HomeMy WebLinkAboutCity Staff Cell Phones - wireless expenses are charged to the appropriate business unit - object code 64545 city-wideContract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
GOVERNMENT WIRELESS SERVICES AGREEMENT
THIS GOVERNMENT WIRELESS SERVICES AGREEMENT is made between Sprint Solutions, Inc. as contracting agent for the
affiliated Sprint and Nextel entities providing the Products and Services ("Sprint"), and CITY OF EVANSTON, IL (“Customer”).
1. GENERAL.
1.1 Eligibility. The terms and conditions of this Agreement have been customized for federal, state, and local government
entities and agencies. Sprint defines “government entities and agencies” as those entities that receive their primary
funding support through the allocation of appropriated public funds and are entitled to exercise sovereign rights and
privileges. Sprint recognizes that under certain circumstances, non-governmental entities may be permitted to purchase
Products and Services under this Agreement. For non-governmental entities, Sprint may limit the applicability of any
contractual provisions specifically based on governmental rights and privileges.
1.2 Rates and Conditions Website. Customer’s use of Sprint Products or Services is also governed by the applicable
Product and Service annexes attached to this Agreement and posted at http://www.sprint.com/ratesandconditions.
1.3 Order of Precedence. Customer’s solicitation for proposals and Sprint’s response (if any) are incorporated into the
Agreement by this reference. If a conflict exists among provisions within the documents that form the Agreement, the
following order of precedence will apply: (a) this Agreement, including all relevant attachments; (b) posted or referenced
terms; (c) Sprint’s response to Customer’s request for proposal or similar solicitation (if any); and (d) Customer’s
solicitation (if any). Furthermore, specific terms will control over general provisions and negotiated, added, or attached
terms, conditions or pricing will control over standardized, posted or non-negotiated terms, conditions and pricing, to the
extent permitted by law.
1.4 Resale. Customer acknowledges and agrees that this is a retail purchase agreement for use only by Customer and its
other Sprint-authorized end users as set forth in this Agreement. Customer may not resell or lease wireless Products and
Services under this Agreement. Notwithstanding the foregoing, Customer may participate in the Sprint Wireless
Recycling Program.
2. TERM. This Agreement is binding once signed by both parties. The term of the Agreement is twelve (12) months (“Term”),
beginning on the Effective Date. The term may be extended upon the mutual written agreement of both parties for up to two
consecutive 12 month periods.
3. ATTACHMENTS. The following attachments are incorporated into this Agreement by reference:
Attachment A: Wireless Services Term and Volume Discount
Attachment A-1: Nextel National Network Business Plans & Policies
Attachment A-2: Sprint PCS Services Business Plans & Policies
Attachment A-3: PowerSource™ Phones Business Plans & Policies
Attachment B: Wireless Services Product Annex
4. ORDERS AND CHARGES.
4.1 Orders.
A. Rates. During the Term, Customer will pay Sprint the rates and charges for Products or Services as set forth in this
Agreement.
B. Issuance and Acceptance. Only persons authorized by Customer will issue Orders under the Agreement. Sprint
may accept an Order by (1) signing and returning a copy of the Order to Customer; (2) delivering any of the Products
or Services ordered; (3) informing Customer of the commencement of performance; or (4) returning an
acknowledgment of the Order to Customer.
C. Cancellation or Rejection. Customer may cancel an Order at any time before Sprint ships the Order or begins
performance, but Customer must pay any actual costs incurred by Sprint due to Customer’s cancellation. Sprint may
reject or cancel an Order for any reason, including Customer’s negative payment history with Sprint, failure to meet
Sprint’s ongoing credit approval, or limited availability of the Product or Service ordered. Sprint will notify Customer of
rejected or canceled Orders.
D. Customer Purchase Orders. Customer purchase orders are binding only upon acceptance in writing by Sprint. The
terms and conditions in any Customer-issued purchase order accepted by Sprint will have no force or effect other
than to denote quantity, the Products or Services purchased delivery destinations, requested delivery dates and any
other information required by this Agreement.
E. Shipping. Sprint will ship wireless Products to the delivery location specified in Customer’s Order. Risk of loss to the
wireless Products passes to Customer upon the Products’ arrival at the delivery location. Sprint may charge a
shipping fee to Customer based on the number and type of wireless Products and the shipping method used. Title to
the wireless Products will pass to Customer upon Sprint’s receipt of payment in full for the Products.
F. Nonconforming Products. Customer must return nonconforming wireless Products within 30 days of receipt or
Customer will be deemed to have accepted the Products. Customer may reject wireless Products or shipments that
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Date: October 14, 2010
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are visibly damaged or defective. Sprint will pay all reasonable ground transportation freight charges associated with
returns under this Nonconforming Products Section.
G. Returns. New and undamaged wireless Products may be returned to Sprint at Customer’s expense within 30 days
after the date the Product is purchased or as provided under state law. Customer is allowed one discretionary
exchange or return for each new Product purchased; provided that Customer may not use the one discretionary
exchange to change the color of a Product if the Product has been activated. Within 30 days of activation, Customer
must: (A) contact its Sprint Account Representative for return instructions; (B) return the complete, undamaged
Product, including all accessories, hardware, materials and package inserts that came with the wireless Product in
the original Product packaging, with the original proof of purchase to the location provided by Customer’s Sprint
Account Representative or Sprint Sales Support; and (C) if Customer wishes to discontinue Service for the Product,
request that Sprint deactivate Service. Sprint may change the return policy from time to time without notice. Upon
Sprint's receipt of the returned wireless Product, Sprint will credit Customer’s account for a full refund of the original
Product purchase price and activation fee, if any (excluding actual usage charges, and related taxes, fees and
surcharges). If Customer purchased a Product through a Sprint authorized dealer, additional dealer fees may apply.
4.2 Fixed Rates and Percentage Discounts. The rates and discounts identified in the pricing Attachments will remain fixed
for the Term (unless stated otherwise in the applicable Attachment). Rates and discounts not fixed in the pricing
Attachments will be based on the then-current list price at the time of purchase. If pricing in this Agreement is stated only
as a percentage discount off a rate or price appearing in a referenced price list, the percentage discount is fixed for the
Term, but Sprint may modify the underlying rate or list price to which the percentage discount is applied on no less than
one day’s notice.
4.3 Rate Adjustments. Sprint may impose on Customer additional regulatory fees, administrative charges; and charges, fees
or surcharges for the costs Sprint incurs in complying with governmental programs. These fees, charges or surcharges
include, but are not limited to, state and federal Carrier Universal Service Charges (“CUSC”) or Gross Receipts
surcharges. If the Federal Communications Commission (“FCC”) requires that Sprint contribute to the Universal Service
Fund (“USF”) based on interstate revenues derived from services that Sprint in good faith has treated as exempt,
including but not limited to, information services, Sprint will invoice Customer the CUSC for such Services beginning on
the date established by the FCC as the date such Services became subject to USF contributions. The amount of the fees
and charges imposed may vary.
4.4 Taxes.
A. Taxes Not Included. Sprint’s rates and charges for Products and Services do not include taxes. Customer will pay all
taxes, including, but not limited to, sales, use, gross receipts, excise, VAT, property, transaction, or other local, state,
or national taxes or charges imposed on, or based upon, the provision, sale or use of Products or Services. Additional
information on the taxes, fees, charges, and surcharges collected by Sprint is posted on the Rates and Conditions
Website.
B. Withholding Taxes. Notwithstanding any other provision of this Agreement, if a jurisdiction in which Customer
conducts business requires Customer to deduct or withhold separate taxes from any amount due to Sprint, Customer
must notify Sprint in writing. Sprint will then increase the gross amount of Customer’s invoice so that, after
Customer’s deduction or withholding for taxes, the net amount paid to Sprint will not be less than the amount Sprint
would have received without the required deduction or withholding.
C. Tax Exemptions and Exclusions. Sprint will recognize and honor all validly and properly issued and executed tax
exemption certificates delivered by Customer and statutory exemptions and will not bill Customer for any such
exempted taxes. Customer will not be responsible for payment of Sprint’s direct income and employment taxes.
5. BILLING AND PAYMENT.
5.1 Invoicing.
A. Commencement of Invoicing. Sprint may begin invoicing Customer in full for non-recurring and recurring charges
on the date the Products or Services are installed or delivered and made available.
B. Delays. If Sprint cannot install or make available the Product or Service by the delivery date specified in the Order
due to a Customer-caused delay, Sprint may bill Customer as of the delivery date specified in the Order, or if no date
is specified, any time 30 days or more after the Effective Date.
C. Timing. In general, for recurring Services, Sprint bills fixed recurring Service charges in advance and usage-based
charges in arrears.
5.2 Payment Terms. Sprint will invoice Customer, and Customer will pay Sprint, in United States dollars (USD), unless
otherwise mutually agreed in writing by the parties. Payment terms are net 30 days from the date of invoice receipt.
Invoices are deemed to have been received within 5 days of the invoice date. If Customer fails to make payment within 15
days of receiving Sprint’s written notice of nonpayment, Sprint reserves the right to charge a late fee (up to the maximum
allowed by law) or take other action to compel payment of past due amounts, including suspension or termination of
Service, unless prohibited by applicable law. Customer may not offset credits owed to Customer on one account against
payments due on the same or another account without Sprint’s written consent. Sprint’s acceptance of late or partial
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payments is not a waiver of its right to collect the full amount due. Customer’s payment obligations include late charges
and third party collection costs incurred by Sprint, including but not limited to reasonable attorneys’ fees, if Customer fails
to cure its breach of these payment terms. If Customer elects to participate in the Preferred Pay Program, Customer will
remit payment using cash, check, or electronic funds transfer.
5.3 Disputed Charges. If Customer disputes a charge in good faith, Customer may withhold payment of that charge if
Customer (A) makes timely payment of all undisputed charges; and (B) within 30 days of the due date, provides Sprint
with a written explanation of Customer’s reasons for disputing the charge. Customer must cooperate with Sprint to resolve
promptly any disputed charge. If Sprint determines, in good faith, that the disputed charge is valid, Sprint will notify
Customer and, within 5 business days of receiving notice, Customer must pay the charge or invoke the dispute resolution
process in this Agreement. If Sprint determines in good faith, that the disputed charge is invalid, Sprint will credit
Customer for the invalid charge.
5.4 Repayment of Credits or Waived Charges. If, before the end of the Term, Sprint terminates an Order, a Service or the
Agreement due to Customer’s material breach, or Customer terminates a Service or the Agreement (unless due to
Sprint’s material breach), Customer will repay Sprint a pro rata portion of any credits issued or charges waived, based
upon the number of months remaining in the Term at the time of termination.
6. CREDIT APPROVAL FOR NON-GOVERNMENTAL ENTITIES. Sprint’s provision of Products and Services to non-governmental
entities is subject to Sprint credit approval. If a non-governmental entity’s financial circumstances or payment history becomes
reasonably unacceptable to Sprint during the Term, Sprint may require adequate assurance of future payment as a condition of
continuing Service. Sprint may provide Customer’s payment history or other billing/charge information to any credit reporting
agency or industry clearinghouse.
7. WARRANTIES. EXCEPT AS, AND ONLY TO THE EXTENT, EXPRESSLY PROVIDED IN THIS AGREEMENT OR THE
APPLICABLE SERVICE LEVEL AGREEMENT, PRODUCTS AND SERVICES ARE PROVIDED “AS IS.” SPRINT DISCLAIMS ALL
EXPRESS OR IMPLIED WARRANTIES AND IN PARTICULAR DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES RELATED TO EQUIPMENT, MATERIAL, SERVICES, OR
SOFTWARE.
8. EQUIPMENT AND SOFTWARE.
8.1 Third Party Equipment or Software. Customer is responsible for any items not provided by Sprint (including but not
limited to equipment or software) that impair Product or Service quality. Upon notice from Sprint of an impairment,
Customer will promptly cure the problem. Customer will continue to pay Sprint for Products and Services during such
impairment or related suspension. If the impairment interferes with the use of the Sprint’s network by Sprint or third
parties, Sprint, in its reasonable discretion, may suspend or disconnect the affected Products and Services without
advance notice to Customer, although Sprint will provide advance notice where practical. At Customer’s request, Sprint
will troubleshoot the impairment at Sprint’s then-current time and materials rates. Sprint is not liable if a commercially
reasonable change in Products or Services causes equipment or software not provided by Sprint to become obsolete,
require alteration, or perform at lower levels.
8.2 Products. Sprint does not manufacture Products and, except as provided in this Agreement, is not responsible for the
acts or omissions of the original equipment manufacturer.
8.3 Software License.
A. Licensing Requirements. Where software is provided with a Product or Service, Customer is granted a
non-exclusive and non-transferable license or sublicense to use the software, including any related documentation,
solely to enable Customer to use the Products and Services in accordance with the applicable licensing
requirements. Software licensing terms and conditions of Sprint’s software vendors are provided by Sprint or
posted at www.sprint.com/ratesandconditions or otherwise provided to Customer through click or
shrinkwrap agreements. Sprint may suspend, block or terminate Customer’s use of any software if Customer fails to
comply with any applicable licensing requirement.
