270 Legal [Sample Agreements]

TELECOM INFORMATION SERVICES AGREEMENT

THIS TELECOM INFORMATION SERVICES AGREEMENT (this “Agreement”) is entered into as of the 1st day of July, 2006, by and between Jingle Networks, Inc., a corporation organized under the laws of Delaware (“CUSTOMER”), and Metro One Telecommunications, Inc., an Oregon Corporation (“Metro One”), (collectively, “the Parties” and each being a “Party”).

WHEREAS, CUSTOMER provides free consumer telephone directory service supported by advertising;

WHEREAS, Metro One provides certain telecom information services, including directory assistance and certain data services, as provided below; and
WHEREAS, the parties desire that Metro One provide its directory assistance services to Callers (defined below) routed by CUSTOMER to Metro One.

NOW, THEREFORE, in consideration of the foregoing premises, the mutual covenants and agreements contained herein, the reliance by each party hereon, and for other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the Parties agree as follows:

1. Definitions.
For purposes of this Agreement (including the Exhibits), capitalized terms will have the meanings set forth in Exhibit 1 or as otherwise defined herein or in other Exhibits.

2. Services.
a. Services. Metro One will provide directory assistance to Callers as set forth in Exhibit 2 ( the “Services”).

b. Routing of Calls. At CUSTOMER’s expense, CUSTOMER will route, or cause to be routed, to Metro One calls requiring Services. Prior to routing Calls to Metro One, CUSTOMER’s automated directory assistance equipment may have answered the Call, but have been unable to provide the needed directory assistance.

c. Preferred Provider. During the term of this Agreement and Subject to Exhibit 5, CUSTOMER agrees that Metro One is the Preferred Provider of CUSTOMER. CUSTOMER may terminate Metro One’s Preferred Provider status at any time; provided that the warrants granted to CUSTOMER pursuant to Section 5(d) will be terminated. Metro One acknowledges that CUSTOMER is party to an agreement with another operator services provider which requires it to deliver 4.5 million calls per month to such other provider and it is possible that until such time as CUSTOMER has enough calls to provide Metro One with a number of calls that exceeds this amount, CUSTOMER shall not be in breach of the Preferred Provider clause of this agreement.

===

Click here for the complete Telecom Information Services Agreement