EXHIBIT 10(I)
No. BSG9908-210R2
Date: September 17, 1999
Page 1 of 4
[LOGO] Custom Service Agreement ("Agreement")
Customer Name: Greenland Corporation
Address: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇ ▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
--------------------------------------------------------------------------------
Sprint Communications Company L.P. ("Sprint"), a limited partnership, offers to
provide the Services in Section 2 under the terms and conditions in this
Agreement. This Agreement and any information concerning its terms and
conditions are Sprint's proprietary information and are governed by the parties'
nondisclosure agreement. The parties' nondisclosure agreement term is extended
to be coterminous with the Agreement Term. Customer agrees not to disclose this
Agreement or any information in this Agreement to any third party.
1) TERM - The Term is 27 months, including a 3 month Ramp Up Period.
2) NETWORK SERVICES - Domestic Sprint Enhanced Frame Relay.
3) MINIMUM SERVICE COMMITMENT ("MSC") - Customer's Minimum Annual
Commitment ("MAC") is $300,000. Customer may increase its MAC to the
$480,000 or $660,000 level by providing at least 30 days' written notice
to Sprint before the requested increase. Customer will receive the rates
or Discounts associated with the new MAC and the new MAC will be
effective on the first day of the second billing month after the notice
period expires. Customer may not decrease its MAC. If Customer's
increased MAC occurs after the start of a Contract Year, Customer's MAC
for the affected Contract Year will be prorated based on the number of
months at each MAC level.
MSC CONTRIBUTORY SERVICES - Domestic Sprint Enhanced Frame Relay.
4) QUALIFICATIONS - On the Commencement Date Customer must:
a) be a new Sprint customer.
5) CONDITIONS - During each billing month Customer must meet the following
Conditions:
a) Customer will have at least 1 Sprint-provided local access line for
Sprint Services in NPA-NXX 505-877 or successor NPA-NXX, NPA-NXX
305-228 or successor NPA-NXX, and NPA-NXX 412-390 or successor NPA-NXX.
b) Customer will have at least 150 Domestic Sprint Enhanced Frame Relay
Service ports.
c) Sprint must be Customer's Exclusive Interexchange Carrier.
d) Customer will award Sprint 100% of its access Service facilities.
6) ADDITIONAL PROVISIONS -
a) Any time after the 15th billing month of the Term, Customer may, with
90 days' written notice to Sprint, convert all pricing for all Network
Services under this Agreement to standard tariff rates and Discounts,
including any available promotions. After the effective date of
Customer's notice, standard tariff pricing will become effective on the
next billing month's first day.
7) SERVICES CHARGES -
a) Sprint will charge Customer a fixed monthly recurring charge
("MRC") in the applicable amount from the table below each Domestic
Sprint Enhanced Frame Relay Service port installed or in service during
the Term. Customer is not eligible for standard Tariff Term/Volume
Discounts.
MAC
-----
$300,000 $ 480,000 $660,000
---------- ----------- ----------
Port Bandwidth MRC per Port MRC Per Port MRC Per Port
---------------- -------------- -------------- --------------
56/64 Kbps $137 $122 $105
112/128 Kbps $268 $254 $236
168/192 Kbps $315 $299 $278
SPRINT PROPRIETARY INFORMATION
Page 2 of 4
-----------------------------------------------------------------------
224/256 Kbps $359 $341 $317
280/320 Kbps $421 $400 $371
336/384 Kbps $498 $473 $439
392/448 Kbps $542 $515 $478
448/512 Kbps $598 $568 $527
504/576 Kbps $651 $618 $574
560/640 Kbps $684 $649 $603
616/704 Kbps $705 $669 $621
672/768 Kbps $737 $700 $650
784/896 Kbps $864 $820 $761
896/1,024 KBPS $938 $890 $826
1,120/1,280 Kbps $1,079 $1,024 $951
1,344/1,536 Kbps $1,125 $1,090 $1,010
3 Mbps - 2xT1 $2,899 $2,860 $2,783
6 Mbps - 4xT1 $4,281 $4,154 $3,834
9 Mbps - 6xT1 $5,636 $5,462 $5,029
12 Mbps - 8xTl $6,880 $6,665 $6,128
45 Mbps - DS3 $7,718 $7,473 $6,860
b) Sprint will charge Customer a fixed monthly recurring charge
("MRC") in the applicable amount from the table below for each Domestic
Sprint Enhanced Frame Relay Service for LAN PVC installed or in service
during the Term. Customer is not eligible for standard Tariff Term/Volume
Discounts.