B. Prohibitions. Customer is not granted any right to use any software on behalf of third parties or for time share or
service bureau activities. No rights are granted to source code and Customer may not reverse engineer, decompile,
modify, or enhance any software. Subject to the terms and conditions in the licensing requirements subsection above,
Sprint or its suppliers retain title and property rights to Sprint-provided software. Upon termination or expiration of this
Agreement or the applicable Service, any applicable software license will terminate and Customer will surrender and
immediately return the Sprint-provided software to Sprint; provided that Customer is not required to return the
software embedded in Products sold to Customer under this Agreement.
8.4 Title to Equipment. Sprint or its suppliers retain title and property rights to Sprint-provided equipment (excluding
equipment sold to Customer under this Agreement). Upon termination or expiration of the Agreement or the applicable
Service, Customer will surrender and immediately return the Sprint-provided software to Sprint; provided that Customer is
not required to return the software embedded in Products sold to Customer under this Agreement.
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Date: October 14, 2010
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9. USE OF NAME, SERVICE MARKS, TRADEMARKS. Neither party will use the name, service marks, trademarks, or carrier
identification code of the other party or any of its Affiliates for any purpose without the other party’s prior written consent.
Notwithstanding the foregoing and subject to Customer's written consent with respect to each use, Sprint may use the Customer's
name and contact information as a customer reference and may illustrate in a press release, advertising or written or video
testimonial the applications and corresponding business benefit of the solution delivered by Sprint.
10. CUSTOMER RESPONSIBILITIES.
10.1 Installation. For Products or Services requiring on-site installations, Customer will reasonably cooperate with Sprint or
Sprint’s agents to enable Sprint or its agents to install the Products or Services. Customer is responsible for damage to
Sprint-owned Products and Services located on Customer premises, excluding reasonable wear and tear or damage
caused by Sprint.
10.2 Use of Products and Services
A. Acceptable Use Policy. If Customer purchases Products or Services, Customer must conform to the acceptable
use policy posted at http://www.sprint.com/legal/agreement.html, as reasonably amended from time to time by Sprint.
B. Abuse and Fraud. Customer will not use Products or Services: (1) for fraudulent, unlawful or destructive purposes,
including, but not limited to, unauthorized or attempted unauthorized access to, or alteration, abuse, or destruction of
information; or (2) in any manner that causes interference with Sprint’s or another’s use of the Sprint network.
Customer will cooperate promptly with Sprint to prevent third parties from gaining unauthorized access to the
Products and Services via Customer’s facilities.
C. Permits, Licenses and Consents. Customer will obtain, all required permits, licenses, or consents that Customer is
required to obtain to enable Sprint to provide (e.g., landlord permissions, tax exemption certificates, software
licenses, or local construction licenses) the Products and Services. This provision does not include permits, licenses,
or consents related to Sprint’s general qualification to conduct business.
D. Resale Prohibited. Customer may not resell or lease wireless Products or Services.
11. PRIVACY, CONFIDENTIAL INFORMATION AND DISCLOSURE.
11.1 Nondisclosure. Neither party will disclose the other party’s Confidential Information to any third party except as expressly
permitted in this Agreement. This obligation will continue until 2 years after this Agreement expires or terminates. The
Recipient may disclose Confidential Information to its Affiliates, agents and consultants with a need to know, if they are
not competitors of Discloser and are subject to a confidentiality agreement at least as protective of the Discloser’s rights
as this provision. In addition, either party may disclose this Agreement to an entity that is an Affiliate of Customer on the
Effective Date, provided that the Affiliate has signed (a) an Affiliate Enrollment Form or (b) a non-disclosure agreement
reasonably acceptable to Sprint and Customer. The parties will use Confidential Information only for the purpose of
performing under this Agreement or for the provision of other Sprint services. The foregoing restrictions on use and
disclosure of Confidential Information do not apply to information that: (A) is in the possession of the Recipient at the time
of its disclosure and is not otherwise subject to obligations of confidentiality; (B) is or becomes publicly known, through no
wrongful act or omission of the Recipient; (C) is received without restriction from a third party free to disclose it without
obligation to the Discloser; (D) is developed independently by the Recipient without reference to the Confidential
Information; (E) is required to be disclosed by law, regulation, or court or governmental order (subject to FOIA section of
this Agreement); or (F) is disclosed with the prior written consent of the Discloser.
11.2 Injunction. The parties acknowledge that Recipient’s unauthorized disclosure or use of Confidential Information may
result in irreparable harm. If there is a breach or threatened breach of this Agreement, the Discloser may seek a
temporary restraining order and injunction to protect its Confidential Information. This provision does not limit any other
remedies available to either party. The party who has breached or threatened to breach its nondisclosure obligations
under this Agreement will not raise the defense of any adequate remedy at law.
11.3 Customer Proprietary Network Information. As Sprint provides Products and Services to Customer, Sprint develops
information about the quantity, technical configuration, type and destination of Products and Services Customer uses, and
other information found on Customer’s bill (“Customer Proprietary Network Information” or “CPNI”). Under federal law,
Customer has a right, and Sprint has a duty, to protect the confidentiality of CPNI. For example, Sprint implements
safeguards that are designed to protect Customer’s CPNI, including using authentication procedures when Customer
contacts Sprint. For some business accounts with a dedicated Sprint representative, Sprint may replace standard
authentication measures with a pre-established point of contact for Customer.
11.4 Privacy. Sprint’s privacy policy, as amended from time to time, is available at www.sprint.com/legal/privacy.html. The
privacy policy includes information about Sprint’s customer information practices and applies to the provisioning of the
Products and Services.
11.5 FOIA. Sprint acknowledges that the Agreement and the Confidential Information may be subject to disclosure in whole or
in part under applicable Freedom of Information, Open Records, or Sunshine laws and regulations (collectively “FOIA”).
Customer will provide Sprint with prompt notice of any FOIA requests or intended disclosures, citations to or copies of
applicable FOIA for review, and an appropriate opportunity to seek protection of Sprint Confidential Information.
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12. LIMITATIONS OF LIABILITY.
12.1 Direct Damages. Each party’s maximum liability for damages caused by its failure(s) to perform its obligations under this
Agreement (other than Service disruptions) is limited to: (A) proven direct damages for claims arising out of personal
injury or death, or damage to real or tangible personal property, caused by the party’s negligent or willful misconduct; or
(B) proven direct damages for all other claims arising out of this Agreement, excluding Service disruptions, not to exceed
in the aggregate, in any 12 month period, an amount equal to Customer’s total net payments for the affected Services
purchased in the 6 months prior to the event giving rise to the claim. Customer’s payment obligations and Sprint’s
indemnification obligations under this Agreement are excluded from this provision.
12.2 Consequential Damages. NEITHER PARTY WILL BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, OR
INDIRECT DAMAGES FOR ANY CAUSE OF ACTION, WHETHER IN CONTRACT OR TORT. CONSEQUENTIAL,
INCIDENTAL, AND INDIRECT DAMAGES INCLUDE, BUT ARE NOT LIMITED TO, LOST PROFITS, LOST REVENUES,
AND LOSS OF BUSINESS OPPORTUNITY, WHETHER OR NOT THE OTHER PARTY WAS AWARE OR SHOULD
HAVE BEEN AWARE OF THE POSSIBILITY OF THESE DAMAGES.
12.3 Wireless Service Outages and Product Failures. Sprint’s maximum liability for any loss or damage arising out of a
wireless Service outage or wireless Product failure is limited to: (a) a prorated portion of the applicable MRC based on
the time period wireless Services are not available, and (b) a refund of the net purchase price of affected wireless
Products.
12.4 Unauthorized Access / Hacking. Sprint is not responsible for unauthorized third party access to, or alteration, theft or
destruction of, Customer’s data, programs or other information through accident, wrongful means or any other cause while
such information is stored on or transmitted across Sprint network transmission facilities or Customer premise equipment.
12.5 Content. Sprint is not responsible or liable for the content of any information transmitted, accessed or received by
Customer through Sprint’s provision of the Products and Services, excluding content originating from Sprint.
12.6 Sprint Disclaimers. Sprint is not responsible for any loss, liability, damage, or expense, including attorney’s fees,
resulting from any third party claims alleged to arise in any way from :
A. Coverage and wireless Service quality problems caused by atmospheric, geographic or topographic conditions or
other conditions beyond Sprint’s control including the failure of other service providers;
B. Interruption and unavailability of wireless Services due to coverage, capacity, Product failure or other limitations that
may occur in the transmission or attempted transmission of wireless Services;
C. Outages or wireless Service disruptions occurring as a result of a public safety emergency;
D. The content of any information transmitted by, accessed, or received through, Sprint’s provision of the Products and
Services to Customer, including, but not limited to, claims: (A) for libel, slander, invasion of privacy, infringement of
copyright, and invasion or alteration of private records or data; (B) for infringement of patents arising from the use of
equipment, hardware or software not provided by Sprint; or (C) based on transmission and uploading of information
that contains viruses, worms, or other destructive media or other unlawful content;
E. Customer’s breach of the licensing requirements in the Software License section;
F. Customer’s failure to comply with any provision of the Use of Products and Services section; or
G. Sprint’s failure to pay any tax based on Customer’s claim of a legitimate exemption under applicable law.
13. INDEMNIFICATION.
13.1 Personal Injury, Death or Damage to Personal Property. Sprint will indemnify and defend Customer, its directors,
officers, employees, agents and their successors against all third party claims for damages, losses, liabilities, or
expenses, including reasonable attorney’s fees, arising directly from performance of this Agreement and relating to personal
injury, death, or damage to tangible personal property that is alleged to have resulted, in whole or in part, from the
negligence or willful misconduct of Sprint or its subcontractors, directors, officers, employees or authorized agents.
13.2 Intellectual Property. Sprint will indemnify and defend Customer, Customer’s directors, officers, employees, agents, and
their successors against third party claims enforceable in the United States alleging that Services as provided infringe any
third party United States patent or copyright or contain misappropriated third party trade secrets. Sprint’s obligations under
this section will not apply to the extent that the infringement or violation is caused by (i) functional or other specifications
that were provided by or requested by Customer; or (ii) Customer’s continued use of infringing Services after Sprint
provides reasonable notice to Customer of the infringement.
For any third party claim that Sprint receives, or to minimize the potential for a claim, Sprint may, at its option and
expense, either;
(A) procure the right for Customer to continue using the Services;
(B) replace or modify the Services with comparable Services; or
(C) terminate the Services.
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13.3 Rights of Indemnified Party. To be indemnified, Customer must (A) give Sprint prompt written notice of the claim, (B)
give Sprint full and complete authority, information and assistance for the claim’s defense and settlement, and (C) not, by
any act including but not limited to any admission or acknowledgement, materially prejudice Sprint’s ability to satisfactorily
defend or settle the claim. Sprint will retain the right, at its option, to settle or defend the claim, at its own expense and
with its own counsel. Customer will have the right, at its option, to participate in the settlement or defense of the claim,
with its own counsel and at its own expense, but Sprint will retain sole control of the claim’s settlement or defense.
13.4 Exclusive Remedy. The provisions of this “Indemnification” Section states the entire liability and obligations of Sprint and
any of its Affiliates or licensors, and the exclusive remedy of Customer, with respect to any claims identified in this section.
14. TERMINATION.
14.1 Sprint Right to Terminate.
A. Sprint may suspend or terminate Products or Services or this Agreement immediately if: (1) Customer fails to cure its
default of payment terms of this Agreement; (2) Customer fails to cure any material breach of this Agreement within
30 days after receiving Sprint’s written notice of such breach; (3) Customer provides false or deceptive information or
engages in fraudulent or harassing activities when ordering, using or paying for Services; (4) Customer fails to
comply with applicable law or regulation and Customer’s noncompliance prevents Sprint’s performance under the
Agreement; (5) Customer fails to comply with the resell restrictions contained in Section 1.4 “Resale”.
B. If Sprint terminates this Agreement under this “Sprint Right to Terminate” or Termination section, Customer will be
liable for any Products and Services provided up to the date of termination, whether or not invoiced by the termination
date, as well as any applicable charges identified in the “Effects of Termination” Section.
14.2 Customer Right to Terminate.
A. Material Failure. Customer may terminate a Product or Service if Sprint materially fails to provide the Product or
Service, Customer provides Sprint with written notice of the failure and a reasonable opportunity to cure within 30
days from receipt of notice, Sprint fails to cure the material failure within the 30-day cure period, and Customer
provides Sprint with written notice of Sprint’s failure to cure and Customer’s election to terminate the affected Product
or Service. Sprint’s material failure does not include a failure caused by Customer or a failure identified in the “Force
Majeure” section.
B. Termination for Convenience. Customer may terminate this Agreement during the Term by providing 30 days’
written notice to Sprint. If Customer exercises its right to terminate for convenience, Customer must pay Sprint all
fees and charges for Products and Services received up to the effective date of termination.
C. Termination for Nonappropriation. Customer may terminate this Agreement at the end of the then-current fiscal
period, without incurring any form of payment liability in excess of previously appropriated amounts, only when
Customer is unable to secure or allocate sufficient funds in its operating budget to fulfill its financial obligations under
the Agreement for the following fiscal year (“Termination for Non-appropriation”). Following Termination for Non-
appropriation, Customer will not be obligated for payments for any fiscal period after the effective date of termination.
