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EXHIBIT 10.14
MCI TELECOMMUNICATIONS
CORPORATION
[MCI LOGO]
▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
MCI SENSIBILL DIRECT REMIT AGREEMENT
This MCI Sensibill Direct Remit Sensibill Agreement ("Sensibill Agreement") is
made this 7th day of January, 1997 between MCI TELECOMMUNICATIONS CORPORATION
("MCI") a Delaware corporation, with offices located at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇.▇., ▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇, and LONG DISTANCE DIRECT, INC. ("Customer"), a(n)
N.Y. corporation, with offices located at Pearl River, N.Y.
WHEREAS, Customer and MCI entered into a Carrier Agreement signed by Customer on
March 14, 1996, and subsequently accepted by MCI on March 26, 1996, as amended
by the First Amendment signed by Customer on September 23, 1996, and
subsequently accepted by MCI on September 27, 1996 (collectively, the
"Agreement").
WHEREAS, Customer and MCI desire to enter into this MCI Sensibill Direct Remit
Agreement as an addendum to the Agreement.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, Customer and MCI agree as follows:
1. WORK STATEMENT
MCI, either internally or through a subcontractor, shall furnish data processing
services such as input/output capability, central processing time, program
storage capability and the use of proprietary programs furnished and/or owned by
MCI or its subcontractor (hereinafter collectively defined as "Computer
Services") in accordance with and subject to the terms and conditions stated in
this Sensibill Agreement and Exhibit A.
2. CHARGES
The charges for Computer Services are set forth in Exhibit A ("Service
Charges"). All Service Charges are exclusive of federal, state and local sales,
use, excise, utility, and gross receipts taxes and other similar tax-like
charges, including tax-related surcharges as provided in MCI's F.C.C. and state
tariffs ("Tax Charges"). Customer agrees to pay all Tax Charges. In the event
that Customer provides MCI with a duly authorized exemption certificate, MCI
agrees to exempt Customer in accordance with law, effective on the date the
exemption certificate is received by MCI.
(a) Customer shall pay MCI for all MCI Service(s) provided during a usage
month within twenty-five (25) days from the last day of the usage month.
If Customer has not received MCI's invoice for the services provided prior
to the date when Customer must pay MCI, Customer shall pay MCI an amount
estimated to be billed for services provided during the prior month
("Estimated Payment"). At the initiation of this Agreement if Customer has
not received MCI's invoice prior to the date when Customer must pay MCI
for services provided during the first month of this Agreement, the
Estimated Payment shall be equal to Customer's estimate of Customer's
prior month's usage. For each month thereafter, the Estimated Payment
shall be equal to the amount of the prior MCI invoice or invoices which
reflect one month's total usage of MCI services received by the Customer.
(b) Within ten (10) days of the date of MCI's invoice, MCI and Customer
shall reconcile the Estimated Payment with the MCI invoice amount for such
month. MCI shall credit any Estimated Payment amount in
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excess of the MCI invoice amount for such month on the next available
invoice. Immediately after reconciliation, Customer shall pay MCI any
amount due resulting from a difference between the MCI invoice amount for
such month and the Estimated Payment.
(c) Customer's failure to pay the invoiced amount in full within said
twenty-five (25) day period may result in the exercise by MCI of MCI's
rights under the security provisions contained in the Agreement
(d) For each month that Customer pays the amount invoiced within said
twenty-five (25) day period described above, Customer shall receive a
discount equal to one percent (1%) of the amount invoiced (less charges
for installation, taxes, tax-related surcharges, any other applicable
surcharges, charges for access and access-related charges, including,
without limitation, access charges in the tariffs) in such month. The
discount shall be applied to Customer's total monthly domestic interstate
usage for MCI Services under this Agreement appearing on the next month's
invoice.
3. CONFIDENTIALITY
"Confidential Information" shall mean information that relates to the
performance of this Sensibill Agreement or that, although not related to such
purpose, is nevertheless disclosed as a result of the discussions by MCI and
Customer in that regard, and that should reasonably have been understood by the
Customer, because of legends or other markings, the circumstances of disclosure
or the nature of the information itself, to be proprietary and confidential to
MCI, an affiliate of the MCI or to a third party. Confidential Information may
be disclosed in written or other tangible form (including on magnetic media) or
by oral, visual or other means.
