US MT BILLED PREMIUM SMS SERVICE ADDENDUM
US
MT BILLED PREMIUM SMS SERVICE ADDENDUM
Addendum
Number: v3.01102005
To
a
Master Services Agreement dated 17th
January
2006 between Mobile Messenger Americas pty ltd and New Motion Inc
| 1 |
Service
type: US MT Billed Premium SMS and Trivia
Application
|
| 2 |
Term
for Service: Minimum
period of 24 months from the Commencement Date (Initial Tenn), continuing
for a twelve
[12] month period with automatic renewals of twelve [12] months (Renewal
Period). Either party may with
ninety [90] days written notice terminate the contract at the end
of the
Initial Term or then current Renewal
Period.
|
| 3 |
Service
Specifications:
|
(a)
Type:
Unique Short code(s). 85960
(b)End-user
Prices
& Short code(s):
[Insert
Unique Short Code and applicable tariff]
|
Short
Code
|
Tariff
|
|
85960
|
$9.99
|
(c)
Network
Operators available: AT&T,
Cingular, T-Mobile and Verizon, Sprint, and Nextel.
(d)
Adult content: No.
See
Exhibit 1, Content Standards.
(e)
Service
Interface: Select
below:
|
Interface
Type
|
|
|
Java
API
|
|
|
SMPP
|
|
|
Redhot
XML
|
|
|
HTTP
|
|
|
MM Supplied
Application
|
X
|
(f)
Throughput:
2
messages/second (g)Latency:
30
seconds
| 4 |
Pricing:
|
(a)
Account setup fee: $1,000
(b)Account
support fee: $500
(c)
Non
premium MT messages: $0.035
per message
(d)Trivia
Application No Charge ( The Txt Trivia Engine is provided at no additional
charge)
| 5 |
Short
code pricing:
|
| 5.1 |
Set
Up Cost: $5000
|
1
| 5.2 |
Monthly
Fee: $1000
|
| 6 |
Initial
Payment:
|
Account
setup fee(s), Carrier short code setup fee(s) and first month's Account support
fee are due upon signature of
this
Addendum.
| 7 |
Premium
SMS Out Payments
|
| 7.1 |
The
amount paid to New Motion by Mobile Messenger will based on the following
M-Qube pricing schedule. The following service charges will be deducted
from the monthly out-payments due:
|
|
Trivia
and Content
|
Management
System Service Charges
Percentage
of Retail Revenue
|
|
Retail
$$
Per
Month
|
|
|
1
- 500,000
|
3%
|
|
501,000
- 1,000,000
|
2%
|
|
1,000,001
- 2,000,000
|
1.5%
|
|
2,000,001
- Above
|
1%
|
The
following % will be calculated on each parcel at each bracket: EG: 750,000
messages sent = 3% of 500,000 + 2% of 250,000.
Retail
Revenue is Retail Tariff: Eg: $0.99 charged to consumer = $0.99 Retail
Revenue.
Base
Rate:
US
Carriers
|
AT&T
Wireless Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
<
$.10
|
6%
|
|
$.10
- .25
|
28%
|
|
$.30
- .95
|
40%
|
|
$.99
+
|
52%
|
|
Alltel
Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
$.10
- .49
|
36%
|
|
$.50
- .99
|
50%
|
|
$1.00-l.99
|
55%
|
|
$2.00
- 3.99
|
58%
|
|
$4.00+
|
61%
|
|
Cingular
Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
<
$.99
|
51%
|
|
$.99
+
|
63%
|
|
Cincinnati
▇▇▇▇ Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
|
Percentage
of Operator Billed Charges Payable
|
|
SMS
Message
in Premium Service
|
to
Customer (on gross)
|
2
|
$.10
- .49
|
36%
|
|
$.50
- .95
|
46%
|
|
$.99
- 1.99
|
53%
|
|
$2.00
- 3.99
|
58%
|
|
$4.00
+
|
61%
|
|
▇▇▇▇▇▇
Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
$.10
+
|
58%
|
|
Nextel/Boost
Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
$.10
-.20
|
16%
|
|
$.25
- .50
|
36%
|
|
$55
- .99
|
44%
|
|
$1.00
- 1.99
|
50%
|
|
$2.00
- 2.99
|
53%
|
|
$3.00
+
|
56%
|
|
Sprint
Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
$0.01
-.24
|
11%
|
|
$.25
- .99
|
40%
|
|
$1.00
- $10.00
|
50%
|
|
T-Mobile
Rate
Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
$.10
+
|
51%
|
There
will be a $.25 charge for all promotional content sent over T-Mobile's network
(e.g. images, ringtones, etc.).
T-Mobile
requires a minimum revenue share of $.50 per download. If this threshold is
not
met based on Customer pricing decision or subscription download packaging,
Customer will be assessed a $.50 pass though fee by T-Mobile and m-Qube revenue
share percentage will apply to retail price.
|
US
Cellular
Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
▇▇▇
|
▇▇▇
|
|
Verizon
Rate Table
|
|
|
Retail
Price Point per Originated or Delivered
SMS
Message
in Premium Service
|
Percentage
of Operator Billed Charges Payable
to
Customer (on gross)
|
|
$.10
- .49
|
36%
|
|
$.50
- .99
|
46%
|
|
$1.00
— 1.99
|
51%
|
|
$2.00
+
|
60%
|
3
| 7.2 |
T-Mobile
Ringtone includes non ringtone
binaries.
|
| 7.3 |
Volumes
specified in each of the tables at Paragraph Error!