Customer will give Sprint written notice of any termination for non-appropriation at least 30 days before the effective
date of the termination. At Sprint’s request, Customer will provide supplemental documentation regarding the non-
appropriation of funds. Customer must take all necessary action to budget and secure any funds required to fulfill its
contractual obligations for each fiscal year during the Term, including the exhaustion of all available administrative
appeals if funding is initially denied. If Customer terminates the Agreement in part or in whole under this
nonappropriation provision, Customer will not obtain the Services or functional equivalents from any other provider for
a period of 180 days from after the effective date of termination.
14.3 Effects of Termination.
A. Service Charges. Customer remains obligated to pay all Service charges incurred up to the effective date of
termination for each terminated Customer Liable Active Unit.
B. Individual Liable. Individual Liable Active Units are subject to the order term requirements and other obligations in
the separate subscriber agreement between Sprint and the Employee.
15. FORCE MAJEURE. Neither party will be responsible for any delay, interruption or other failure to perform under this Agreement
due to acts or events beyond the reasonable control of the responsible party (a “Force Majeure Event”). Force Majeure Events
include, but are not limited to: natural disasters (e.g. lightning, earthquakes, hurricanes, floods); wars, riots, terrorist activities, and
civil commotions; inability to obtain parts or equipment from third party suppliers, cable cuts by third parties, a LEC’s activities, and
other acts of third parties; explosions and fires; embargoes, strikes, and labor disputes; court orders and governmental decrees.
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16. DEFINITIONS.
16.1 “Affiliate” is a legal entity that directly or indirectly controls, is controlled by, or is under common control with the party. An
entity is considered to control another entity if it owns, directly or indirectly, more than 50% of the total voting securities or
other similar voting rights. For purpose of this Agreement, Clearwire Corporation is not included as an Affiliate of Sprint.
16.2 “Commencement Date” is the first day of the first bill cycle in which Sprint bills monthly recurring charges or usage
charges.
16.3 “Confidential Information” means nonpublic information (A) about Discloser’s business, (B) given to the Recipient in any
tangible or intangible form for Recipient’s use in connection with this Agreement, and (C) that Recipient knows or
reasonably should know is confidential because of its legends and markings, the circumstances of its disclosure, or the
nature of the information. Confidential Information includes but is not limited to: trade secrets; financial information;
technical information including research, development, procedures, algorithms, data, designs, and know-how; business
information including operations, planning, marketing plans, and products; and the pricing and terms of the Agreement
including related discussions, negotiations, and proposals.
16.4 “Discloser” means the party disclosing Confidential Information.
16.5 “Domestic” means the 48 contiguous states of the United States and the District of Columbia, unless otherwise defined for
a particular Product or Service in the applicable Product specific Terms.
16.6 “Effective Date” is the date the last party signs this Agreement.
16.7 “Network” or “Networks” means the wireless and wireline transmission facilities owned and operated by Sprint or on
Sprint’s behalf by third parties under management agreements with Sprint.
16.8 “Order” or “Purchase Order” means a written or electronic order, or purchase order, submitted or confirmed by Customer
and accepted by Sprint, which identifies specific Products and Services, and the quantity ordered. Verbal Orders are
deemed confirmed upon Customer’s written acknowledgement, or use, of Products or Services.
16.9 “Order Term” means the term designated for an individual Order.
16.10 “Preferred Pay Program” provides a discount to Sprint customers for remitting payment using cash, check or electronic
funds transfer. Customer must contact its assigned Sprint representative for further information, including eligibility
requirements.
16.11 “Product(s)” includes equipment, hardware, software, cabling or other materials sold or leased to Customer by or through
Sprint as a separate item from, or bundled with, a Service.
16.12 “Product-specific Terms” means to separate descriptions, terms and conditions for certain non-regulated Products and
Services. Product-specific Terms are incorporated into this Agreement as the Effective Date. Product-specific Terms are
not otherwise subject to change during the Term.
16.13 “Rates and Conditions Website” means the website found at http://www.sprint.com/ratesandconditions/.
16.14 “Recipient” means the party receiving Confidential Information.
16.15 “Service(s)” means wireline and wireless business communications services, including basic or telecommunications
services, information or other enhanced services, and non-regulated professional services provided to Customer by or
through Sprint under this Agreement, excluding Products.
16.16 “Sprint Wireless Recycling Program” - provides two options for recycling used wireless devices, including accessories: (1)
the Sprint buyback program provides Sprint customers with an account credit for returning to Sprint certain previously sold
Sprint or Nextel wireless devices, and (2) the Sprint project connect program accepts any wireless device and uses the
net proceeds that result from those devices to fund community-based initiatives such as Sprint’s 4NetSafety Program.
The 4NetSafety Program promotes Internet safety for children. For more information on the Sprint Wireless Recycling
Program, including wireless devices eligible for the Sprint buyback program, go to Sprint.com/recycle.
17. MISCELLANEOUS.
17.1 Compliance with Law. Each party will comply with all applicable laws in performance of its obligations under this
Agreement.
17.2 Independent Contractor. Sprint provides Products and Services to Customer as an independent contractor. This
Agreement does not create an employer-employee relationship, association, joint venture, partnership, or other form of
legal entity or business enterprise between the parties, their agents, employees or Affiliates.
17.3 No Waiver of Rights. The failure to exercise any right under this Agreement does not constitute a waiver of the party’s
right to exercise that right or any other right in the future.
17.4 No Third Party Beneficiaries. This Agreement’s benefits do not extend to any third party.
Contract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
17.5 Governing Laws. This Agreement will be governed by the laws of the state where Products or Services are received by
Customer, without regard to its choice of law principles. This English version of this Agreement will prevail over any
foreign version.
17.6 Dispute Resolution.
A. Jury Trial Waiver. The parties mutually, expressly, irrevocably and unconditionally waive trial by jury and any right to
proceed as lead plaintiff, class representative, or other representative capacity for any class action proceedings
arising out of or relating to this Agreement or an Order. This subsection survives the termination of this Agreement.
B. Arbitration. If the parties mutually agree, any dispute arising out of or relating to the Agreement may be finally settled
by arbitration, including claims relating to the negotiations and the inducement to enter into the Agreement. However,
if the jury trial waiver is held to be unenforceable by a court, then arbitration is mandatory. Any arbitration must be
held in accordance with the rules of the CPR Institute for Dispute Resolution and governed by the United States
Arbitration Act, 9 U.S.C. § 1 et seq. All arbitration proceedings for disputes relating to Domestic Products or Services
will be held in Kansas City, MO metropolitan area. If the dispute relates to Sprint’s provision of Non-Domestic
Products or Services, all arbitration proceedings will be conducted in the English language pursuant to the Rules of
Conciliation and Arbitration of the International Chamber of Commerce. The place of arbitration for disputes related to
Non-Domestic Products or Services in New York, NY, USA. No arbitration proceedings will not include class action
arbitration.
17.7 Assignment. Neither party may assign any rights or obligations under this Agreement without prior written consent of the
other party, except that Sprint may assign this Agreement to a parent company, controlled Affiliate, Affiliate under
common control or an entity that has purchased all or substantially all of its assets upon written notice to Customer.
17.8 Amendments / Alterations. This Agreement may only be amended in a writing signed by both parties’ authorized
representatives. Alterations to this Agreement are not valid unless accepted in writing by both parties.
17.9 Notice. Notices required under this Agreement must be submitted in writing to the party’s address for notice listed in this
Agreement or an Order and, in the case of a dispute, notices must also be sent to:
Sprint:
Attn: Legal Dept. – Public Sector
2001 Edmund Halley Drive
MS: VARESP0203
Reston, VA 20191
Fax: (703) 433-8798
Customer:
_____________________
_____________________
_____________________
_____________________
17.10 Severability. If any provision of this Agreement is found to be unenforceable, this Agreement’s unaffected provisions will
remain in effect and the parties will negotiate a mutually acceptable replacement provision consistent with the parties’
original intent.
17.11 URLs and Successor URLs. References to Uniform Resource Locators (URLs) in this Agreement include any successor
URLs designated by Sprint.
17.12 Survivability. The terms and conditions of this Agreement regarding confidentiality, indemnification, warranties,
nonappropriations, payment, dispute resolution and all others that by their sense and context are intended to survive the
expiration of the Agreement will survive.
17.13 Entire Agreement. This Agreement, including all referenced Attachments, documents, annexes, or exhibits, and related
Orders, constitutes the entire agreement and understanding between the parties and supersedes all prior or
contemporaneous negotiations or agreements, whether oral or written, relating to its subject matter.
Contract #: BSG1009-0417
Date: October 14, 2010
Template # Page 10 of 30 Template 30-Aug-2010
Sprint Confidential and Proprietary Information
ATTACHMENT A
WIRELESS SERVICES TERM AND VOLUME DISCOUNT
1. GOVERNMENT DISCOUNT PROGRAM (“GDP”).
1.1 Effective Date of Discounts. For new “Active Units” (defined as an active piece of wireless Product that Customer
enrolls in a Business Plan under the Agreement), the discounts below apply as of the Commencement Date. For
Corporate-Liable Active Units activated prior to the Commencement Date under pre-existing agreement(s) between Sprint
and Customer, Sprint will apply the discounts below no later than 60 days after the Commencement Date. Individual-
Liable Active Units activated prior to the Commencement Date are eligible for the discounts below by contacting a Sprint
representative and subject to the eligibility requirements in Section 2.1.
1.2 Government Discount. The Government Discount, described in the table below, is a percentage discount off the eligible
monthly recurring charges (“MRCs”) charged for Customer-Liable Active Units.
Network Government Service
Pricing Discount
Individual-Liable Service
Pricing Discount
Sprint National Network or Nextel National Network 25% 15%
1.3 How Calculated. Unless otherwise noted, Service Pricing Discounts apply to eligible monthly recurring charges (“MRC”)
before taxes and surcharges and after application of credits, other discounts, and rebates. Overage, usage-based, and
third party applications and services, certain business plan add-ons, and other charges (including certain network specific
products and services), are not eligible for Service Pricing Discounts. Service Pricing Discounts may apply to the MRC of
certain promotional rate plans which Sprint may offer on a limited time basis, at Sprint’s discretion.
1.4 Eligibility. Only Active Units that are included in Customer’s Sprint account hierarchy are eligible for the GDP. It may take
up to 2 invoicing cycles to move pre-existing Active Units to the same invoicing cycle in order to start receiving the
Government Discount. Customer’s contractors, suppliers, and any non-government, non-authorized agencies working
with Customer are not eligible for the Government Discount.
2. EMPLOYEE DISCOUNT PROGRAM.
2.1 Eligible Employees. Subject to and conditioned upon (1) the Employee signing Sprint’s consumer subscriber agreement;
(2) the Employee providing to Sprint satisfactory evidence of employment with Customer; and (3) the Employee complying
with Sprint’s current terms regarding discounts, new and existing Customer Employee (or Individual-Liable) Active Units
may receive the Individual-Liable Active Unit Service Pricing Discount in the table above for eligible service charges and
plans. Customer and Sprint will agree on methods for employment verification. Upon termination of this Agreement for
any reason, or upon the Employee’s termination of employment with Customer, Sprint may cease applying the Individual-
Liable Active Unit Service Pricing Discount. Except for the Individual-Liable Active Unit Service Pricing Discount and the
conditions set forth, Individual-Liable Active Units are governed exclusively by the terms and conditions in the consumer
subscriber agreement.
2.2 Communications. Sprint and Customer’s employee benefits group will develop and agree to a communications plan to
present discounts and to sell to Employees within 60 days of the Effective Date. Communications may include new hire
materials, benefits enrollment materials, e-mail, payroll stuffers, newsletters, Internet and intranet links, chair drops, or
other mutually agreed to methods.
3. WIRELESS MINIMUM SERVICE TERM REQUIREMENT. Wireless Services require a minimum service term (“Minimum Service
Term”) that begins on the wireless device purchase date and ends 12 months later.
4. ELECTRONIC BILLING PRODUCTS
4.1 Except for the Consolidated Invoice product, the following electronic billing products provide Customer-Liable Active Unit call
detail record information:
ELECTRONIC BILLING PRODUCTS Invoice Data Summary Data
Minimum Customer-
Liable Active Units
eBilling & Analysis 3 months 12 months 50
Data Direct 1 month Not available 100
Electronic Data Interchange (EDI) 1 month Not available 100
Smart CD+ 1 month Not available 100
Consolidated Invoice 1 month Not available 100
A. For Data Direct, Electronic Data Interchange, Smart CD+, and Consolidated Invoice, data is provided for current billing
cycles. Archived data is available for as long as the account numbers are enrolled in the electronic billing product.
Contract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
4.2 Customer may choose any combination of electronic billing products. Sprint reserves the right, upon 60 days’ prior written
notice, to migrate Customer to an updated or successor version of the selected electronic billing product if available or to an
entirely new electronic billing product.
4.3 There are no charges associated with the electronic billing products listed above.
4.4 Customer must comply with the Electronic Invoice Reporting and Analytics Product Annex, which is incorporated into this
Agreement as posted to the Rates and Conditions Website as of the date Customer signs the Agreement.
5. WIRELESS DEVICES.
5.1 Wireless Device Discount. New Customer-Liable Active Units are eligible for a discount device price with a Minimum
Service Term of 12 months. The discount device is at least 39% discount off the 1 year net price, defined as the suggested
retail price less $75.00. The devices offered with this discounted price may change at any time in Sprint’s sole discretion.