Customer may use Confidential Information of MCI only for the purposes set forth
in this Sensibill Agreement, and shall protect such Confidential Information
from disclosure to others, using the same degree of care used to protect its own
confidential or proprietary information of like importance, but in any case
using no less than a reasonable degree of care. Customer may disclose
Confidential Information received hereunder to its employees, who have a need to
know, for the purpose of this Sensibill Agreement, and who are bound to protect
the received Confidential Information from unauthorized use and disclosure under
the terms of a written agreement. Confidential Information shall not otherwise
be disclosed to any third party without the prior written consent of the MCI.
The restrictions of this Sensibill Agreement on use and disclosure of
Confidential Information shall not apply to information that:
(a) Was publicly known at the time of MCI's communication thereof to
Customer;
(b) Becomes publicly known through no fault of Customer subsequent to the
time of MCI's communication thereof to Customer;
(c) Was in Customer's possession free of any obligation of confidence at
the time of MCI's communication thereof to Customer;
(d) Is developed by Customer independently of and without reference to any
of MCI's Confidential Information or other information that MCI disclosed
in confidence to any third party;
(e) Is rightfully obtained by Customer from third parties authorized to
make such disclosure without restriction; or
(f) Is identified by MCI as no longer proprietary or confidential.
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In the event Customer is required by law, regulation or court order to disclose
any of MCI's Confidential Information, Customer shall promptly notify MCI in
writing prior to making any such disclosure in order to facilitate MCI seeking a
protective order or other appropriate remedy from the proper authority. Customer
agrees to cooperate with MCI in seeking such order or other remedy. Customer
further agrees that if MCI is not successful in precluding the requesting legal
body from requiring the disclosure of the Confidential Information, Customer
shall furnish only that portion of the Confidential Information which is legally
required and shall exercise all reasonable efforts to obtain reliable assurances
that confidential treatment shall be accorded the Confidential Information.
4. DATA PROTECTION
MCI shall provide physical back-up of data files and shall maintain monthly
back-up master files and monthly transaction data files for three (3) months
after generation of said files. Customer shall be responsible for initiating and
maintaining, external to MCI's system, backup copies of data that is provided by
Customer as input for Computer Services provided by MCI.
5. CUSTOMER'S RESPONSIBILITIES
Unless otherwise specifically agreed, Customer shall acquire, at its expense,
the appropriate personal computers, compatible terminals, modems, data
collection units and/or telephone equipment and telephone lines necessary for
accessing Computer Services system or data collection devices, as necessary. The
costs of installing, operating, maintaining and removing such equipment shall be
borne by Customer.
In the event MCI or its subcontractors installs and/or maintains the equipment,
Customer agrees to promptly provide and permit reasonable access to such
equipment by MCI personnel and to provide the necessary environment for such
equipment.
Customer understands that changes resulting from client requests or changes
resulting from incomplete or inaccurate information, including but not limited
to changes in data supplied, requirements or specifications, such as formats,
reports or data volume, may cause delays and affect the amount of Computer
Services required, the fees, expenses and payments required, and the completion
dates.
6. LIMITED WARRANTY AND LIMITATION OF LIABILITY
(a) MCI shall perform the Services in accordance with the terms and
conditions herein unless:
(i) Events or circumstances beyond the control of MCI or its agents
or subcontractors preclude performance, including, without
limitation, acts of God such as fire, explosion, floods or
earthquakes or failure of power, supply of materials or equipment or
strikes, labor disputes or work stoppages; or
(ii) Customer breaches any material term or condition of this
Sensibill Agreement.
(b) Other than as expressly set forth herein, MCI DISCLAIMS ALL WARRANTIES
OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF
MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE.
(c) THE TOTAL LIABILITY OF MCI, ITS AFFILIATES OR ANY OF THEIR DIRECTORS,
OFFICERS, EMPLOYEES, AGENTS OR SUBCONTRACTORS TO CUSTOMER, FOR OTHER THAN
DAMAGES TO REAL PROPERTY OR TANGIBLE PERSONAL PROPERTY OR CLAIMS FOR
PERSONAL INJURY, SHALL BE LIMITED TO ACTUAL, DIRECT DAMAGES RESULTING FROM
MCI'S GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT AND SHALL NOT EXCEED, IN
THE AGGREGATE, AN AMOUNT EQUAL TO THE TOTAL AMOUNTS PAID BY CUSTOMER TO
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MCI FOR THE SPECIFIC SERVICE FORMING THE BASIS FOR THE CAUSE OF ACTION FOR
THE THREE MONTHS IMMEDIATELY PRECEDING THE ACCRUAL OF SUCH CAUSE OF
ACTION. NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS SECTION, MCI SHALL
NOT BE LIABLE FOR DAMAGES THAT COULD HAVE BEEN AVOIDED BY CUSTOMER'S USE
OF REASONABLE DILIGENCE.
