AT&T MOBILE BUSINESS AGREEMENT

AT&T MOBILE BUSINESS AGREEMENT
Version 11-C

This AT&T Mobile Business Agreement ("AMB") between Customer and AT&T Mobility National Accounts LLC ("AT&T"), on behalf of itself and as agent for the Carriers, consists of (a) the AT&T Mobile Business Program Description set forth below (the "Program Description"), (b) the General Terms and Conditions in effect on the Effective Date and found at the Program Website (the "General Terms and Conditions"), and (c) all materials incorporated by reference in the General Terms and Conditions, such as applicable Sales Information and Attachments (collectively, the "Agreement") found at the Program Website, and the AT&T Acceptable Use Policy found at www.att.com/legal/terms.aup.html (collectively, the "Agreement").

Program Website: www.att.com/amb.

The Agreement is for an initial term beginning on the Effective Date and continuing for a period of two years. At the end of this initial term, the Agreement will automatically continue on a month-to-month basis unless one party gives notice to the other party of its intention to allow the Agreement to expire within thirty days prior to the expiration of the then current term. The "Effective Date" is the date Customer accepted the Agreement via AT&T's electronic AMB Agreement Acceptance process.

PROGRAM DESCRIPTION

1. Service.

AT&T, through Carriers, will provide Service (as defined, along with other terms used herein, in §13 of the General Terms and Conditions) to Customer and its current W-2 employees and/or individuals who receive a K-1 form from Customer (collectively, "Employees"). Employees may receive Service either: (a) under Customer's account ("Corporate Responsibility Users" or "CRUs"); or (b) under individual accounts in accordance with the Sponsorship Program described in §4 below ("Individual Responsibility Users" or "IRUs"). CRUs and IRUs are, at times, referred to collectively as "End Users".

1. AT&T Mobile Business Program Eligibility Requirement.

1.1 Eligibility Requirement.

Customer must have, at all times during the term of this Agreement, at least one CRU.

2. Service Discount.

Subject to the following, AT&T will provide Customer with an eight percent discount on Service (the "Service Discount"). The Service Discount is available only if Customer has and maintains a minimum of five separate End Users receiving Service in AT&T Markets, of which at least one is a CRU (the "Discounting Minimum"). AT&T will monitor the number of End Users and CRUs associated with the Agreement once each month. If Customer meets the Discounting Minimum, AT&T will apply the Service Discount with respect to Customer's qualified End Users, as described below, within thirty days from the date of AT&T's monthly monitoring; provided, however, that (a) it may take up to two billing cycles from the date of AT&T's monthly monitoring for the Service Discount to appear on qualified End Users' invoices, and (b) the Service Discount will not be applied retroactively. If Customer does not meet the Discounting Minimum, AT&T may immediately discontinue providing the Service Discount with respect to Customer's qualified End Users. To qualify for application of the Service Discount, Customer's End Users must be active on eligible Voice Service and/or Wireless Data Service Plan(s) with a set fee charged monthly for use of the Service available with the particular Plan (i.e., the monthly "plan charge", not the monthly per device "access charge", if any) ("MSC") of $30 or higher (each, a "Qualifying Plan"). AT&T will apply the Service Discount only to the MSC of each eligible End User's Qualifying Plan(s) and not to any other charges of any kind (including, without limitation, charges for any other Plans or features). AT&T may restrict certain Plans or certain other discount programs from qualifying for the Service Discount and will advise Customer if such restrictions apply.

3. Sponsorship Program.

Customer's Employees may participate in the Sponsorship Program. All such Employees will be IRUs under this Agreement. Customer acknowledges and agrees that Employees must be validated in order to participate in the Sponsorship Program, and that any Employees not so validated will not be IRUs under the Agreement and will not receive corresponding program benefits.

3.1 Sponsorship Program Activation Processes and Procedures.

Each IRU participating in the Sponsorship Program must: (a) enter into, and be individually responsible for complying with, a separate, wireless service agreement between the IRU and AT&T with an eligible Plan (each, an "IRU Service Agreement") including, without limitation, the corresponding obligations to comply with all of the terms and conditions of the Plan and to pay all charges incurred under the IRU Service Agreement; and (b) follow the activation, validation, migration, upgrade and related policies, procedures and processes established by AT&T from time to time, including without limitation paying any applicable enrollment fees.

3.2 Sponsorship Program Features.

Under the Sponsorship Program: (a) IRUs may choose from select Plans available to Customer within each AT&T Market (provided they qualify for the chosen Plan); and (b) if Customer meets the Discounting Minimum, qualified IRUs may receive the Service Discount in accordance with §3 above.

3.3 Marketing Assistance.

Customer will assist AT&T in obtaining Employees' participation in the Sponsorship Program as follows:

  • Posting and maintaining a hyperlink from Customer's intranet site for Employee-related benefits to the att.com landing page established for Customer's IRUs;
  • Posting AT&T-provided Sponsorship Program flyers or digital signage in break room(s) and/or other Employee common area(s) of Customer's main campus at least once per calendar quarter;
  • Permitting AT&T sales representatives to participate in two (2) "onsite events" per year at the Customer's main campus, the date and time of which shall be mutually agreed upon by the parties;
  • Any other mutually agreed upon marketing efforts, which shall be documented in a writing signed by both parties.