This discounted device offer may not be available in all sales channels.
5.2 Upgrade Terms. Existing Customer-Liable Active Units may be upgraded or replaced after 12 months of continuous service
at the discounted device price identified in Section 5.1 above with a 12 month extension of the Minimum Service Term.
5.3 Activation Fees. Sprint will waive the nonrefundable activation fee of $36 that applies to each Customer billing account that
is created during the Term. Activation fees for Individual-Liable Active Units are governed by Sprint’s consumer subscriber
agreement.
5.4 Business Plans and Features. Certain wireless Products require specific Business Plans for operation on the Sprint
Networks or the Sprint 4G Network. Certain Business Plans, features and equipment discounts may not be available on all
wireless devices. More information is available by contacting Customer’s Sprint Account Representative.
6. ACCESSORY DISCOUNT. The accessory discount of 20% applies to the national retail price for Nextel Device and Sprint Device
accessories purchased for Corporate-Liable Active Units under this Agreement.
7. ADDITIONAL BUSINESS PLANS AND SPECIAL OFFERS
7.1 Additional Business Plans. If Customer is eligible for and selects a Business Plan that is not specified in the Agreement,
Customer’s Service Pricing Discounts set forth above will apply to the Business Plan unless otherwise stated in the
Business Plan, and the terms and conditions of the Business Plan will apply in addition to, and control over, any conflicting
terms or conditions in the Agreement.
7.2 Promotions. Sprint promotional discounts may not be available with certain Business Plans, as indicated in the promotional
offer. If Customer purchases a promotional wireless Product or Service, the promotional terms will control over any
conflicting terms in the Agreement for that wireless Product or Service until the promotion expires or Customer selects a
different Business Plan for the Customer-Liable Active Unit enrolled in the promotion.
7.3 Trial Offers. If Customer receives a wireless Service or Service option for a limited trial period at a reduced cost, upon
expiration of the trial period, Customer will continue to receive the wireless Service or Service option at full price. If
Customer wishes to avoid being billed in full for the promotional wireless Service or Service option, Customer must contact
Sprint before the end of the trial period to discontinue the wireless Service or Service option.
8. THIRD PARTY AGENTS. Unless expressly stated otherwise, the pricing terms in this Attachment, including its sub-
attachments, may not be available if an indirect sales agent is involved in the transaction.
9. ADDITIONAL TERMS. Customer must comply with the Wireless Services Product Annex, which is incorporated into this
Agreement as posted to the Rates and Conditions Website as of the date Customer signs this Agreement.
10. SPRINT SERVICE PROVIDER AFFILIATE MARKET LIMITATIONS. Some portions of the Nationwide Sprint Network are
owned and operated by Sprint Service Provider Affiliates under management agreements with Sprint. Certain Business
Plans, add-ons and Products are not available or are modified in Sprint Service Provider Affiliate Markets. Notwithstanding
anything to the contrary in this Attachment, Sprint reserves the right, with 30 days’ prior written notice, to (i) port any Active
Unit activated in a Sprint Service Provider Affiliate Market to the Sprint Service Provider Affiliate or a successor serving that
Market; or, if porting is not possible, (ii) terminate Services to such Active Units.
Contract #: BSG1009-0417
Date: October 14, 2010
Template # Page 12 of 30 Template 30-Aug-2010
Sprint Confidential and Proprietary Information
ATTACHMENT A-1
NEXTEL NATIONAL NETWORK BUSINESS PLANS & POLICIES
1. PROVISION OF NEXTEL PRODUCTS AND SERVICES
1.1 All terms and conditions in this Attachment apply to Active Units operating on the Nextel National Network, unless
otherwise specified.
1.2 Any of the following entities may provide the Nextel Services listed in the Agreement, depending on Customer’s billing
address or the location where the Nextel Services are activated:
Nextel Communications of the Mid-Atlantic, Inc.
Nextel Partners of Upstate New York, Inc.
Nextel of New York, Inc.
Nextel of California, Inc.
Nextel South Corp.
Nextel of Texas, Inc.
Nextel West Corp.
NPCR, Inc.
2. NEXTEL VOICE AND DATA RATE PLANS.
2.1 Customer may select from the Nextel voice and data rate plans listed in this Attachment or promotional rate plans that
Sprint may offer on a limited time basis. Unless otherwise stated in this Attachment, Business Plan pricing in this
Attachment reflects gross pricing before the application of promotions, special offers or other discounts, including any
applicable volume discount.
2.2 Sprint Business AdvantageSM Plans
A. Sprint Business Advantage Talk Plans
Business
Advantage
Talk 200
Business
Advantage
Talk 450
Business
Advantage
Talk 900
Business
Advantage
Talk 1350
Business
Advantage
Talk 2000
Business
Advantage
Talk 4000
MRC $29.99 $39.99 $59.99 $79.99 $99.99 $149.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm) Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Sprint Mobile-to-Mobile Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect® Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID &Voice Mail Included Included Included Included Included Included
(1) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect® features,
including, but not limited to, TalkgroupSM and International Direct ConnectSM, are available with certain devices
and may be subject to an additional charge.
B. Sprint Business Advantage Messaging Plans. Sprint Business Advantage Messaging Plans include voice minutes
of use as provided in the following table:
Business
Advantage
Messaging
200
Business
Advantage
Messaging
450
Business
Advantage
Messaging
900
Business
Advantage
Messaging
1350
Business
Advantage
Messaging
2000
Business
Advantage
Messaging
4000
MRC $39.99 $49.99 $69.99 $89.99 $109.99 $159.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm)
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Sprint Mobile-to-Mobile Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect®
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID & Voice Mail Included Included Included Included Included Included
Messaging Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
(1) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect® features,
including, but not limited to, TalkgroupSM and International Direct ConnectSM, are available with certain devices
and may be subject to an additional charge.
Contract #: BSG1009-0417
Date: October 14, 2010
Template # Page 13 of 30 Template 30-Aug-2010
Sprint Confidential and Proprietary Information
(2) Unlimited Messaging includes text, picture, and video messages.
C. Sprint Business Advantage Messaging and Data Plans. Sprint Business Advantage Messaging and Data Plans
include voice minutes of use as provided in the following table:
Business
Advantage
Messaging
and Data
200
Business
Advantage
Messaging
and Data
450
Business
Advantage
Messaging
and Data
900
Business
Advantage
Messaging
and Data
1350
Business
Advantage
Messaging
and Data
2000
Business
Advantage
Messaging
and Data
4000
MRC $59.99 $69.99 $89.99 $109.99 $129.99 $179.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm)
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Any Mobile, AnytimeSM Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect®
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID & Voice Mail Included Included Included Included Included Included
Messaging Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Data Access Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
GPS Navigation Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
(1) Any Mobile, Anytime provides unlimited minutes of use for standard voice calls directly dialed and received by
domestic wireless numbers, as determined when the call is placed by using independent third party and Sprint
databases. Any Mobile, Anytime is only available with select Sprint Business Plans and while on the Nationwide
Sprint Network or the Nextel National Network. Standard Roaming rates and restrictions apply. Calls to
voicemail, 411, 3-way calling and other indirect methods are not included. Customer may visit
sprint.com/anymobileanytime for additional information.
(2) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect® features,
including, but not limited to, TalkgroupSM and International Direct ConnectSM, are available with certain devices
and may be subject to an additional charge.
(3) Unlimited Messaging includes text, picture, and video messages.
(4) Unlimited Data includes:
(a) Email - Sprint Mobile Email, Sprint Mobile Email-Work, Microsoft Direct Push technology via ActiveSync,
Versamail, or BlackBerry® Internet Service (BIS). BlackBerry Enterprise Service (BES) can be added for an
additional MRC; and
(b) Mobile Web.
2.3 BlackBerry Service Plans
A. Customer’s use of the Research in Motion Limited ("RIM") BlackBerry service offered by Sprint is subject to
acceptance of the RIM terms and conditions presented to Customer before Customer may download the RIM
software. The terms and conditions for use of the BlackBerry service are located at
http://na.blackberry.com/eng/legal/terms.jsp, and are subject to change without prior notice to Customer.
B. BlackBerry Business Plans can only be activated on BlackBerry devices.
C. Monthly Recurring Charge
BlackBerry Unlimited
Email and Web Plan
MRC $49.99
Data Services in MBs,
BlackBerry Email, Internet or
BlackBerry Browsing, Mobile
BroadBand , phone as modem
Unlimited
(1) Unless Customer adds a voice Business Plan that includes voice calls and long distance calls to the above
BlackBerry data Business Plan, Customer will be charged $.20/minute for voice calls plus $.25/minute for long
distance calls.
Contract #: BSG1009-0417
Date: October 14, 2010
Template # Page 14 of 30 Template 30-Aug-2010
Sprint Confidential and Proprietary Information
(2) Additional Nextel Direct Connect features may be subject to an additional charge if not included in Customer’s
voice Business Plan.
(3) Additional charges apply for messaging service.
2.4 NEXTEL FLAT RATE BUSINESS PLAN
A. Sprint will charge Customer a Monthly Recurring Charge (“MRC”) and a flat rate per-minute charge for each minute
used on a Nextel Corporate-Liable Active Unit. There are no included plan minutes.
Monthly Recurring Charge (“MRC”) $0
$9.00 NET MRC; Government
Service Pricing Discount will not
apply
Per Minute Rate for all voice
minutes used including Anytime
Minutes, Nights & Weekends,
Nationwide Long Distance, and
Sprint Mobile-to-Mobile Calling
$0.06 $0.06
Per Minute Rate for all Local
Walkie-Talkie Minutes $0.06 $0.06
Shared Minutes Not Available Not Available
Caller ID & Voice Mail Included Included
Per minute rate while user is traveling outside
the State of Illinois $0.25 $0.25
Unlimited Mobile to Mobile (will not apply when
user is traveling outside the State of Illinois) $9.99 NET of all discounts Included
Unlimited Nights and Weekends beginning at
9PM (will not apply when user is traveling
outside the State of Illinois).
$9.99 NET of all discounts Included
Unlimited Push-To-Talk (will not apply when
user is traveling outside the State of Illinois) $5.00 NET of all discounts $5.00 NET of all discounts
Note 1 – Additional charges for Nationwide Walkie Talkie and TalkGroup apply.
(1) Additional Nextel Direct Connect® features, including, but not limited to, Talkgroup, Group Connect and
International Direct Connect, are available with certain devices and may be subject to an additional charge.
(2) Customer may add one of the below Text plan to units activated on the Nextel Flat Rate Illinois Business Plan:
Messaging Plan MRC Additional Messages
300 Messages $3 NET OF ALL DISCOUNTS $0.20
1000 Messages $7 NET OF ALL DISCOUNTS $0.20
Unlimited Messages $15 NET OF ALL DISCOUNTS N/A
(3) Activations on the above plan are not permitted via a Business Solutions Provider (BSP).
(4) Customer may have a maximum of 50% of its Customer-Liable Active Units on the Sprint Flat Rate Business
Plan and/or the Nextel Flat Rate Business Plan (together the “Flat Rate Business Plans”). If the percentage of
users on the Flat Rate Business Plans exceeds 50% of the total number of Customer-Liable Active Units, Sprint
reserves the right to reject new orders for the Flat Rate Business Plans until the 50% ratio is achieved. Individual
Liable lines are not eligible for this rate plan.
2.5 Nextel Voice Plan Add-Ons. The following options may be added to a Nextel voice Business Plan on a per-Corporate-
Liable Active Unit basis for the listed additional MRC, unless otherwise noted.
A. Sprint Domestic Messaging Add-Ons. Messaging add-ons include 2-way, 1-way, and/or MMS based on device
capability. Additional charges apply for international messaging.
Messaging Plan MRC Additional Messages
300 Messages $0.00 $0.20
Unlimited Messages NET $5.00 N/A
(1) Net $5.00 Unlimited Messaging Plan is net of all discounts. Service Pricing Discount does not apply.
Contract #: BSG1009-0417
Date: October 14, 2010
Template # Page 15 of 30 Template 30-Aug-2010
Sprint Confidential and Proprietary Information
ATTACHMENT A-2
NATIONWIDE SPRINT NETWORK BUSINESS PLANS & POLICIES
1. PROVISION OF SPRINT PRODUCTS AND SERVICES. All terms and conditions in this Agreement apply to Active Units operating
on the Nationwide Sprint Network, unless otherwise specified. Sprint Spectrum, L.P. provides the Sprint Services listed in the
Agreement.
2. SPRINT VOICE AND DATA RATE PLANS FOR BUSINESS
2.1 Customer may select from the Sprint voice and data rate plans listed in this Attachment or promotional rate plans that
Sprint may offer on a limited time basis. Unless otherwise stated in this Attachment, Business Plan pricing in this
Attachment reflects gross pricing before the application of promotions, special offers or other discounts, including any
applicable volume discount.
2.2 Sprint Business AdvantageSM Plans
A. Sprint Business Advantage Talk Plans
Business
Advantage
Talk 200
Business
Advantage
Talk 450
Business
Advantage
Talk 900
Business
Advantage
Talk 1350
Business
Advantage
Talk 2000
Business
Advantage
Talk 4000
MRC $29.99 $39.99 $59.99 $79.99 $99.99 $149.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm) Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Sprint Mobile-to-Mobile Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect® Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID &Voice Mail Included Included Included Included Included Included
(1) Roaming charges are included.