(d) NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS SENSIBILL AGREEMENT TO
THE CONTRARY, IN NO EVENT SHALL MCI, ANY OF ITS AFFILIATES OR ANY OF THEIR
DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR SUBCONTRACTORS BE LIABLE TO
CUSTOMER FOR ANY CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL OR PUNITIVE
DAMAGES, EVEN IF MCI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(e) MCI AND CUSTOMER EXPRESSLY ACKNOWLEDGE AND AGREE THAT LIMITATIONS AND
EXCLUSIONS CONTAINED HEREIN REPRESENT THE PARTIES' AGREEMENT AS TO THE
ALLOCATION OF RISK BETWEEN THE PARTIES IN CONNECTION WITH MCI'S
OBLIGATIONS UNDER THIS SENSIBILL AGREEMENT. THE PAYMENTS PAYABLE TO MCI IN
CONNECTION HEREWITH REFLECT THIS ALLOCATION OF RISK AND THE EXCLUSION OF
CONSEQUENTIAL DAMAGES IN THIS SENSIBILL AGREEMENT.
(f) Customer agrees to indemnify MCI and its affiliates and their
respective employees, officers, directors, agents and subcontractors, and
hold them harmless against any damages and expenses, including reasonable
attorneys' fees, incurred by any of them arising out of Customer's, or its
employees', officers', directors', subcontractor(s)' or agent(s)', acts,
omissions or breach of its obligations hereunder, or its use of the
Computer Services in a manner other than as intended herein.
7. IMPROVEMENTS
Upon 60 days prior written notice, MCI may make reasonable changes in rules of
operation, accessibility periods, Customer's identifications, procedures, type
of terminal equipment, type of system equipment, system programming languages
and location of the computer center or remote access stations serving Customer.
Customizations shall be wholly owned by MCI or MCI's subcontractor.
8. COMPANY AND WORK RULES
MCI, Customer, the parties' subcontractors, and the parties' agents while on the
premises of the other shall comply with all reasonable company rules and
regulations including, where required by government regulations, submission of
satisfactory clearance from the Department of Defense and other federal
authorities concerned.
9. RIGHT OF ACCESS
Customer shall permit reasonable access to Customer's facilities in connection
with work hereunder. No charge shall be made for such visits. It is agreed that
prior notification shall be given when access is required.
10. RELEASES VOID
Customer shall not require waivers or releases of any personal rights from
representatives of the other in connection with visits to the other's premises,
and no such releases or waivers shall be pleaded by Customer or third persons in
any action or proceeding.
11. ASSIGNMENT
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Customer may not assign or otherwise transfer this Sensibill Agreement or any of
Customer's interest herein without the prior and express written consent thereto
by MCI. Any attempted assignment without MCI's prior written consent shall be
void. MCI may assign this Sensibill Agreement to MCI's parent, subsidiary or
affiliate company.
12. PATENT LICENSES
No licenses, express or implied, under any patents are granted to Customer by
MCI hereunder except as provided in the following Paragraphs of Exhibit A:
Paragraph II, Sections A, B, or C, and Paragraph IV, Sections C and I.
13. ARBITRATION
Any dispute arising out of or related to this Sensibill Agreement, which cannot
be resolved by negotiation, shall be settled by binding arbitration in
accordance with the J.A.M.S/ENDISPUTE Arbitration Rules and Procedures
("Endispute Rules"), as amended by this Sensibill Agreement. The costs of
arbitration, including the fees and expenses of the arbitrator, shall be shared
equally by the parties unless the arbitration award provides otherwise. Each
party shall bear the cost of preparing and presenting its case. The parties
agree that this provision and the Arbitrator's authority to grant relief shall
be subject to the United States Arbitration Act, 9 U.S.C. 1-16 et seq. ("USAA"),
the provisions of this Sensibill Agreement, and the ABA-AAA Code of Ethics for
Arbitrators in Commercial Disputes. The parties agree that the arbitrator shall
have no power or authority to make awards or issue orders of any kind except as
expressly permitted by this Sensibill Agreement, and in no event shall the
arbitrator have the authority to make any award that provides for punitive or
exemplary damages. The Arbitrator's decision shall follow the plain meaning of
the relevant documents and shall be final and binding. The award may be
confirmed and enforced in any court of competent jurisdiction. All post-award
proceedings shall be governed by the USAA.
