|
Exhibit
10.2
Third Amendment to Amended
and Restated PCS Services Agreement
Between Sprint Spectrum
L.P. and Virgin Mobile USA, L.P.
This Third Amendment (“Third
Amendment”) is made to that certain Amended and Restated PCS
Services Agreement between Sprint Spectrum L.P.
(“Sprint PCS”) and Virgin Mobile USA, L.P.
(formerly Virgin Mobile USA, LLC) (“VMU”) dated
October 16, 2007, as amended, (the “PCS Services
Agreement”). Capitalized terms not defined in this Third
Amendment are defined in the PCS Services Agreement.
| 1. |
Section II.B ( Total Billed Peak MOUs ) of Schedule 1.0
to the PCS Services Agreement is amended as follows: |
| |
a. |
Notwithstanding anything to the contrary in Sections I.B(ii)
and II.B of Schedule 1.0 to the PCS Services Agreement, and subject
to Sections 1.b through 1.e below, during calendar year 2008, the
peak period will begin at 7:00 a.m. and end at 7:00 p.m., Monday
through Friday, except national holidays observed by the United
States postal service. All other times will be
off-peak. |
| |
b. |
For purposes of Section 1 in this Third
Amendment: |
“ Actual
Voice/SMS/Data Amounts ” means the total of all amounts
invoiced to VMU under the PCS Services Agreement on an Invoice for
each of the 2008 bill cycles set forth in the table in
Section 1.c.1 below for Voice/SMS/Data Usage including credits
or debits related to disputed charges or billing errors for
Voice/SMS/Data Usage that are typically included on the
“True-Up Statement” VMU receives as part of the
supporting documentation for each invoice, which does not include
the Additional Amounts.
“ Additional
Amounts ” means (i) any amounts invoiced or
credited to VMU that are associated with the difference between the
actual Cost of Service formulas and rates charged to VMU as
described in Sections 7.2.1(b), 7.2.2(b) and 7.2.3(b) of the PCS
Services Agreement, (ii) amounts invoiced to VMU for
any Customized Service, (iii) royalty payment amounts,
(iv) Late Payment Fees, (v) any unique
amounts invoiced to VMU for which pricing is not described in
Schedules 1.0, 1.1 or 1.2 to the PCS Services Agreement,
(vi) any revenue from end users that VMU acquires from
any entity that resells or resold wireless services purchased from
Sprint PCS to such end users, or (vii) any credits
invoiced to VMU that are not directly related to disputed charges
or billing errors for Voice/SMS/Data Usage;
“ Invoice
” means the applicable monthly electronic invoice, each dated
the 1 st day
of the calendar month following the just-completed calendar
month/bill cycle, for “Ancillary Charges”,
“Current Activity Charges”, “Adjustments”
(where applicable), identified as such on the Invoice, and any
other charges for services included on such electronic invoice that
have not been previously applied to VMU’s account, and
including credits or debits that are included on the True-Up
Statement in the ordinary course of business consistent with past
practice between VMU and Sprint PCS;
“ Late Payment
Fees ” means interest on amounts not paid to Sprint PCS
by the applicable Due Date as described in Section 7.5 of the
PCS Services Agreement;
“ Remaining 2008
Bill Cycles ” means the nine (9) consecutive bill
cycles commencing with the April 1, 2008 through
April 30, 2008 bill cycle; and
“ Voice/SMS/Data
Usage ” means (i) voice and data usage for
airtime services billed in minutes of use as described in Schedule
1.0 to the PCS Services Agreement (including toll, unbilled
local
|
|
|
|
|
|
|
Sprint PCS / Virgin Mobile USA Confidential
Information |
|
1 |
toll, Roaming, Roaming toll
and travel MOUs), (ii) directory assi
|