(2) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect® features,
including, but not limited to, TeamDCSM, are available with certain devices and may be subject to an additional
charge.
B. Sprint Business Advantage Messaging Plans. Sprint Business Advantage Messaging Plans include voice minutes
of use as provided in the following table:
Business
Advantage
Messaging
200
Business
Advantage
Messaging
450
Business
Advantage
Messaging
900
Business
Advantage
Messaging
1350
Business
Advantage
Messaging
2000
Business
Advantage
Messaging
4000
MRC $39.99 $49.99 $69.99 $89.99 $109.99 $159.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm)
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Sprint Mobile-to-Mobile Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect®
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID & Voice Mail Included Included Included Included Included Included
Messaging Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
(1) Roaming charges are included.
(2) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect® features,
including, but not limited to, TeamDCSM, are available with certain devices and may be subject to an additional
charge.
(3) Unlimited Messaging includes text, picture, and video messages.
Contract #: BSG1009-0417
Date: October 14, 2010
Template # Page 16 of 30 Template 30-Aug-2010
Sprint Confidential and Proprietary Information
C. Sprint Business Advantage Messaging and Data Plans. Sprint Business Advantage Messaging and Data Plans
include voice minutes of use as provided in the following table:
Business
Advantage
Messaging
and Data
200
Business
Advantage
Messaging
and Data
450
Business
Advantage
Messaging
and Data
900
Business
Advantage
Messaging
and Data
1350
Business
Advantage
Messaging
and Data
2000
Business
Advantage
Messaging
and Data
4000
MRC $59.99 $69.99 $89.99 $109.99 $129.99 $179.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm)
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Any Mobile, AnytimeSM Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect®
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID & Voice Mail Included Included Included Included Included Included
Messaging Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Data Access Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
GPS Navigation Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
(1) Any Mobile, Anytime provides unlimited minutes of use for standard voice calls directly dialed and received by
domestic wireless numbers, as determined when the call is placed by using independent third party and Sprint
databases. Any Mobile, Anytime is only available with select Sprint Business Plans and while on the Nationwide
Sprint Network or the Nextel National Network. Standard Roaming rates and restrictions apply. Calls to
voicemail, 411, 3-way calling and other indirect methods are not included. Customer may visit
sprint.com/anymobileanytime for additional information.
(2) Roaming charges are included.
(3) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect® features,
including, but not limited to, TeamDCSM, are available with certain devices and may be subject to an additional
charge.
(4) Unlimited Messaging includes text, picture, and video messages.
(5) Unlimited Data includes:
(a) Email - Sprint Mobile Email, Sprint Mobile Email-Work, Microsoft Direct Push technology via ActiveSync,
Versamail, or BlackBerry® Internet Service (BIS). BlackBerry Enterprise Service (BES) can be added for an
additional MRC; and
(b) Mobile Web, Music Premier, TV Premier (excludes premium channels).
2.3 BlackBerry Service Plans
A. Customer’s use of the Research in Motion Limited ("RIM") BlackBerry service offered by Sprint is subject to
acceptance of the RIM terms and conditions presented to Customer before Customer may download the RIM
software. The terms and conditions for use of the BlackBerry service are located at
http://na.blackberry.com/eng/legal/terms.jsp, and are subject to change without prior notice to Customer.
B. BlackBerry Business Plans can only be activated on BlackBerry devices.
C. Monthly Recurring Charge
BlackBerry Unlimited
Email and Web Plan
MRC $49.99
Data Services in MBs,
BlackBerry Email, Internet or
BlackBerry Browsing, Mobile
BroadBand, phone As modem
Unlimited
(1) Unless Customer adds a voice Business Plan that includes voice calls, long distance calls, and Domestic
Roaming to the above BlackBerry data Business Plan, Customer will be charged $.20/minute for voice calls plus
Contract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
$0.25/minute for long distance calls. For devices on Nationwide Sprint Network, Domestic Roaming calls are
$0.69/minute with an additional $0.25/minute for long- distance calls.
(2) Additional charges apply for messaging service.
2.4 SPRINT FLAT RATE BUSINESS PLAN
A. Sprint will charge Customer a Monthly Recurring Charge (“MRC”) and a flat rate per-minute charge for each minute
used on a Sprint Corporate-Liable Active Unit. There are no included plan minutes.
Monthly Recurring Charge (“MRC”) $0
$9.00 NET MRC; Government
Service Pricing Discount will not
apply
Per Minute Rate for all voice
minutes used including Anytime
Minutes, Nights & Weekends,
Nationwide Long Distance, and
Sprint Mobile-to-Mobile Calling
$0.06 $0.06
Shared Minutes Not Available Not Available
Caller ID & Voice Mail Included Included
Per minute rate while user is traveling outside
the State of Illinois $0.25 $0.25
Unlimited Mobile to Mobile (will not apply when
user is traveling outside the State of Illinois) $9.99 NET of all discounts Included
Unlimited Nights and Weekends beginning at
9PM (will not apply when user is traveling
outside the State of Illinois).
$9.99 NET of all discounts Included
Unlimited Push-To-Talk (will not apply when
user is traveling outside the State of Illinois) $5.00 NET of all discounts $5.00 NET of all discounts
(1) Customer may add one of the below Text plan to units activated on the Sprint Flat Rate Illinois Business Plan:
Messaging Plan MRC Additional Messages
300 Messages $3 NET OF ALL DISCOUNTS $0.20
1000 Messages $7 NET OF ALL DISCOUNTS $0.20
Unlimited Messages $15 NET OF ALL DISCOUNTS N/A
(2) Activations on the above plan are not permitted via a Business Solutions Provider (BSP).
(3) Customer may have a maximum of 50% of its Customer-Liable Active Units on the Sprint Flat Rate Business
Plan and/or the Nextel Flat Rate Business Plan (together the “Flat Rate Business Plans”). If the percentage of
users on the Flat Rate Business Plans exceeds 50% of the total number of Customer-Liable Active Units, Sprint
reserves the right to reject new orders for the Flat Rate Business Plans until the 50% ratio is achieved. Individual
Liable lines are not eligible for this rate plan.
2.5 Sprint Voice Plan Add-Ons. The following options may be added to a Sprint voice Business Plan on a per-Corporate-
Liable Active Unit basis for the listed additional MRC, unless otherwise noted.
A. Sprint Domestic Messaging Add-Ons. Messaging add-ons include 2-way and/or PictureMail based on device
capability. Additional charges apply for international messaging.
Messaging Plan MRC Additional Messages
300 Messages $0.00 $0.20
Unlimited Messages NET $5.00 N/A
(1) Net $5.00 Unlimited Messaging Plan is net of all discounts. Service Pricing Discount does not apply.
2.6 Connection Plan
MRC NET $39.991
Data Services in Megabytes (“MB”) Unlimited
Voice Calls, including long distance (if card is capable) $0.20 per minute
Additional data Roaming usage above 300 MB $0.25 per MB2
1 MRC is net of all discounts. Customer’s Service Pricing Discount is not applicable.
2 If Customer’s data usage in a given month exceeds 300 MB while Roaming, Customer will be liable for the overage
charges set forth in the table above.
Contract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
A. All pricing and available MBs are the same whether Corporate-Liable Active Units use the Sprint 3G Network or the
Nationwide Sprint Network. Sprint 3G Network coverage is not available everywhere and requires an EVDO-
compatible connection card. Where the Sprint 3G Network is available and an EVDO-compatible connection card is
used, Corporate-Liable Active Units will first attempt to connect to the Sprint 3G Network, and then default to the
Nationwide Sprint Network depending on coverage and network availability.
B. Sprint reserves the right to limit throughput speeds or the amount of data transferred, and to deny, terminate, modify,
disconnect or suspend wireless data Service on the Sprint 3G Network and the Nationwide Sprint Network, for
Customer’s Wireless Data Connection Devices with data usage exceeding 5 GB/month in total, or 300 MB/month
while Roaming.
C. Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Annex.
2.7 3G/4G Connection Plan
A. The 3G/4G Connection Plan provides both EVDO (using CDMA technology) and Sprint 4G data functionality in
certain coverage areas of the United States. Sprint 4G Network coverage is not available everywhere and requires a
Sprint 4G Network data-compatible connection card. Customer may contact its Sprint Account Representative or visit
www.sprint.com/coverage for current coverage areas and applicable wireless devices. This Business Plan is only
available to Customer Lines domiciled in the United States.
B. 3G/4G Connection Plan Charges
MRC NET $42.991
Additional data Roaming usage above 300 MB $0.25 per MB2
1 MRC is net of all discounts. Customer’s Service Pricing Discount is not applicable.
2 If Customer’s data usage on the Sprint 3G Network and the Nationwide Sprint Network in a given month
exceeds 300 MB while Roaming, Customer will be liable for the overage charges set forth in the table above.
(1) The 3G/4G Connection Plan includes unlimited data usage on the Sprint 4G Network, the Sprint 3G Network and
the Nationwide Sprint Network. All pricing and available MBs are the same whether Corporate-Liable Active
Units use the Sprint 4G Network, the Sprint 3G Network or the Nationwide Sprint Network. Wireless high speed
data coverage is not available everywhere and requires a wireless high speed data-compatible device. Where
the wireless high speed data network is available and a wireless high speed data-compatible device is used,
Corporate-Liable Active Units will first attempt to connect to the Sprint 4G Network, then the Sprint 3G Network,
and then will default to the Nationwide Sprint Network depending on coverage and network availability.
(2) Roaming is not available on the Sprint 4G Network at this time.
(3) Premium Services content is not available with this Business Plan.
(4) Sprint reserves the right, without notice or limitation, to limit throughput speeds or quantities or to deny,
terminate, end, modify, disconnect, or suspend wireless Service if a wireless Product engages in any of the
prohibited data uses detailed below or if Sprint, in its sole discretion, determines action is necessary to protect
the Sprint Networks or Sprint 4G Network from harm or degradation. Sprint wireless data Services are provided
solely for purposes of web surfing, sending and receiving email, photographs and other similar messaging
activities, and the non-continuous streaming of videos, downloading of files or on-line gaming. Sprint wireless
data Services may not be used: (a) to generate excessive amounts of Internet traffic through continuous,
unattended streaming, downloading or uploading of videos or other files or to operate hosting services including,
but not limited to, web, video surveillance, or gaming hosting; (b) to maintain continuous active network
connections to the Internet such as through a web camera or machine-to-machine connections that do not
involve active participation by a person; (c) to disrupt email use by others using automated or manual routines,
including, but not limited to, “auto-responders” or cancel bots or other similar routines; (d) to transmit or facilitate
any unsolicited or unauthorized advertising, telemarketing, promotional materials, “junk mail”, unsolicited
commercial or bulk email, or fax; (e) for activities adversely affecting the ability of other people or systems to use
either Sprint’s Wireless Services or other parties’ Internet-based resources, including, but not limited to, “denial
of service” (DoS) attacks against another network host or individual user; (f) for an activity that connects any
device to personal computers (including, but not limited to, laptops), or other equipment for the purpose of
transmitting wireless data over the Sprint Networks or Sprint 4G Network (unless Customer is using a plan
designated for such usage); (g) by a Wireless Data Connection Device in excess of: (i) 5 GB/month in total, (ii)
300 MB/month while Roaming, or (iii) a majority of kilobytes while Roaming; provided that Customer’s Wireless
Data Connection Devices on “unlimited” Business Plans will not be subject to the 5 GB/month data usage
limitation but are subject to the Roaming limitations; or (h) for any other reason that, in Sprint’s sole discretion,
violates Sprint’s policy of providing Service for individual use.
Contract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
(5) Unless specifically stated otherwise, wireless Products on “unlimited” Business Plans are subject to the
prohibited network uses in this section. Other Business Plan options for these types of Applications are available
by contacting Customer’s Sprint Account Representative.
(6) Certain data usage restrictions and limitations apply and are set forth in the Wireless Services Product Annex.
Contract #: BSG1009-0417
Date: October 14, 2010
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ATTACHMENT A-3
POWERSOURCE™ PHONE BUSINESS PLANS & POLICIES
1. PROVISION OF POWERSOURCE PHONE SERVICES
1.1 All terms and conditions in this Attachment apply only to PowerSource Phones, unless otherwise specified. “PowerSource
Phone” means a device which provides wireless voice and data Services over the Nationwide Sprint Network and Nextel
Direct Connect® Services over the Nextel National Network.
1.2 Pricing, service features, functionality and Business Plans vary per PowerSource Phone and may not be available in all
markets. Active Units upgrading to a PowerSource Phone may experience changes in service availability, pooling
eligibility, billing, surcharges and local calling rates. Upgrade terms and conditions or service discount policies are those
set forth in the Agreement applicable for Nextel Products and Services operating on the Nextel National Network.
1.3 PowerSource Phones cannot be used for simultaneous Nextel Direct Connect and wireless voice and data sessions.
Voice and data service is only available in coverage areas of the Nationwide Sprint Network. Sprint Spectrum L.P.
provides the voice and data Services for PowerSource Phones. Nextel Direct Connect service is only available in
coverage areas of the Nextel National Network. Any of the following entities may provide the Nextel Direct Connect
Services for PowerSource Phones depending on Customer’s billing address or the location where the Nextel Direct
Connect Services are activated:
Nextel Communications of the Mid-Atlantic, Inc.