14. APPLICABLE LAW
This Sensibill Agreement, including all matters relating to the validity,
construction, performance and enforcement thereof, shall be governed by the laws
of the State of New York without giving reference to its principles of conflicts
of law.
15. TERM AND TERMINATION
(a) The Service Term shall begin the first day of the month following the
execution of this Sensibill Agreement by both parties ("Effective Date")
and shall continue for a period coterminous with the Service Term
contained in the Agreement.
(b) Notwithstanding the above Section 15(a), in the event MCI's agreement
with MCI's Computer Services subcontractor is terminated for any reason,
MCI may immediately terminate this Sensibill Agreement without any
liability. However, Customer shall have the option of requesting a
Computer Services transition period of three (3) months which shall be
granted by MCI only to the extent that MCI retains the ability to provide
the Computer Services during such transition period.
(c) MCI or Customer may terminate this Sensibill Agreement if the other
party defaults by failing to perform any material obligation herein. In no
event shall either MCI or Customer terminate by reason of any such default
unless written notice detailing such default is given the offending party.
The offending party shall thereafter have thirty (30) days after such
written notice to correct such default. However, in the event of
non-payment by Customer, MCI may immediately terminate the provision of
Computer Services to Customer.
(d) If a party becomes or is declared insolvent or bankrupt, is the
subject of any proceedings relating to its liquidation or insolvency or
for the appointment of a receiver or similar officer for it, makes an
assignment for the benefit of all or substantially all of its creditors,
or enters into an agreement for the composition, extension, or
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readjustment of all or substantially all of its obligations, then the
other party may terminate this Sensibill Agreement as of the date
specified in a written Termination Notice delivered to the party.
16. NOTICE
(a) How Notice Given
Except as otherwise provided under this Sensibill Agreement, all notices,
demands and requests which may be given by any party to the other party
shall be in writing and shall be either:
(i) Delivered in person;
(ii) Mailed, postage prepaid, registered or certified mail, return
receipt requested;
(iii) Placed in the hands of a national overnight delivery service;
or
(iv) Sent by facsimile transmission to the recipient's facsimile
machine, with an extra copy immediately following by first class
mail; and addressed as follows:
IF TO CUSTOMER:
Long Distance Direct Inc.
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Attn: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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1 Blue Hill Plaza
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Pearl River N.Y. 10965
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IF TO MCI:
MCI TELECOMMUNICATIONS CORPORATION
ATTENTION: VICE PRESIDENT, FINANCE
▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇
TELEPHONE: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
WITH A COPY TO:
MCI TELECOMMUNICATIONS CORPORATION
▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
(▇▇▇) ▇▇▇-▇▇▇▇ (PHONE)
(▇▇▇) ▇▇▇-▇▇▇▇ (FACSIMILE)
ATTN: LEGAL DEPARTMENT
If personal delivery is selected as the method of giving notice under this
Section, a receipt for such delivery shall be obtained. The address to which
such notices, demands, requests, elections or other communications are given by
either party may be changed by written notice given by such party to the other
party pursuant to this Section 16.
b. When Notice Effective
Except as otherwise expressly provided herein, all such notices shall be
effective upon receipt if delivered by hand, facsimile, national overnight
delivery service, certified or registered mail and otherwise five (5)
Business Days alter placement in the U.S. Mails.
17. INDEPENDENT CONTRACTOR STATUS
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MCI's and it's subcontractors relationship to Customer in the performance of
this Sensibill Agreement is that of an independent contractor. Nothing contained
in this Sensibill Agreement shall be deemed or construed as creating a
partnership, joint venture or fiduciary relationship between MCI and Customer.
