement”) and the Contract Order to Master Services Agreement Between Embarq Management Company and Synacor, Contact Order No. COXX063016TPS (“Contract Order”) (including the exhibits, schedules and amendments thereto). All terms defined herein shall be applicable solely to this Amendment. Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

CONFIDENTIAL TREATMENT REQUESTED AMENDMENT #12 TO MASTER SERVICES AGREEMENT
Confidential Treatment • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective March 5, 2010 (“Amendment Effective Date”) is between Synacor, Inc, (“Synacor”) and Embarq Management Company, (“Embarq”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, MSA No. MSAX063015TPS, dated December 4, 2006 (“Master Services Agreement”) (including the exhibits, schedules and amendments thereto, the “Agreement”) and the Contract Order to Master Services Agreement Between Embarq Management Company and Synacor, Contact Order No. COXX063016TPS (“Contract Order”) (including the exhibits, schedules and amendments thereto). All terms defined herein shall be applicable solely to this Amendment. Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

CONFIDENTIAL TREATMENT REQUESTED SECOND AMENDMENT TO CONTRACT ORDER
Contract Order • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Second Amendment (this “Amendment”) dated as of the 6th day of February, 2008 (the “Amendment Effective Date”) is by and between SYNACOR, INC. (“Synacor”) and Embarq Management Company (“Embarq”) under which the parties hereto mutually agree to modify and amend as follows the Contract Order No. COXX063016TPS dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Contract Order”), which was entered into pursuant to the Master Services Agreement between the parties, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any capitalized terms used herein but not defined shall have the meanings ascribed to them in the Contract Order or Agreement (as the case may be).

CONFIDENTIAL TREATMENT REQUESTED FIFTH AMENDMENT TO CONTRACT ORDER
Confidential Treatment Requested • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) dated as of the 12 day of March, 2009 (the “Amendment Effective Date”) is by and between SYNACOR, INC. (“Synacor”) and Embarq Management Company (“Embarq”) under which the patties hereto mutually agree to modify and amend as follows the Contract Order No. COXX063016TPS dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Contract Order”), which was entered into pursuant to the Master Services Agreement between the parties, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Contract Order or Agreement as the case may be.

CONFIDENTIAL TREATMENT REQUESTED THIRD AMENDMENT TO CONTRACT ORDER
Contract Order • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Third Amendment (this “Amendment”) dated as of the 17th day of December, 2007 (the “Amendment Effective Date”) is by and between SYNACOR, INC. (“Synacor”) and Embarq Management Company (“Embarq”) under which the parties hereto mutually agree to modify and amend as follows the Contract Order No. COXX063016TPS dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Contract Order”), which was entered into pursuant to the Master Services Agreement between the parties, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any capitalized terms used herein but not defined shall have the meanings ascribed to them in the Contract Order or Agreement (as the case may be).

AMENDMENT #15 TO SYNACOR MASTER SERVICES AGREEMENT
Synacor Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective August 31, 2011 (“Amendment Effective Date”) is between Synacor, Inc. (“Synacor”) and Embarq Management Company, (“Embarq”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, MSA No. MSAX063015TPS, dated December 4, 2006 including the contract orders, exhibits, schedules and amendments thereto (the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any capitalized terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

AMENDMENT #9 TO MASTER SERVICES AGREEMENT
Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective January 28, 2010 (“Amendment Effective Date”) is between Synacor, Inc. (“Synacor”) and Embarq Management Company, (“Client”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

AMENDMENT #10 TO MASTER SERVICES AGREEMENT
Master Services Agreement • January 17th, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc.

This Amendment (“Amendment”) effective February 12, 2010 (“Amendment Effective Date”) is between Synacor, Inc. (“Synacor”) and Embarq Management Company, (“Client”) under which the parties hereto mutually agree to modify and amend the Synacor Master Services Agreement, dated December 4, 2006 (including the exhibits, schedules and amendments thereto, the “Agreement”). All terms defined herein shall be applicable solely to this Amendment. Any defined terms used herein, which are defined in the Agreement and not otherwise defined herein, shall have the meanings ascribed to them in the Agreement.

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