Nextel Partners of Upstate New York, Inc.
Nextel of New York, Inc.
Nextel of California, Inc.
Nextel South Corp.
Nextel of Texas, Inc.
Nextel West Corp.
NPCR, Inc.
2. VOICE AND DATA RATE PLANS.
2.1 Customer may select from the voice and data rate plans listed in this Attachment or promotional rate plans that Sprint may
offer on a limited time basis. Unless otherwise stated in this Attachment, Business Plan pricing in this Attachment reflects
gross pricing before the application of promotions, special offers or other discounts, including any applicable volume
discount.
2.2 Sprint Business AdvantageSM Plans
A. Sprint Business Advantage Talk Plans
Business
Advantage
Talk 200
Business
Advantage
Talk 450
Business
Advantage
Talk 900
Business
Advantage
Talk 1350
Business
Advantage
Talk 2000
Business
Advantage
Talk 4000
MRC $29.99 $39.99 $59.99 $79.99 $99.99 $149.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm) Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Sprint Mobile-to-Mobile Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect® Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID & Voice Mail Included Included Included Included Included Included
(1) Roaming charges are included.
(2) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect features,
including, but not limited to, TalkgroupSM and International Direct ConnectSM, are available with certain devices
and may be subject to an additional charge.
Contract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
B. Sprint Business Advantage Messaging Plans. Sprint Business Advantage Messaging Plans include voice minutes
of use as provided in the following table:
Business
Advantage
Messaging
200
Business
Advantage
Messaging
450
Business
Advantage
Messaging
900
Business
Advantage
Messaging
1350
Business
Advantage
Messaging
2000
Business
Advantage
Messaging
4000
MRC $39.99 $49.99 $69.99 $89.99 $109.99 $159.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm)
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Sprint Mobile-to-Mobile Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect®
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID & Voice Mail Included Included Included Included Included Included
Messaging Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
(1) Roaming charges are included.
(2) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect features,
including, but not limited to, TalkgroupSM and International Direct ConnectSM, are available with certain devices
and may be subject to an additional charge.
(3) Unlimited Messaging includes text, picture, and video messages.
C. Sprint Business Advantage Messaging and Data Plans. Sprint Business Advantage Messaging and Data Plans
include voice minutes of use as provided in the following table:
Business
Advantage
Messaging
and Data
200
Business
Advantage
Messaging
and Data
450
Business
Advantage
Messaging
and Data
900
Business
Advantage
Messaging
and Data
1350
Business
Advantage
Messaging
and Data
2000
Business
Advantage
Messaging
and Data
4000
MRC $59.99 $69.99 $89.99 $109.99 $129.99 $179.99
Anytime Minutes 200 450 900 1350 2000 4000
Anytime Minutes Overage $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute $0.25/minute
Unlimited Nights & Weekends
(Nights Start at 7 pm)
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Any Mobile, AnytimeSM Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Direct Connect® and Group
Connect®
Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Pooled Anytime Minutes Included Included Included Included Included Included
Nationwide Long Distance Included Included Included Included Included Included
Caller ID & Voice Mail Included Included Included Included Included Included
Messaging Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
Data Access Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
GPS Navigation Unlimited Unlimited Unlimited Unlimited Unlimited Unlimited
(7) Any Mobile, Anytime provides unlimited minutes of use for standard voice calls directly dialed and received by
domestic wireless numbers, as determined when the call is placed by using independent third party and Sprint
databases. Any Mobile, Anytime is only available with select Sprint Business Plans and while on the Nationwide
Sprint Network or the Nextel National Network. Standard Roaming rates and restrictions apply. Calls to
voicemail, 411, 3-way calling and other indirect methods are not included. Customer may visit
sprint.com/anymobileanytime for additional information.
(8) Roaming charges are included.
(9) Direct Connect and Group Connect are available on select devices. Additional Nextel Direct Connect features,
including, but not limited to, TalkgroupSM and International Direct ConnectSM, are available with certain devices
and may be subject to an additional charge.
(10) Unlimited Messaging includes text, picture, and video messages.
Contract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
(11) Unlimited Data includes:
(a) Email - Sprint Mobile Email, Sprint Mobile Email-Work, Microsoft Direct Push technology via ActiveSync,
Versamail, or BlackBerry® Internet Service (BIS). BlackBerry Enterprise Service (BES) can be added for an
additional MRC; and
(b) Mobile Web, Music Premier, TV Premier (excludes premium channels).
Contract #: BSG1009-0417
Date: October 14, 2010
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ATTACHMENT B
WIRELESS SERVICES PRODUCT ANNEX
The following terms and conditions, together with the applicable Sprint service agreement (“Agreement”), govern Sprint’s provision
and Customer’s use of Sprint wireless Products and Services. Except where noted in this Wireless Services Product Annex
(“Annex”) or the Agreement, terms and conditions of this Annex apply to wireless Products and Services offered on the Nationwide
Sprint Network, the Sprint 3G Network, the Nextel National Network, and the Sprint 4G Network. Capitalized terms are defined in
the Definitions section at the end of this Annex if not otherwise defined in the Agreement.
1. BUSINESS PLAN FEATURES, POWERSOURCE™ DEVICES AND OPTIONS.
1.1 Wireless Voice Features.
A. General. Wireless voice Services are provided on the Sprint Networks. Wireless voice service areas and international
coverage areas may change and are accessible through www.sprint.com or by contacting Customer’s Sprint Account
Representative. Wireless voice Services are not available on the Sprint 4G Network.
B. Shared Minutes. Customer must have a minimum of 2 Corporate-Liable Active Units in a Shared Minute group. All
Corporate-Liable Active Units using the Shared Minutes option must subscribe to a Business Plan with Anytime
Minutes. Data-only Business Plans are not eligible for the Shared Minutes option. After a Corporate-Liable Active Unit
in a Shared Minute group has exhausted all Anytime Minutes in its Business Plan, the Corporate-Liable Active Unit’s
additional airtime minutes are billed at the overage rate defined in the associated Business Plan. Eligible Business
Plans are available by contacting Customer’s Sprint Account Representative.
C. Sprint Mobile-to-Mobile. “Sprint Mobile-to-Mobile” means voice calls from one Active Unit on the Nationwide Sprint
Network or Nextel National Network to another Active Unit on the Nationwide Sprint Network or Nextel National
Network. With this feature, Customer may use an unlimited number of minutes each month to make or receive calls
on the Nationwide Sprint Network or Nextel National Network between Sprint and Nextel phones. Sprint Mobile-to-
Mobile calling does not apply to calls to check voicemail, to obtain directory assistance, or placed through indirect
calling methods, and is not available when Roaming.
D. Additional Lines for Pooling. The Additional Lines for Pooling feature allows Customer to activate a Corporate-
Liable Active Unit on a Business Plan with Anytime Minutes and add up to 5 additional Corporate-Liable Active Units
(each, a “Secondary Line”) to that Business Plan. The Additional Lines for Pooling option is not available with all
voice Business Plans. Eligible Business Plans are available by contacting Customer’s Sprint Account Representative.
E. Pooled Anytime Minutes. Business Plans with pooled Anytime Minutes only pool voice minutes of use for
Corporate-Liable Active Units on the same billing account. Pooled Anytime Minutes from one Business Plan may not
pool with Anytime Minutes from a different Business Plan.
1.2 Wireless Data Features. Sprint provides wireless data solutions and Services over the Nationwide Sprint Network, the
Sprint 3G Network, and the Sprint 4G Network in certain coverage areas. Coverage areas may change and are
accessible through www.sprint.com/coverage or by contacting Customer’s Sprint Account Representative. When the
Sprint 3G Network is available and Customer uses a Sprint EVDO-compatible device with a wireless high-speed data
Business Plan, Active Units will first attempt to connect to the Sprint 3G Network, and then default to the Nationwide
Sprint Network depending on coverage and network availability. When the Sprint 4G Network is available and Customer
uses a Sprint 4G-compatible device with a Business Plan for Sprint 4G Services, Active Units will first attempt to connect
to the Sprint 4G Network, and then default to the Sprint 3G Network or Nationwide Sprint Network depending on coverage
and network availability. Access to the Sprint 3G Network or the Sprint 4G Network may require installation of separate
software depending on the Product. Wireless high-speed data throughput rates may vary depending on Customer’s
location at the time of use and other factors. Sprint also offers wireless data solutions over the Nextel National Network
for select Products.
1.3 Nextel Direct Connect® Features.
A. General. Nextel Direct Connect transmissions occur only between Active Units that are each capable of sending and
receiving Nextel Direct Connect transmissions. Nextel Direct Connect transmissions do not work simultaneously with
a voice call or with active wireless data transmissions from the same Product. Nextel Direct Connect service areas
and international coverage areas may change and are accessible through www.sprint.com or by contacting
Customer’s Sprint Account Representative. Nextel Direct Connect Services are not available when Roaming and are
not available on the Sprint 4G Network.
B. Direct Connect®. All Nextel Direct Connect Products are capable of making nationwide Direct Connect
transmissions. If Customer intentionally disables “cross fleet” functionality for Nextel Devices, then Direct Connect
service will work only with Customer’s own Nextel Devices.
C. Group Connect®. Group Connect service requires a group-capable device in order to initiate and receive Group
Connect transmissions. A subscriber with a group-capable phone may create a group with any participant, but only
those subscribers with group-capable phones will be pulled into the Group Connect transmission. Group Connect is
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Sprint Confidential and Proprietary Information
limited to 21 total participants (including the originator). Each group must consist entirely of either Nextel Devices or
Sprint Devices.
D. International Direct ConnectSM. International Direct Connect is only available for Nextel Devices subscribed to
Direct Connect service. International Direct Connect currently includes both the ability to place Nextel Direct Connect
transmissions from the United States to users outside the United States and the ability to place and receive Nextel
Direct Connect transmissions from outside the United States in select countries.
E. Direct SendSM. Direct Send lets a user send a picture or contact information to another subscriber using the Nextel
Direct Connect service. Direct Send is only available on select Nextel Devices.
F. NextMail®. NextMail allows a user to use Nextel Direct Connect minutes to record and send voice messages to any
e-mail address. NextMail is only available on Nextel Devices.
G. TalkgroupSM. Talkgroup members must be from the same calling area and be established on the same fleet.
Additionally, group members must be in their home calling area to initiate or receive Talkgroup transmissions.
Talkgroup is only available for Nextel Devices and can include up to 200 total users. Emergency Talkgroup gives the
group coordinator the ability to contact and preempt all other transmissions for group members.
H. Priority Connect®. Priority Connect allows users to preempt the use of Nextel National Network resources when
placing and receiving Nextel Direct Connect transmissions. Priority Connect is available only to qualified customers
(e.g. emergency “first responders”) on specific Business Plans using Nextel Devices.
I. Direct TalkSM. Certain Nextel Devices are capable of direct two-way radio transmissions. Direct Talk transmissions
do not use the Nextel National Network and require each user to have a Direct Talk-capable Nextel Device using the
same radio channel.
J. TeamDCSM. TeamDC allows up to 35 nationwide group members (including the group creator), all using Sprint
Devices, to participate in a Nextel Direct Connect group transmission at the same time. The TeamDC Talker Priority
feature allows the TeamDC group originator to designate priority for certain group members to interrupt other
participants during the group transmission.
K. Call Alert. Call Alert allows a Nextel Direct Connect user to send a repeating alert to notify another Nextel Direct
Connect user that the user would like to communicate. Users of Sprint Devices may send one of 20 free, pre-written
text messages with a Call Alert to provide more detail to the recipient of the Call Alert.
L. DC Permissions. DC Permissions allow a Nextel Direct Connect user to block/allow Nextel Direct Connect
transmissions from select individuals. DC Permissions also will block Group Connect transmissions if the Group
Connect transmission is initiated by a blocked user. DC Permissions will not block Group Connect or TeamDC
transmissions that have a blocked party in the group. DC Permissions is only available on Sprint Devices.
M. SMS Messaging. Nextel Direct Connect users with Sprint Devices may be prompted to send a text or voice SMS
message when a Nextel Direct Connect transmission is blocked (e.g. the other user is out of coverage, has his/her
device turned off, or is using other Services). Prompted SMS Messaging is only available for Nextel Direct Connect
transmissions between two Sprint Devices when the recipient uses a single number for voice calls and Nextel Direct
Connect service. Sprint charges for these SMS messages consistent with Customer’s Business Plan.
1.4 PowerSourceTM Devices. PowerSource devices provide wireless voice and data Services over the Nationwide Sprint
Network and Sprint 3G Network, and Nextel Direct Connect transmissions over the Nextel National Network. Voice and
data service is only available in coverage areas of the Nationwide Sprint Network or Sprint 3G Network. Nextel Direct
Connect service is only available in coverage areas of the Nextel National Network. Service features, functionality and
plans vary by PowerSource device and may not be available in all markets. Active Units upgrading to a PowerSource
device may experience changes in service availability, pooling eligibility, billing, surcharges and local calling rates.