18. COMPLIANCE
Both parties agree to comply with applicable federal, state, county and local
laws, ordinances, regulations and codes in the performance of this Sensibill
Agreement, including the procurement of permits and certificates where needed.
19. INVALID PROVISION
In the event that one or more of the provisions herein shall for any reason be
held to be illegal or unenforceable, this Sensibill Agreement shall be revised
only to the extent necessary to make such provision(s) legal and enforceable;
provided, however, that the Sensibill Agreement as revised is consistent with
the parties original intent.
20. WAIVER
No waiver of any of the provisions of this Sensibill Agreement shall be binding
unless it is in writing and signed by both parties. The failure of either party
to insist on the strict enforcement of any provision of this Sensibill Agreement
shall not constitute a waiver of any provision and all terms shall remain in
full force and effect.
21. SURVIVAL OF RIGHTS AND OBLIGATIONS
All terms herein which by their nature are intended to survive the expiration or
termination of this Sensibill Agreement shall survive the expiration or
termination of this Sensibill Agreement.
22. SECTION AND PARAGRAPH HEADINGS
Section and paragraph headings used throughout this Sensibill Agreement are for
reference and convenience and in no way define, limit or describe the scope or
intent of this Sensibill Agreement or affect its provisions.
23. ENTIRE AGREEMENT
This Agreement supersedes and replaces all prior and contemporaneous agreements,
understandings and representations, whether oral or written, between the parties
and relating to the subject matter hereof, and together with the exhibits
attached hereto, and the applicable tariffs, constitutes the entire
understanding of the parties with respect to the subject matter of this
Sensibill Agreement. This Sensibill Agreement may not be modified, changed,
altered, or amended except by an express written agreement signed by duly
authorized representatives of the parties hereto.
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24. PRESS RELEASE
Neither party shall issue a news release, public announcement, advertisement, or
other form of publicity concerning the existence of this Sensibill Agreement or
the supplies or services to be provided under this Sensibill Agreement without
obtaining prior written approval from the other party.
MCI TELECOMMUNICATIONS CORPORATION CUSTOMER
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ By: /s/
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Title: Ex. Director/Controller Finance Title: X
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Date: 1/21/97 Date: 1/7/97
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EXHIBIT A
MCI SENSIBILL SERVICES AND PRICING:
All three tiers of the pricing structure for MCI SensiBILL as set forth below
include a one-time installation charge, a monthly account management charge, and
volume based rating charges per CDR (Call Detail Record). The charges contained
in this Exhibit A are for direct remit invoicing and rating for LEC Billing. All
installation fees are due prior to the first day of implementation
(implementation shall not begin until after installation fees have been paid).
The initial implementation period shall be 90 days from the mutually agreed upon
implementation start date. Monthly invoices fees begin with the first full month
invoice cycle.
All three monthly tier levels set forth in Paragraphs II.A., II.B., and II.C.
below include the following services for one of the Databases listed below:
a. Customer Supplied Database:
- 10 files per month or two cycles per month
- 6 uploads (rate or database)
- One Invoice Viewing System (IVS) License
- One CD ROM (600 Meg of data per billing cycle. Charges for
excess Meg of data shall be assessed pursuant to Section
IV.C.2 below).
- On-Line System Access (includes one user ID and one client
license)
- System and Tax Maintenance
- Payment and Adjustment Processing
- Project Management
- Rated CDR files
b. CUBES Database
- 10 files per month or two cycles per month
- Five Copies of Customer Software
- One Concurrent System License
- One IVS License
- System and Tax Maintenance
- Payment and Adjustment Processing
- Project Management
- One CD ROM (600 Meg of data per billing cycle. Charges for
excess Meg of data shall be assessed pursuant to Section
IV.C.2 below).