4. Financial Responsibility.

Customer must pay for all amounts incurred under the Agreement, regardless of whether such amounts were incurred by Customer or its CRUs. Customer is not liable for any amounts incurred by IRUs under this Agreement or any IRU Service Agreement.

5. Corporate Responsibility User Invoicing.

With respect to Service provided to Customer and its CRUs, AT&T will provide Corporate Responsibility User Invoicing. Under Corporate Responsibility User Invoicing, AT&T will provide an invoice each month to Customer's CRUs as directed by Customer and as required by the specific Plan(s) selected by Customer. Such invoices will set forth the CRUs' Voice Service and/or Wireless Data Service charges for the preceding monthly billing cycle.

6. Cancellation Fee.

For each CRU that is terminated from Service more than thirty (30) days after activation but prior to the expiration of the applicable service commitment, Customer agrees to pay AT&T with respect to each device identifier or Number assigned to such CRU, in addition to all other amounts owed, a Cancellation Fee in the amount specified below ("Cancellation Fee"). The Cancellation Fee for certain specified Equipment (e.g., smartphones) will be $325 minus $10 for each full month toward the service commitment that the CRU completes. (For a complete list of the specified Equipment, check www.att.com/equipmentETF.) Otherwise, the Cancellation Fee will be $150 minus $4 for each full month toward the service commitment that the CRU completes. The Cancellation Fee is not a penalty, but rather a charge to compensate AT&T for Customer's failure to satisfy the service commitment. For the avoidance of doubt, Customer will not pay any Cancellation Fee(s) under one of AT&T's device installment plan pricing options described in the applicable online Attachment found at the Program Website. Customer acknowledges and agrees that porting a CRU's Number to a non-AT&T service provider before the end of the applicable service commitment constitutes a termination subject to the Cancellation Fee. Customer may terminate a CRU's Service within the first thirty (30) days after activation without incurring a Cancellation Fee, but equipment restocking or other fees may apply. Customer should refer to AT&T's returns policy at www.att.com/shop/wireless/returnpolicy.html, or such other site as AT&T may designate from time to time, for additional details.

7. Customer's Representations and Warranties.

Customer represents and warrants that (a) it is a bona fide business entity; and (b) all of its End Users are, and will continue to be throughout the term of the Agreement, valid Employees.

8. Resale and Other Prohibited Uses.

Customer and its CRUs are not permitted to resell, reproduce, retransmit, or disseminate Service or any other program components to third-parties whether directly or indirectly, including, without limitation, through machine-to-machine transmissions.

9. Premier.

Subject to Customer's continuing compliance with the terms and conditions of the Agreement (including the restrictions set forth in this §10), AT&T will provide Customer with access to AT&T's Premier online ordering and fulfillment portal ("Premier").

9.1 Hyperlink/URL.

Access to Premier is provided by means of (a) a hyperlink from Customer's Intranet to Premier that is created and maintained by Customer using a URL provided by AT&T (the "Hyperlink") and/or (b) a URL provided by AT&T to Customer that Customer is responsible for distributing only to its eligible Employees (the "URL"). The Hyperlink must not result in any framing of Premier. AT&T reserves the right to approve the Hyperlink, and Customer will provide an actual representation of the Hyperlink including, without limitation, any text, icons, graphics and design, to AT&T for such approval. Customer may only access Premier through the Hyperlink and/or URL, and Customer will not access any information other than Service information through Premier. Customer will ensure that its Employees comply with the provisions of this §10.1.

9.2 Username and Password.

AT&T will coordinate with Customer to establish a unique username and password (the "Password") for accessing and using Premier to purchase Service and Equipment for CRUs. Customer may modify its username and Password at its discretion. Customer is responsible for maintaining the confidentiality of its Password, and Customer accepts responsibility for all activity that occurs through Premier in connection with that Password. AT&T may rely on the authority of anyone accessing Customer's account, through Premier or otherwise, using Customer's Password.

9.3 Modification of Premier.

AT&T may, at any time, and in its sole discretion, modify, enhance, discontinue and/or add to Premier and any and all aspects thereof.

 

By accepting the Agreement on behalf of Customer, I am representing and warranting that:

  • (a) all Customer information is complete and accurate;
  • (b) I have reviewed and understand, and agree on behalf of Customer to, all of the terms and conditions of the Agreement, including, without limitation, the Program Description set forth above and the General Terms and Conditions incorporated by reference and found at www.att.com/amb;
  • (c) I am authorized to sign the Agreement for Customer, and I intend to form a legally binding contract on its behalf. I agree to be personally and primarily responsible for, and guarantee payment and performance under, the Agreement, jointly and severally with Customer, if I am not so authorized or if any information provided by me is false.

I understand Customer will not be able to participate in, or obtain wireless service under, the AT&T Mobile Business Program until I sign the Agreement via AT&T's electronic AMB Agreement Acceptance process.

CUSTOMER SIGNATURE

By Authorized Representative

Via AT&T's Electronic AMB

Agreement Acceptance Process