Reference source not found. are
references to numbers
of messages sent on that specific Network Operator's US
mobile
network under this Service Addendum in
any given month.
|
| 7.4 |
All
MO messages sent to Short codes will be charged to End-users at their
standard rate. There is no out payment
for these messages.
|
| 7.5 |
Out
payments to the Client shall be paid as
follows:-
|
| (a) |
Mobile
Messenger will notify Client monthly in writing of the out payments
due to
the Client, as calculated in accordance with Paragraph Error!
Reference source not found., based
on reports from Network
Operators;
|
| (b) |
Client
shall invoice Mobile Messenger for the amounts of the out payments
which
are thus notified by Mobile Messenger;
and
|
|
(c)
|
Mobile
Messenger will make payment to the Client of the relevant out payment
amounts, subject to the Terms and Conditions, 14 days after receiving
payment from the relevant Network Operators for the Premium Rate
Messages
in respect of which the out payments are
payable.
|
| 8 |
Additional
Terms and Conditions
|
| 8.1 |
"Permitted
Premium Rate Services" includes the provision of those Premium Rate
Messages described on an Mobile
Messenger Client Care Form submitted by Client and approved by Mobile
Messenger, such approval not to
be unreasonably withheld.
|
| 8.2 |
Client
agrees to abide by all applicable terms and conditions of Network
Operators as notified in writing by
Mobile Messenger from time to time.
|
| 8.3 |
End-users
of Verizon are be charged $0.02 per received MT message (whether
premium
or non-premium), and Client
will notify End-users of this in accordance with Paragraph 3.5(c)
of
Schedule 2, Premium SMS
Terms
and Conditions, of the Master Service
Agreement.
|
| 8.4 |
Monthly
recurring Account Service charge is invoiced on the first of each
month
beginning the first month from
the date of first carrier
activation.
|
| 8.5 |
Mobile
Messenger may add service through additional carriers in its sole
discretion from time to time. Client will be notified of message
rates for
such additional carriers by rate card. However, in its sole discretion,
Mobile Messenger
may require Client to pay the actual set-up fees attributable to
Client's
services which Mobile Messenger
is charged by such additional
carrier(s).
|
| 8.6 |
Each
service order form entered in connection with this Addendum is part
of
this Addendum and is incorporated herein
by reference. In the event of a conflict between this Addendum and
a
service order form, the terms of this Addendum shall
control.
|
| 9 |
Test
code 28444 ($0.30 tariff) Terms and
Conditions
|
| 9.1 |
Upon
Client request, Mobile Messenger will provide Client with a shared
test
code with an associated Keyword.
|
| 9.2 |
Mobile
Messenger will provide Client with one Keyword. Keyword will be chosen
by
Mobile Messenger.
|
| 9.3 |
The
test code will be available to Client until live short code is setup
on at
least one carrier.
|
| 9.4 |
The
tariff on test code 28444 is $0.30. No out payments are made by Mobile
Messenger to Client for traffic
generated on test short code.
|
| 9.5 |
Non-premium
MT messages will be charged in accordance with Paragraph
4.
|
4
| Printed Name and Title | Printed Name and Title |
5
Operators
reserve the right to prohibit any content they deem to be offensive or in
violation of their standards. Adult text content of any sort is not allowed
by
US Operators. This includes use of sexually explicit or implicit terms about
activities, profanities, slang for body parts, states of arousal, or sexual
desires and intent.
Images
prohibition includes anything sexual in nature. "Swimsuit" type images may
be
approved, any nudity, sexual posing
or
implications will be rejected.
Operator
Specific Prohibition Requirements:
Verizon
Wireless -:
Alcoholic
beverage-related (i.e., beer, wine, liquor, etc.)
Tobacco-related
(cigarettes, cigars, pipes, chewing tobacco, etc.)
Guns/weapons-related
(firearms, bullets, etc.)
Illegal
drugs-related (marijuana, cocaine, etc.)
Pornographic-related
(i.e., adult themes, sexual content, etc.)
Crime-related
(i.e., organized crime, notorious characters, etc.)
Violence-related
(i.e. certain games, etc.)
Death-related
(i.e., funeral homes, mortuaries, etc.)
Gambling-related
(i.e., casinos, lotteries, etc.)
Hate-related
(i.e., racist organizations, etc.)
Involves
unauthorized or unapproved use of Verizon Wireless' intellectual property
Involves a copy or parody of current or past Verizon Wireless products or
services
Competitor-related
(i.e., providers of telecommunications services other than Verizon Wireless
or
its Affiliates, providers
of comparison shopping for telecommunications services, etc.) related
(i.e., racist organizations, etc.)
Involves
a copy or parody of current or past Verizon Wireless products or
services
Involves
an implied affiliation, association or endorsement by, or favored status with,
Verizon Wireless.
AT&T
- Harassing, defamatory, libellous, abusive, threatening, obscene, coercive
or
objectionable are not allowed.
Cingular
- Customer is responsible to ensure messages do not constitute Unsuitable
Content. Cingular or its affiliated agent may
review all Customer Content prior to its delivery to its delivery to
Subscribers. Cingular may reject any Customer Content
in its sole discretion.
T-Mobile
-
1. Company
and Third Party Providers will not send any Messages via the T-Mobile Network
that include characters other than those included in the then-current T-Mobile
SMPP character set.
2. Company
and Third Party Providers are responsible for all Content and materials included
in the Services and any and all Messages distributed in connection therewith,
and Company and Third Party. Providers will ensure that all such Content and
materials do not and will not contain any material that:
(a) is
unlawful, obscene, or defamatory or violates any Intellectual Property Rights
or
any other rights
of
any third party;
(b) facilitates
any illegal activity;
(c) contains
any sexually explicit content or images;
(d) is
false,
misleading, or likely to mislead or deceive (including, without limitation,
information relating
to the source or the author of the message); or
(e) promotes
violence, discrimination, or illegal activities.
6