- Rated CDR files
I. PROFESSIONAL SERVICES FOR THE SOFTWARE DEVELOPMENT
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Senior Management $ 100.00 per hour
Analysts $ 85.00 per hour
II. MONTHLY CHARGES FOR SERVICE PROVIDED TO MCI's SENSIBILL CUSTOMERS
The following Service Charges are for the Computer Services of this
Sensibill Agreement:
A. TIER 1/DIRECT REMIT INVOICING. Customer's who commit to the Five Hundred
Thousand to Three Million CDR level per month shall receive the following
rates:
1. Set up charges:
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Installation $7,500.00
Customization (For rates see Section I
immediately above)
2. Monthly Invoicing Fees.
Account Fee $4,000.00/per client
Monthly Invoice Fees $0.45/invoice
Enhanced Finishing Fee (Activities which $.05/invoice
MCI has undertaken to decrease the size
and weight of an invoice so that it can
be mailed with a lower postage rate. e.g.:
reduction in white space)
Imprints: Black and White $.05/imprint
Color $.06/imprint
3. Invoice Reprint Fees $.70/invoice
Imprints - Black and White $.05/imprint
Color $.06/imprint
4. Monthly Processing Fees:
NUMBER OF CALL RECORDS MONTHLY CHARGE PER CALL RECORD
0 - 999,999 $.0083
1,000,000 - 1,999,999 $.0075
2,000,000 - 4,999,999 $.0070
5,000,000 - 7,499,999 $.0065
7,500,000 - and above $.0060
Unanswered calls (which shall not be counted in the CDR volume), are priced at
one half (1/2) of the lowest rate being applied each month.
B. TIER 2/DIRECT REMIT INVOICING. Customer's who commit to the Three Million
to Ten Million CDR level per month shall receive the following rates:
1. Set up charges:
Installation $10,000.00
Customization (For rates see Section I
above)
2. Monthly Invoicing Fees.
Account Fee $4,500.00/per client
Monthly Invoice Fees $0.40/invoice
Enhanced Finishing Fee (Activities which $.05/invoice
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MCI has undertaken to decrease the size
and weight of an invoice so that it can be mailed with
a lower postage rate. e.g.: reduction in white space)
Imprints: Black and White $.05/imprint
Color $.06/imprint
3. Invoice Reprint Fees $.70/invoice
Imprints - Black and White $.05/imprint
Color $.06/imprint
4. Monthly Processing Fees:
NUMBER OF CALL RECORDS MONTHLY CHARGE PER CALL RECORD
0 - 1,999,999 $.0083
2,000,000 - 4,999,999 $.0070
5,000,000 - 7,499,999 $.0065
7,500,000 - 9,999,999 $.0060
10,000,000 - 14,999,999 $.0057
15,000,000 - and above $.0055
Unanswered calls (which shall not be counted in the CDR volume), are priced at
one half (1/2) of the lowest rate being applied each month.
C. TIER 3/DIRECT REMIT INVOICING. Customer's who commit to the Ten Million
and above CDR level per month shall receive the following rates:
1. Set up charges:
Installation $15,000.00
Customization (For rates see Section I
above)
2. Monthly Invoicing Fees.
Account Fee $7,500.00/per client
Monthly Invoice Fees $0.38/invoice
Enhanced Finishing Fee (Activities which $.05/invoice
MCI has undertaken to decrease the size
and weight of an invoice so that it can
be mailed with a lower postage rate. e.g.:
reduction in white space)
Imprints: Black and White $.05/imprint
Color $.06/imprint
3. Invoice Reprint Fees $.70/invoice
Imprints - Black and White $.05/imprint
Color $.06/imprint
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4. Monthly Processing Fees:
NUMBER OF CALL RECORDS MONTHLY CHARGE PER CALL RECORD
0 - 4,999,999 $.0083
5,000,000 - 7,499,999 $.0065
7,500,000 - 14,499,999 $.0057
15,000,000 - 24,999,999 $.0055
25,000,000 - 49,999,999 $.0053
50,000,000- and above $.0050
Unanswered calls (which shall not be counted in the CDR volume), are priced at
one half (1/2) of the lowest rate being applied each month.
D. LEC Invoicing - For Customers who elect to do both direct billing and LEC
invoicing through MCI's SensiBill, the Monthly Base Fee in Sections II.A.,
II.B., or II.C. above shall apply in addition to charges set forth in this
Section II.D. For those Customers who only require rating and file preparation
for LEC invoicing through MCI's SensiBill, the Monthly Account Fee shall be
reduced to one half of the Monthly Account Fee of the applicable Section II.A.,
II.B., or II.C above. The following LEC invoicing charges shall also apply:
- Set-up fee per LEC or Clearing House: $2,500.00
- LEC Billing File $650.00 per transmission
- LEC Billing Call Record Processing $.001 per transaction (in addition
to the normal CDR charges)
III. DATA BASE MAINTENANCE CHARGES
The following are Customer supplied Data Base load and update options.
