DIRECTV EQUIPMENT LEASE AGREEMENT

Thank you for choosing DIRECTV®! This Equipment Lease Agreement ("Equipment Agreement") has important terms and conditions regarding your monthly equipment lease and other fees. By "Leased Equipment," we mean the DIRECTV Receiver(s) (including the Genie 2™), Genie® Mini(s), access card(s) and/or remote control(s) that DIRECTV provides in connection with delivering digital satellite entertainment programming and services (referred to collectively as ""DIRECTV Service") to residents in the United States. The Leased Equipment does not include the receiving antenna dish, mounting hardware, and/or cabling or any other equipment that you own and use as part of your DIRECTV Service ("Receiving Equipment"). The Receiving Equipment items are your fixtures.

You received the DIRECTV Residential Customer Agreement ("Customer Agreement") with your Order Confirmation and the Customer Agreement is available online at www.att.com/DTVCustomerAgreement. The Customer Agreement, together with this Equipment Agreement, and the Landlord Approval Form (as applicable), and any other lease, activation, programming or service commitment agreement that you entered into in connection with your DIRECTV Service, comprise the terms of your DIRECTV Service agreement with DIRECTV. You accept this Equipment Agreement by doing any of the following: (i) providing your written or electronic signature or acknowledgment; (ii) activating DIRECTV Service; (iii) paying for DIRECTV Service; or (iv) using DIRECTV Service after making a change or addition that would require another Equipment Agreement.

You understand and agree that you did not buy the Leased Equipment, do not own the Leased Equipment and must return the Leased Equipment as explained in Part Two of this Equipment Agreement. You have no right to sell, give away, transfer, pledge, mortgage, alter or tamper with the Leased Equipment.

Part One of this Equipment Agreement applies only to new customers and to our existing customers who (i) decide to upgrade or add an additional DIRECTV Receiver(s) or Genie Mini(s) to their account; (ii) have completed their original programming term and swap like-for-like DIRECTV Receiver(s)/Genie Mini(s) (e.g., standard definition for standard definition, HD for HD) at no cost; or (iii) move their existing DIRECTV Service to a new address ("Movers Customers"). If you received this Equipment Agreement in connection with replacing like-for-like DIRECTV Receiver(s)/Genie Mini(s) because of a defect, you are still bound by the Programming Commitment and Early Termination Fee provisions of your original Equipment Agreement, as well as Part Two below, which applies to all customers. If you accepted an offer that does not require a Programming Commitment, you are bound by Part Two only.

PART ONE:

PROGRAMMING COMMITMENT.

Do I have a Programming Commitment? To keep costs down for you, we provide, as needed, equipment and standard installation at no upfront cost or at reduced cost. In exchange, we ask you to remain a customer for either 12 or 24 months. Specifically, you agree that, within 30 days of getting the Leased Equipment (either provided to you or installed professionally), you will activate your DIRECTV Receiver(s)/Genie Mini(s) and subscribe to a base level of programming, valued at $29.99/mo. or more, which may consist of a DIRECTV base programming package (English or Spanish language) OR a qualifying international language a la carte service bundled with either BASIC CHOICE™ or PREFERRED CHOICE™. At the end of your Programming Commitment, your DIRECTV Service will continue on a month-to-month basis.

TERM OF COMMITMENT.

What is the term of my Programming Commitment? You agree to continuously maintain the minimum level of programming (as described above) with us as follows:

12 months for existing customers who elect to have new or upgraded Leased Equipment shipped to them.
24 months for all new customers, existing customers, and Movers Customers who upgrade to Leased Equipment that involves professional installation.

Movers Customers - If you are moving your existing Leased Equipment and not adding any new or upgraded equipment and your current Programming Commitment is less than 12 months, you are agreeing to a new 12 month Programming Commitment. If your current Programming Commitment has more than 12 months remaining, you will remain on the longer Programming Commitment.

THIS AGREEMENT TO MAINTAIN PROGRAMMING IS SEPARATE AND DIFFERENT FROM ANY OTHER YOU MAY HAVE MADE WITH DIRECTV AND IS FULLY ENFORCEABLE UNDER THESE TERMS.

EARLY TERMINATION FEE ("ETF").

May I cancel my DIRECTV Service? Yes, you may cancel your DIRECTV Service at any time. If you cancel after DIRECTV Service activation, but before you have completed the required Programming Commitment, you will be charged an ETF. We reserve the right to charge any ETFs to the credit or debit card you have on file with us. There is no ETF if you decide to cancel your DVR DIRECTV Service or HD Access as long as you maintain the base level of programming. However, upon cancellation of DVR DIRECTV Service and/or HD Access, you are required to return the Leased Equipment used in connection with these DIRECTV Services to DIRECTV, as described in Part Two below.

New customers: The maximum ETF is $480 for new customers, prorated at $20 per month over 24 months. So, a new customer who cancels DIRECTV Service after 14 months would be charged an ETF of $200 (24-month term minus 14 months = 10 months remaining x $20 per month).