1.5 Roaming. Business Plans that include Roaming (“Roaming Included Plans”) are not available with single-band phones or
to users who reside or whose primary use is outside an area covered by the Nationwide Sprint Network. Sprint may limit
or terminate Service if a Corporate-Liable Active Unit user moves outside of the area covered by the Nationwide Sprint
Network. Sprint may, without notice, deny, terminate, modify, disconnect or suspend Service to a Corporate-Liable Active
Unit if Roaming in a given month exceeds: (1) voice: 800 minutes or a majority of minutes, or (2) data: 300 megabytes or
a majority of kilobytes. International calling, including in Canada, Mexico, and Guam, is not included in Roaming Included
Plans. Wireless data Services and certain calling features (voicemail, caller ID, call waiting, etc.) may not be available
while Roaming. Roaming areas may change and Roaming may not be available everywhere; visit
www.sprint.com/coverage for details. Roaming is not available on the Nextel National Network or on the Sprint 4G
Network.
1.6 Modification. Sprint may modify terms and features of a wireless Business Plan with written notice to Customer.
2. CHARGES, FEES AND CREDITS.
2.1 Monthly Recurring Charges. Sprint will bill Customer for Wireless Services based on the MRC for the selected Business
Plan. Customer will incur overage charges if the minutes or megabytes used exceed the minutes or megabytes allowed
under the selected Business Plan. Notwithstanding the foregoing, if Customer purchases Sprint 4G Services on a non-
Contract #: BSG1009-0417
Date: October 14, 2010
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Sprint Confidential and Proprietary Information
recurring charge basis (i.e., Customer pays a one time charge for use of Sprint 4G Services for a limited time), Customer
will be subject to the terms and conditions provided to Customer at the time of purchase.
2.2 Usage Charges.
A. Wireless Voice Usage.
(1) General. Outgoing call usage is calculated from the time Customer initiates contact with the Sprint Networks until
the connection to the Sprint Network is broken or dropped, whether or not the actual connection to the intended
recipient of the call is successful. There is no call usage for outgoing voice calls that reach a busy signal, a
disconnected number or that ring continuously without making connection to the Sprint Networks. Incoming call
usage is calculated from the time Customer’s device connects to the Sprint Networks (which is just before the
device starts ringing) until the connection to the Sprint Networks is broken or dropped. There is no call usage for
incoming voice calls that Customer does not answer or that enter Customer’s voicemail. For each successful
call, Customer will be charged a minimum of 1 minute of airtime. After the first minute, airtime charges are
rounded-up to the next second or next minute, as specified in the respective Business Plan. On calls that cross
time periods (e.g., Anytime Minutes versus Nights and Weekends), minutes are deducted or charged based on
the call start time.
(2) Long Distance/Special Services. Customer may incur long distance charges (including international calling) or
other charges for calls to 800, 866, 877, 888 and other toll-free numbers on Business Plans that do not include
long distance. Customer also may incur charges for special Services such as directory assistance, operator-
assisted calls or call-forwarding, depending on Customer’s Business Plan.
(3) Mobile Termination Charges. Sprint may impose on Customer charges or surcharges for terminating a call to
other wireless carriers, such as international mobile termination charges. The amount of the charges and
surcharges imposed may vary.
B. Wireless Data Usage.
(1) General. Data usage is calculated from the time Customer’s device makes contact with the Sprint Networks or
Sprint 4G Network until the respective network connection is broken or dropped, whether or not the transmission
of data is successful. Data usage may occur on any device capable of data transmission, including handheld
devices and devices attached to or embedded in computers and includes sending and receiving e-mail, browsing
the Internet, accessing certain Applications, all complete, partial or interrupted uploads or downloads and re-sent
data, and unsuccessful attempts to reach websites and other Applications and Services, including those resulting
from dropped network connections. Data usage is rounded up to the next whole kilobyte. Rounding occurs at the
end of each separate session or each clock hour (at the top of each hour) if the session spans more than 1 clock
hour. Rounding of data usage charges occurs at the end of each billing period and the total kilobyte charges are
rounded up to the next cent. Customer’s invoice will not separately identify the number of kilobytes attributable to
Customer’s use of specific sites, sessions or Services used. When traveling within the Sprint Networks, a data
session may end when moving between coverage areas and a new data session initiated, although no
interruption to the actual data session will occur. When traveling between the Sprint Networks and the Sprint 4G
Network, a data session will end and a new data session will be initiated. Circuit-switched, modem-to-modem
data calls are treated as voice calls and use Anytime Minutes on the associated Business Plan (or are billed at
casual voice rates) in lieu of using kilobytes for data usage. Circuit-switched, modem-to-modem data calls are
not available on the Sprint 4G Network.
(2) Text and Numeric Messaging. Unless Customer has purchased a quantity of messages at a fixed MRC, Sprint
will charge Customer on a per message basis for text and numeric messaging. Sprint will charge Customer the
per message rate for each message that exceeds Customer’s purchased quantity and for all text and numeric
messages while Roaming internationally. Text and numeric messaging are not available on the Sprint 4G
Network.
(3) Premium Services Charges. Access to, and downloading of, Premium Services is not included in the pricing in
the Agreement. Charges for Premium Services will be specified at the time of access or will be available at
www.sprint.com. Data usage charges also apply to, and are separate from, charges for Premium Services. Even
if Customer’s Business Plan includes unlimited megabytes of data, Customer must still pay all charges
associated with access or use of Premium Services. Customer may block Corporate-Liable Active Units from, or
otherwise disable them from using, Premium Services provided by third-party content providers.
C. Nextel Direct Connect Usage.
(1) Nextel Direct Connect Transmissions.
(a) A Nextel Direct Connect transmission begins approximately when Customer presses the button to initiate a
transmission and ends approximately 6 seconds after completion of a communication (i.e., when Customer
or another participant releases the button) to which no participant responds within 6 seconds. If a participant
responds within 6 seconds, the response is calculated as part of the initial transmission. Customer initiates a
new transmission if Customer responds more than 6 seconds after another participant completes a
communication. Airtime charges apply for the entire period of time the transmission is connected to the
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Sprint Networks. Sprint will charge a minimum of 6 seconds for all Nextel Direct Connect transmissions.
After 6 seconds, Nextel Direct Connect airtime on a Nextel Device is rounded up to the next second for each
transmission.
(b) Airtime charges for Nextel Direct Connect transmissions are charged to the party that initiates the
transmission and are calculated by multiplying the duration of the transmission (as calculated above) by the
applicable rate and the number of participants.
(c) For Nextel Devices, Direct Connect, International Direct Connect, Group Connect Talkgroup, NextMail, and
Direct Send minutes of use are deducted from the Direct Connect minutes included in Customer’s Business
Plan and will also incur separate surcharges if the add-on is not included in Customer’s Business Plan.
Customer will incur overage charges if the minutes used exceed the minutes allowed under the Business
Plan.
(2) Nextel Direct Connect Call Alert Transmissions. Sprint does not charge for sending or receiving Call Alerts. A
user will initiate a new push-to-talk transmission by responding to a Call Alert, even if responding within 6
seconds of receiving the alert.
D. Roaming Charges. Voice calls made while off the Nationwide Sprint Network incur separate Roaming charges in
addition to minutes of usage, unless Roaming is included in Customer’s Sprint Business Plan. Domestic Roaming
voice rates may be set out in Customer’s pricing attachment. Domestic Roaming for data is included in Sprint
Business Plans. International Roaming rates for voice and data will vary and are accessible through
www.sprint.com/international or by contacting Customer’s Sprint Account Representative. There may be delays in
invoicing Roaming charges due to the practices of the Roaming service provider.
2.3 Upgrade Charges. If Customer changes an Active Unit device to another device using Wireless Services, Sprint may
charge Customer an upgrade charge per Active Unit changed.
2.4 Reactivation Fee. If Sprint terminates Service to a Corporate-Liable Active Unit as permitted under the Agreement or
requested by Customer, Sprint may require payment of any outstanding account balance before Sprint reactivates Service
to the affected Active Unit and Sprint may charge Customer a reactivation charge.
2.5 Credits for Redialed Calls. Sprint will provide Customer with an airtime credit of at least 1 minute for a call on a
Corporate-Liable Active Unit that is: (a) placed while in an area covered by the Sprint Networks, (b) disconnected due to
limitations of the Sprint Networks, and (c) redialed within 1 minute of disconnection. Customer must contact Sprint
Customer Care within 24 hours of the disconnection and request credit for the call.
3. BILLING AND AFFILIATES
3.1 Invoicing. Unused Business Plan minutes and megabytes do not carry forward. In certain instances (e.g., Roaming
charges), Sprint may invoice Customer for usage that occurred during a prior invoicing cycle, if not previously invoiced to
Customer. When Sprint invoices for usage incurred during a prior invoicing cycle, those minutes count against minutes in
the current invoicing cycle. Wireless Services billed according to a monthly flat rate may not include itemization. Sprint
may bill Customer on behalf of third party providers of Applications that Customer accesses through wireless Products.
Customer is responsible for all charges for wireless Products and Services associated with each Corporate-Liable Active
Unit. For single payments to be applied across multiple account numbers, Customer must identify with its payment the
specific amounts paid for each account number.
3.2 Account Changes. Customer-requested changes to Business Plans or Wireless Service options may not be effective
until the following bill cycle. For Customer-initiated Wireless Service cancellations, Sprint will bill Customer for the entire
month in which Wireless Service was cancelled. When Customer changes Business Plans during a bill cycle, minutes and
megabytes will be charged under the Business Plan in effect at the time the usage was incurred.
3.3 Customer Affiliates. If Sprint and Customer agree to permit Customer’s Affiliates to purchase wireless Products and
Services under the Agreement, Customer will be responsible, financially and otherwise, for the Affiliate’s purchases,
unless the Agreement says otherwise.
4. PROVISIONING AND RETURNS.
4.1 Nonconforming Products. Customer must return nonconforming wireless Products within 30 days of receipt or Customer will
be deemed to have accepted the Products. Customer may reject wireless Products or shipments that are visibly damaged or
defective. Sprint will pay all reasonable ground transportation freight charges associated with returns under this
Nonconforming Products Section.
4.2 Returns. New and undamaged wireless Products may be returned to Sprint at Customer’s expense within 30 days after the
date the Product is activated or, if the Product has not been activated, within 30 days after the date the Product is purchased.
Customer is allowed one discretionary exchange or return for each new Product purchased; provided that Customer may not
use the one discretionary exchange to change the color of a Product if the Product has been activated. Within 30 days of
activation, Customer must: (A) contact its Sprint Account Representative or call Sprint Sales Support at 866-789-8292 for
return instructions; (B) return the complete, undamaged Product, including all accessories, hardware, materials and package
inserts that came with the wireless Product in the original Product packaging, with the original proof of purchase to the location
provided by Customer’s Sprint Account Representative or Sprint Sales Support; and (C) if Customer wishes to discontinue
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Service for the Product, request that Sprint deactivate Service. Sprint may change the return policy from time to time without
notice. Upon Sprint's receipt of the returned wireless Product, Sprint will credit Customer’s account for a full refund of the
original Product purchase price and activation fee. For returns of wireless Products that are upgrades of an existing Customer
Line, Customer will be responsible for all actual usage charges (including any related taxes, fees and surcharges) and Sprint
may charge a $35 restocking fee unless otherwise prohibited. For returns of wireless Products that are activated as new
Customer Lines, Customer will be responsible for the following usage charges and any related taxes, fees and surcharges:
(A) per minute/text/kilobyte usage charges (1) not included in Customer’s voice or data plan, or (2) incurred after Customer
exceeds Customer’s Anytime Minute, text or data allowance; (B) premium content such as digital downloads, songs, games,
applications, etc; (C) 3rd party billing; and (D) international charges. If Customer purchased a Product through a Sprint
authorized dealer, additional dealer fees may apply.
5. INSURANCE. Customer may purchase insurance to protect against loss, theft or damage involving Customer’s wireless Products.
Coverage may not be available for all wireless Products and may involve a per claim deductible. Enhanced warranty coverage is
available on some wireless Products. Insurance is provided by third party insurers and not by Sprint. If Customer selects coverage,
Sprint will charge Customer a monthly premium per covered wireless Product, and Sprint will remit the premiums to the third party
insurer on Customer’s behalf. Insurance is not subject to any discounts. Claims must be submitted directly to the third party insurer.
Terms of insurance coverage are available at the point of sale or in subsequent communications.
6. WIRELESS PRODUCTS AND SERVICES POLICIES.
6.1 Lost or Stolen Wireless Product Policy. If Customer’s wireless Product is lost or stolen, Customer must notify Sprint
Customer Care promptly to deactivate the Product. Customer is responsible for all Wireless Service charges associated
with the Product before Customer notifies Sprint of the loss or theft. Sprint may require that Customer provide evidence of
the loss or theft (e.g., a police report or affidavit). If the wireless Product is later found, Sprint may require Customer to
exchange the wireless Product for another wireless Product before reactivating Wireless Service and, in such cases,
Sprint will provide a replacement wireless Product of similar quality at Sprint’s expense.
6.2 Fraud Policy. Customer will notify Sprint’s Customer Care department immediately of any suspected fraudulent use of
wireless Products or Services. Customer will cooperate with Sprint in the investigation of the incident. Sprint will attempt to
contact Customer before interrupting Wireless Services in the case of suspected fraud.