Customers shall be billed only for those loads which exceed the allowance
included in the base monthly fees set forth in Sections II.A., II.B., or
II.C. above for individual Customers. These charges apply each time
Customers are added or any updates are made to the data bases.
A. MECHANIZED DATA BASE LOAD $ 290.00/PER UPDATE
B. NON-MECHANIZED DATA BASE LOAD $0.50/TRANSACTION
(MCI PERFORMS DATA ENTRY)
IV. CHARGES FOR OPTIONAL SERVICES
A. Monthly Report/Data File Fees $ 115.00/file or report
(Charged only alter maximum number of files as defined in Sections
II.A., II.B., or II.C. above are utilized).
1. Available Files:
- Accounts Receivable
- Aged Accounts
- Tax Obligation
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- Revenue Summary
- Invoice Element
2. Consolidation of all five (5) files $475.00/one time set-up
listed in IV.A. 1 above $50.00/file or report
B. Data Communications
All costs associated with communication links such as ports, T-1's, 56KB, frame
relay, etc., which must be provided by MCI, shall be passed through to Customer
plus labor costs. Labor includes requests for service, modification, and
development outside of the standard implementation fee. MCI shall get approval
from Customer if labor for each instance where it is used is required is to
exceed more than five (5) hours.
C. Invoice Viewing System (For licenses provided in addition to the license
included in Sections II.A., II.B., or II.C. above)
3. Per Seat License $500.00/per year/per seat (a seat is one operator)
with a maximum of 13 per year.
2. CD data per month $1/per megabyte (in excess of the 600 Meg
provided in the base fee set forth in Sections
II.A., II.B., or II.C. above).
D. Early Match Processing - This procedure is used in order to confirm
appropriate database maintenance has been applied. After a database update has
been processed, Customer may request a database match procedure to be processed,
matching call detail to the newly updated database. The Customer may identify
whether: recycled calls from the prior month are the source of the match, newly
edited calls not yet processed in a billing cycle are the source of the match,
or both are the source of the match.
1. Setup (One time fee) $475.00
2. Per run $150.00
3. CDR $.001/per CDR
E. Media fees.
1. Tape fees $30.00/tape
2. Cartridge fees $27.00/cartridge
3. CD $30.00/CD
4. Diskette $10.00/diskette
F. Postage Deposit To be determined for each Customer by both parties.
G. Invoice Related Fees
1. Inserts $ .01/insert
2. Envelopes Billed at cost + 5%
3. Paper Billed at cost + 5%
H. Cycle Billing Processing - This module provides for the entire billing
processes to be completed more
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frequently than once a month. All monthly services are provided per cycle. The
customer base is divided into subsets of accounts. Each subset is billed monthly
on an agreed schedule. Calls which are identified as off-cycle (bypassed calls)
shall be reintroduced into the next billing processing cycle. Database and rate
updates, payment collection, and call detail collection are cut off on
predetermined days of the month for ▇▇▇▇ processing. No cross-cycle reporting is
provided. Customer may elect to include two billing cycles as part of the base
monthly fee under either Section II.A., II.B., or II.C. above.
1. Per Additional Cycle $ 2,500.00
2. Bypassed CDR Rate $ .01/per CDR
I. CUBESTM Pricing
- Each concurrent license (after first) $450.00/each/per month
- Storage Per GIG $90.00/per gig/per month
J. Training after Initial implementation to be provided at an MCI's
designated site $700.00/per day
The following shall be included, for a maximum of 8 people, in the fee set forth
above: an instructor, documentation, training materials, and lunch.
K. Additional Invoice Formats (Beyond the first $2,500.00/format
three formats implemented by MCI)
L. Additional CDR Input Formats (beyond MC Carrier Network Services outbound
and 800, and MCI Connections Card). Charges for all CDR formats in excess
of these three formats shall be determined by both parties.
M. Group Set-Up for Affinity/Reseller (with or $950.00/one time
without logo) charge per Customer
This option is available for those customers who wish to divide their customer
base into two or more groups.
M. Creation of Custom Logo (After initial implementation) $950.00/logo
V. BILLING ADDRESSES
Billing Address: ________________________________
________________________________
________________________________
Customer Point of Contact: ________________________________
Phone: ________________________________
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