MAC
-----
$300,000 $480,000 $660,000
---------- ---------- -----------
PVC CIR MRC per PVC MRC per PVC MRC per PVC
--------- ------------- ------------- -------------
0 KBPS $12 $11 $10
c) Sprint will charge Customer a $107 fixed monthly recurring charge
for its Sprint-provided, Domestic Sprint Enhanced Frame Relay Service DAL
local access lines (not including ACF and COC monthly recurring charges)
at Customer's initial 44 Domestic sites at the NPA-NXXs listed in
Attachment A (incorporated into this Agreement). For all other Domestic
DAL sites, Sprint will charge Customer a $107 fixed monthly recurring
charge for its Sprint-provided, Domestic Sprint Enhanced Frame Relay
Service DAL local access lines (not including ACF and COC monthly
recurring charges) unless the site is greater than 20 miles from a Sprint
POP. If the site is greater than 20 miles from a Sprint POP and does not
qualify for the Discount in 7) d) below, Sprint will charge Customer
access charges under Sprint FCC Tariff No. 8.
d) Except as provided in Section 7) c) above, Customer will receive a
35% Discount, in lieu of all other discounts, on the monthly recurring
charge for its Sprint-provided, Domestic Sprint Enhanced Frame Relay DAL
local access lines (not including ACF, COC and other access related
charges) installed or in service for a minimum of 2 years during the Term.
e) Sprint will charge Customer a fixed monthly recurring charge
("MRC") in the applicable amount from the table below its
Sprint-provided, Domestic Sprint Enhanced Frame Relay T-1 local access
lines (excluding ACF and COC charges) at the following NPA-NXXs:
NPA-NXX MRC
--------- -----
(or successor NPA-NXX)
------------------------
760-414 $350
972-245 $200
Page 3 of 4
f) Sprint will waive 100% of the monthly recurring ACF charges and
100% of the monthly recurring COC charges on Sprint - provided, Domestic
Sprint Enhanced Frame Relay Service DAL, T-1 and T-3 local access lines
installed or in service during the Term.
g) Sprint will waive the following installation charges:
i) T-1 local access line installation charges (including
non-recurring COC and ACF charges) on Sprint-provided, Domestic
Sprint Enhanced Frame Relay Service T-1 local access lines
installed during the Term.
ii) T-3 local access line installation charges (including
non-recurring COC and ACF charges) on Sprint-provided, Domestic
Sprint Enhanced Frame Relay Service T-3 local access lines
installed during the Tem.
iii) DAL local access line installation charges (including
non-recurring COC and ACF charges) on Domestic Sprint Enhanced
Frame Relay Service DAL local access lines installed during the
Term.
iv) Domestic Sprint Enhanced Frame Relay Service port installation
(non-recurring) charges on ports installed during the Term.
v) Domestic Sprint Enhanced Frame Relay Service for LAN PVC
installation (non-recurring) charges on PVCs installed during the
Term.
Customer will use local access lines, ports, and PVCs installed
under this subsection for 30 continuous months. If Customer disconnects
any local access line, port, or PVC receiving an installation waiver
before the end of 30 months, Customer will pay Sprint a prorated portion
of the waived installation charges based on the number of remaining
months.
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]
Page 4 of 4
===============================================================================
STANDARD PROVISIONS
1. TARIFF APPLICABILITY. All terms and conditions in Sprint FCC Tariff
No. 12 apply to this Agreement. Capitalized terms are defined in this
Agreement or in Sprint FCC Tariff No. 12. This Agreement's rates, charges
and Discounts supersede any promotions or discounts that arc available
under Sprint's tariffs. Rates, charges and Discounts for call types,
Service elements, features, and Services not in this Agreement are in the
applicable Sprint Base Service Tariff or public price list.