6.3 Location Based Services. If Customer downloads or accesses Location Based Services through Sprint wireless
Products and Services, Customer agrees that the Location Based Service provider may access, use and disclose as
necessary the geographic location of Customer’s Product(s) pursuant to the terms of the Location Based Service
purchased by Customer. Customer must clearly, conspicuously and regularly notify all of its Employees using Corporate-
Liable Active Units upon which Customer has enabled Location Based Services that end-user location information may be
accessed, used or disclosed in connection with the Location Based Service. CUSTOMER WILL RELEASE SPRINT
FROM ANY AND ALL THIRD PARTY CLAIMS, LOSSES, EXPENSES, DEMANDS, ACTIONS OR CAUSES OF
ACTION ARISING OUT OF CUSTOMER’S USE OF LOCATION BASED SERVICES AND CUSTOMER’S FAILURE TO
NOTIFY CORPORATE-LIABLE USERS OF CUSTOMER’S ELECTION TO USE ANY LOCATION BASED SERVICE
OR LOCATION INFORMATION ON CORPORATE-LIABLE ACTIVE UNITS. Location Based Services are not available
on the Sprint 4G Network
6.4 Premium Services Policies. In certain instances, subject to the terms of the content purchased, Sprint may delete
Premium and non-Premium items downloaded to storage areas controlled by Sprint, including any pictures, games and
other content. Sprint may impose a dollar or other limit on Customer’s use of Premium Services in a specific timeframe
(month, week, day, or other time period) based on Customer’s credit.
6.5 Business Plans and Features. Certain wireless Products require specific Business Plans for operation on the Sprint
Networks or the Sprint 4G Network. Certain Business Plan features may not be available on all wireless Products. More
information is available by contacting Customer’s Sprint Account Representative.
7. WIRELESS SERVICE LIMITATIONS.
7.1 Telephone Numbers and Portability. Sprint may change the telephone number assigned to each Corporate-Liable
Active Unit with reasonable prior notice for commercial reasons, such as fraud prevention, regulatory requirements and
area code changes. Customer does not have any right of possession or title to any number, e-mail address or other
identifier Sprint may assign to Customer’s wireless Products or accounts. Customer may not modify, change or transfer
any of these identifiers except as Sprint allows or as allowed for by law. Sprint will comply with any FCC-issued
regulations that require Sprint to allow Customer to “port” or transfer its assigned telephone numbers upon switching
wireless service to another carrier. Before a telephone number previously used with another carrier can be used on the
Sprint Networks, Customer must provide information about the account with the other carrier, such as the account
number, social security number or tax identification number, telephone number, 5 digit zip code and password, if
applicable, and purchase wireless Products from Sprint. Until the port from the previous carrier is successful, the Sprint
wireless Product will only be able to call 911 and Sprint Customer Care. Once the port is completed, Customer’s old
device will no longer work. However, due to system limitations and issues outside Sprint’s control, some requests
to port a telephone number from another carrier to Sprint, or from Sprint to another carrier, may not be
successful. If a transfer to Sprint is not successful, Customer may return any Sprint wireless Products within the return
period to receive a credit, and Customer will lose or repay to Sprint any discounts or service credits provided with a
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returned Sprint wireless Product or cancelled Nextel Service or Sprint Service. If Customer transfers a number to another
carrier before the end of any minimum term commitment, Customer may be subject to early termination fees.
7.2 TTY Access. TTY-capable wireless Products (also known as TDD or Text Telephone) may not function effectively when
attempting 911 calls due to the limitations of the answering agency. A TTY-capable wireless device should not be relied
on for 911 calls.
7.3 Pay-Per-Call Services. Sprint will not complete calls from any wireless Product to 900, 976 and similar numbers for pay-
per-call services.
7.4 International Call Blocking. Sprint will block international calling capability unless Customer expressly requests such
capability for a Corporate-Liable Active Unit.
7.5 Caller ID. Caller identification information may not be available for all incoming calls.
7.6 911 or Other Emergency Calls. For 911 calls, an emergency responder’s ability to locate Customer through wireless
Products and Services may be affected by various factors, including but not limited to, the type of wireless Product used,
lack of a GPS-enabled device, geography or other factors such as the porting process. In some areas and depending on
the equipment deployed by the local public safety answering point (“PSAP”), 911 calls may be routed to a state patrol
dispatcher instead of the local PSAP. Sprint is not liable for failures or delays in connecting to the appropriate emergency
services provider. Enhanced 911 (“E911”) service that is compatible with FCC technical requirements is not available in all
areas due to PSAP equipment capabilities. Customer consents to Sprint’s disclosure of Customer information to
governmental and public safety authorities in response to emergencies. This information may include, but is not limited to,
Customer’s name, address, number, and the location of the user of the Service at the time of call.
7.7 Use of Sprint Wireless Data Services. For devices that allow multiple users to share one connection and subscription,
the wireless performance may degrade as more users are added to the single device. Use of Sprint wireless data
Services is subject to any storage, memory or other Product limitation. Network speeds (including, but not limited to, data
delivery and latency rates) are estimates based on averages. Actual performance may vary, and no minimum speed is
guaranteed. Wireless data Services may not be available when Roaming and are not currently available in certain
portions of select market areas within the Sprint Networks. Customer acknowledges that use of certain wireless data
Services, including some messaging services, may result in the disclosure to third parties of the user’s email address and
other information in connection with the user’s Internet usage. As a result, Customer may receive advertising, warnings,
alerts and other messages, including broadcast messages.
7.8 Prohibited Network Uses.
A. General. Sprint reserves the right, without notice or limitation, to limit throughput speeds or quantities or to deny,
terminate, end, modify, disconnect, or suspend wireless Service if a wireless Product engages in any of the prohibited
voice or data uses detailed below or if Sprint, in its sole discretion, determines action is necessary to protect the
Sprint Networks or Sprint 4G Network from harm or degradation.
(1) Examples of Prohibited Voice Uses. Sprint wireless voice Services are provided solely for live dialogue
between, and initiated by, individuals. Sprint wireless voice Services may not be used for any other purposes,
including but not limited to: monitoring services, transmission of broadcasts, transmission of recorded material,
telemarketing, autodialed calls, or other connections that do not consist of uninterrupted live dialogue between
individuals.
(2) Examples of Prohibited Data Uses. Sprint wireless data Services are provided solely for purposes of web
surfing, sending and receiving email, photographs and other similar messaging activities, and the non-continuous
streaming of videos, downloading of files or on-line gaming. Sprint wireless data Services may not be used: (a) to
generate excessive amounts of Internet traffic through continuous, unattended streaming, downloading or
uploading of videos or other files or to operate hosting services including, but not limited to, web, video
surveillance, or gaming hosting; (b) to maintain continuous active network connections to the Internet such as
through a web camera or machine-to-machine connections that do not involve active participation by a person;
(c) to disrupt email use by others using automated or manual routines, including, but not limited to, “auto-
responders” or cancel bots or other similar routines; (d) to transmit or facilitate any unsolicited or unauthorized
advertising, telemarketing, promotional materials, “junk mail”, unsolicited commercial or bulk email, or fax; (e) for
activities adversely affecting the ability of other people or systems to use either Sprint’s Wireless Services or
other parties’ Internet-based resources, including, but not limited to, “denial of service” (DoS) attacks against
another network host or individual user; (f) for an activity that connects any device to personal computers
(including, but not limited to, laptops), or other equipment for the purpose of transmitting wireless data over the
Sprint Networks or Sprint 4G Network (unless Customer is using a plan designated for such usage); (g) by a
Wireless Data Connection Device in excess of: (i) 5 GB/month in total, (ii) 300 MB/month while Roaming, or (iii)
a majority of kilobytes while Roaming; provided that Customer’s Wireless Data Connection Devices on
“unlimited” Business Plans will not be subject to the 5 GB/month data usage limitation but are subject to the
Roaming limitations; or (h) for any other reason that, in Sprint’s sole discretion, violates Sprint’s policy of
providing Service for individual use.
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B. Unlimited Use Plans. Unless specifically stated otherwise, wireless Products on “unlimited” Business Plans are
subject to the Prohibited Network Uses in this section. Other Business Plan options for these types of Applications are
available by contacting Customer’s Sprint Account Representative.
7.9 Compatibility of Wireless Products and Services. Wireless Products may not be compatible with services provided by
other wireless carriers, except for services provided over Sprint Service Provider Affiliate networks or in connection with
Roaming agreements. Sprint phones have a software programming lock that protects certain of the handset's operating
parameters against unauthorized reprogramming. Information and eligibility requirements for obtaining the software
program lock code for Customer’s Sprint phones are available at www.sprint.com or by calling 1-888-211-4727. Sprint
does not guarantee current or future compatibility of wireless Products or Services with third party products or
Applications. Apparent compatibility or notice from Sprint of compatibility is not a Sprint endorsement of a third party
product or Application. Unless otherwise stated in the Agreement, Sprint may, in its sole discretion and at any time,
disable or discontinue use of any third party product or Application with the wireless Products or Services.
8. DEFINITIONS.
8.1 “Active Unit” or “Line” means an active piece of wireless Product.
8.2 “Anytime Minutes” means the voice minutes of use that are available in a Business Plan that may be used at anytime
other than during Nights and Weekends.
8.3 “Applications” include email, and data, information and other wireless Internet services.
8.4 “Business Plans” means Sprint and Nextel wireless service plans for business customers. Certain Business Plan
options are priced in the Agreement or Customer may select from any other available Business Plans, subject to the
terms and pricing of that Business Plan.
8.5 “Corporate-Liable Active Unit” or “Customer Line” means an Active Unit (a) activated by Customer for Customer’s
end use, (b) enrolled in a Business Plan, and (c) for which Customer is financially liable.
8.6 “Domestic Roaming” means Roaming on networks within the United States, Puerto Rico and U.S. Virgin Islands where
Sprint has a roaming relationship with the carrier.
8.7 “Employee” means a person in the service of Customer and from whom Customer withholds FICA (Federal Insurance
Contributions Act) contributions from such person’s gross pay.
8.8 “Individual-Liable Active Unit” or “Employee Line” means an Active Unit activated by an Employee and for which the
Employee is financially responsible.
8.9 “Location Based Service” means any Service or Application that uses, accesses, tracks or discloses the location of an
Active Unit.
8.10 “MRC” means monthly recurring charge.
8.11 “Nationwide Sprint Network” means the Sprint-owned or controlled CDMA/1xrtt wireless network, including network
owned or controlled by Sprint Service Provider Affiliates, used by Sprint to provide Sprint Services.
8.12 “Nextel Device” means a Product that uses the Nextel National Network for Nextel Direct Connect service, including a
PowerSource device.
8.13 “Nextel National Network” means the Sprint-owned or controlled iDEN wireless network, including network owned or
controlled by Nextel affiliates or partners, used by Sprint to provide Nextel Services.
8.14 “Nextel Services” means wireless Services provided by Sprint on the Nextel National Network using iDEN technology.
8.15 “Nights and Weekends” means Monday through Thursday 9:00 p.m. to 7:00 a.m. and Friday 9:00 p.m. to Monday 7:00
a.m., unless either the Nights and Weekends at 6pm option or Nights and Weekends at 7pm option is selected. “Nights
and Weekends at 6pm” means Monday through Thursday 6:00 p.m. to 7:00 a.m. and Friday 6:00 p.m. to Monday 7:00
a.m. “Nights and Weekends at 7pm” means Monday through Thursday 7:00 p.m. to 7:00 a.m. and Friday 7:00 p.m. to
Monday 7:00 a.m. The time used to determine Nights and Weekends eligibility is the local time where the wireless
Product is located when an inbound or outbound call originates.
8.16 “Premium Services” means downloads and Applications, such as games, ringers and screen savers, available through
wireless data Services that are above and beyond basic data usage.
8.17 “Roaming” means voice or data service provided on another wireless carrier's network through agreements established
by Sprint.
8.18 “Sprint 4G Network” means the wideband OFDM technology, including WiMax, that Sprint owns or resells, including
network components owned or controlled by Sprint Affiliates or partners.
8.19 “Sprint 4G Services” means functionality provided by Sprint that either provides data transport on the Sprint 4G Network
or allows for the use of Applications related to the Sprint 4G Network.
8.20 “Sprint Device” means a Product that uses the Sprint 3G Network for Nextel Direct Connect service.
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8.21 “Sprint 3G Network” means the Sprint-owned or controlled CDMA/EV-DO wireless network, including network owned or
controlled by Sprint Service Provider Affiliates, used by Sprint to provide Sprint Services.
8.22 “Sprint Networks” includes the Nationwide Sprint Network, the Sprint 3G Network, and the Nextel National Network.
8.23 “Sprint Service Provider Affiliate” means an entity that has entered into an arrangement with Sprint to construct
wireless network coverage, perform operational functions in defined geographic areas, and provide mobile wireless
telecommunications products and services under the “Sprint” service marks or any other service marks subsequently
used by Sprint. “Sprint Service Provider Affiliate Market” means the regions of the United States covered by Sprint
Service Provider Affiliates.
8.24 “Sprint Services” means wireless Services provided by Sprint and authorized Sprint Service Provider Affiliates on the
Nationwide Sprint Network or Sprint 3G Network using CDMA technology.
8.25 “Wireless Data Connection Device” means a mobile broadband card, USB modem, embedded modem, or a phone
subscribed to a phone as modem Business Plan.
8.26 “Wireless Services” includes Nextel Services, Sprint Services, and Sprint 4G Services.