Existing customers (excluding Movers Customers): If your upgraded or new Leased Equipment was shipped to you, your ETF would be $120 prorated at $10 per month for 12 months. If your upgraded or new Leased Equipment involves professional installation at your existing DIRECTV Service address, the ETF would be $240, prorated at $10 per month for 24 months.

Movers Customers: The maximum ETF is $480 for Movers Customers, prorated at $20 per month over 24 months. So, a Movers Customer who cancels DIRECTV Service after 14 months would be charged an ETF of $200 (24-month term minus 14 months = 10 months remaining x $20 per month).

PART TWO:

MONTHLY FEES FOR DIRECTV RECEIVERS, GENIE MINIS AND/OR DIRECTV READY TVs/DEVICES.

Do I have to pay monthly TV Access Fees? Unless included as part of your base package or promotional offer, there is a TV Access Fee of $7/mo. for each DIRECTV Receiver, each Genie Mini and each DIRECTV Ready TV/Device (as applicable) on your account. Each TV Access fee represents either a lease fee for lease of a DIRECTV Receiver or Genie Mini, or a service fee for mirroring DIRECTV Service to a DIRECTV Ready TV/Device/Receiver. All TV Access Fees are subject to change at any time.

LEASED EQUIPMENT RETURN, NON-RETURN FEES.

What happens when I stop being a customer? Unless we instruct you in writing not to return your Leased Equipment, Leased Equipment must be returned in good working order, normal wear and tear excepted. If we haven't received your Leased Equipment within 21 days of termination of your DIRECTV Service, or if the Leased Equipment is returned in damaged condition, we will charge you $45 for each standard DIRECTV Receiver, each HD DIRECTV Receiver and each Genie Mini, and $135 for each DVR, HD DVR, Genie® HD DVR and/or Genie 2 DIRECTV Receiver, so please attend to your Leased Equipment return promptly. We reserve the right to charge these fees to the credit or debit card you have on file with us. If you are leasing a DVR, HD or HD DVR DIRECTV Receiver (collectively, "Advanced Equipment") and decide to terminate HD Access and/or any Advanced Equipment related DIRECTV Service, as applicable, you agree to return that Advanced Equipment (and it will be replaced with standard DIRECTV Receiver(s) if you are not terminating your DIRECTV Service), in accordance with this paragraph, or we will charge you the fees stated in this paragraph. Visit directv.com/legal or call 800.288.2020 for details.

WARRANTY DISCLAIMER AND LIMITATION OF DAMAGES.

You are responsible for loss of, damage to, and the entire cost of any necessary service or repair of any Leased Equipment that is attributable to your improper installation, misuse or abuse of the Leased Equipment, as determined by DIRECTV. We also reserve the right to charge reasonable shipping and handling fees in connection with replacement of any Leased Equipment, other than Leased Equipment that requires replacement within 90 days of its initial activation. EXCEPT AS PROVIDED HEREIN, WE MAKE NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, REGARDING ANY DIRECTV SERVICE OR LEASED EQUIPMENT OR RECEIVING EQUIPMENT, WHICH IS PROVIDED TO YOU AS IS AND WITH ALL FAULTS. ALL SUCH WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE EXPRESSLY EXCLUDED. YOU BEAR THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE RECEIVING EQUIPMENT. DIRECTV SHALL NOT BE RESPONSIBLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO DIRECTV SERVICE, LEASED EQUIPMENT OR RECEIVING EQUIPMENT. Some states or jurisdictions do not allow the exclusion or limitation of consequential or other damages, so the limitation in the immediately preceding sentence may not fully apply to you.

CUSTOMER SERVICE.

In the event of any problems with your DIRECTV Service, please contact DIRECTV at 800.288.2020.

ARBITRATION.

You and DIRECTV agree that you and DIRECTV will resolve any dispute under this Equipment Agreement, the Customer Agreement, or, relating to your DIRECTV Service through binding arbitration, as fully set forth in the Customer Agreement.

AUTOMATIC PAYMENT REAUTHORIZATION.

If you enrolled in Auto Bill Pay when signing up for DIRECTV Service over the phone, online, or through a retailer, by signing below, you confirm and reauthorize automatic payments for your DIRECTV Service from the credit or debit card or bank account that you provided.

BY SIGNING, I AUTHORIZE AND AGREE THAT DIRECTV MAY, AT ITS SOLE OPTION, CHARGE THE FEES DESCRIBED HEREIN. I REPRESENT AND WARRANT THAT I AM EIGHTEEN (18) YEARS OR OLDER (NINETEEN (19) IN ALABAMA AND NEBRASKA; TWENTY-ONE (21) IN MISSISSIPPI) AND I HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT AND THAT ALL INFORMATION SUPPLIED BY OR ABOUT ME (AND IF I AM ACCEPTING THIS AGREEMENT ON BEHALF OF AN ACCOUNT HOLDER, BY OR ABOUT EACH ACCOUNT HOLDER) IS ACCURATE. I AGREE TO THE ABOVE TERMS AND CONDITIONS.

Customer Signature _______________________ Print Name________________________________

Date_______________________

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