2. FIXED Rates. Fixed rates will remain fixed for the Term. Percentage
Discounts will remained fixed for the Term, but Sprint may modify the
underlying tariff rate (or list price for non-tariffed Services) against
which Sprint applies Discounts.
3. TARIFF WITHDRAWAL. If Sprint withdraws any tariff that applies to
Services in this Agreement, the tariff terms and conditions then in
effect will continue to apply to this Agreement. After Sprint withdraws
any applicable tariff, this Agreement will control over any inconsistent
provision in the withdrawn tariff. But Sprint may modify any tariff rate
or list price that is not fixed by this Agreement.
4. CREDIT APPROVAL. Customer is subject to credit approval and may be required
to submit a deposit.
5. REGULATORY PROGRAMS. Sprint may impose additional charges on Customer
to recover amounts Sprint is required by regulatory or other governmental
authorities to collect on behalf of or pay to others in support of
statutory or regulatory programs. Examples of these programs include, but
are not limited to, the Universal Service Fund, the Presubscribed
Interexchange Carrier Charge, and compensation to payphone service
providers for use of their payphones to access Sprint's service.
6. NOTICE. Any notice required under this Agreement or related to a
dispute must be submitted in writing to the appropriate party's address
shown below. If a notice relates to a dispute, Customer must provide a
copy to Sprint at ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇,
Attention: Law Department/Marketing and Sales.
7. RELIANCE. In accepting this Agreement Customer is not relying on any
representations or promises not included in this Agreement. When signed
by the parties this Agreement, including the standard terms and
conditions for applicable Sprint Services (incorporated by this
reference), will: (a) constitute the parties' entire understanding
regarding Services; and (b) supersede all agreements or discussions,
oral or written, regarding Services.
8. DOMESTIC DEFINITION. The term "Domestic" means the ▇▇ ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ and the District of Columbia for: Sprint
Frame Relay Products and Services; Sprint Enhanced Frame Relay Products
and Services; Sprint IP Services; Sprint Managed Network Products and
Services; Sprint X.25 Products and Services; and Sprint ATM Services.
Otherwise, "Domestic" and other geographic terms are defined in the
applicable Sprint tariffs.
9. HEADINGS. Headings are for reference only and have no effect on any
provision's meaning.
10. COMMENCEMENT. To become effective this Agreement must be:
(a) signed by a Customer representative; (b) delivered to Sprint on or
before October 31, 1999; and (c) signed by a Sprint officer or
authorized designee. The Commencement Date will be the first day of the
first billing month after the parties sign this Agreement.
11. AMENDMENTS. Customer and Sprint may modify this Agreement only by
written amendment signed by both parties' officers, or authorized
designees. Alterations to this Agreement will not be valid unless
accepted in writing by a Sprint officer or authorized designee.
===============================================================================
GREENLAND CORPORATION
By: [ILLEGIBLE]
-----------------------------------
Name: [ILLEGIBLE]
---------------------------------
Title: Secretary
--------------------------------
Date: 9-30-99
--------------------------------
Address:1935 ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇
------------------------------
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
------------------------------
SPRINT COMMUNICATIONS COMPANY L.P.
By:[ILLEGIBLE]
-----------------------------------
Name: [ILLEGIBLE]
---------------------------------
Title: BRANCH MANAGER
--------------------------------
Date: 9-30-99
---------------------------------
Address: ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇ ▇.▇▇▇.
------------------------------
▇▇ ▇▇ ▇▇▇▇▇
------------------------------
ATTACHMENT A
INITIAL DAL DOMESTIC SPRINT ENHANCED FRAME RELAY SITE NPA-NXXS.
203-366 505-877 909-343
205-733 512-419 914-965
212-349 517-882 915-857
215-425 540-265 972-241
217-351 614-291
228-467 619-582
228-863 623-846
301-942 702-252
305-228 703-750
313-843 704-569
323-293 706-232
330-869 716-235
334-479 773-287
336-841 775-746
404-233 803-788
407-291 804-762
410-254 843-767
410-263 860-523
412-390 901-274
415-292 904-247