AT&T
General Agreement for the Procurement of
Data Processing Equipment, Services and Supplies,
The License of Software, Between
Clarent Corporation
and
AT&T Corp.
Agreement made September 17, 1998, by and between Clarent Corporation, ("Supplier") a California corporation, having a place of business at 8 50 Chesapeake Drive, Redwood City, CA 94063 and AT&T Corp. ("AT&T Corp."), a New York corporation, having a place of business at 10 Independence Blvd. Warren, New Jersey, to facilitate the anticipated future procurement of Data Processing Equipment, the license of Software, and the purchase of Maintenance Services and Materials.
On the basis of Supplier's representations and in reliance upon Supplier's expertise in analyzing, designing and providing Internet Protocol (IP) Telephony, (defined as the conversion of true speech to TCPIP packet technology for transport and then back to true speech; hardware and/or software appropriate for the routing and transport of such packets) transport, and related services for Company's applications, the parties agree as follows:
全文目录如下:
详细内容见附件
Article I
Definitions Applicable To The Entire Agreement
Article II
Provisions Applicable To Purchase of Equipment And Materials
SITE PREPARATION AND INSTALLATION
STANDARD OF PERFORMANCE AND ACCEPTANCE OF EQUIPMENT
TRAINING AND TECHNICAL SERVICE
Article III
Provisions Applicable to License of Software
REDESIGNATION OR TRANSFER OF DESIGNATED SITE OR COMPUTER
SOURCE PROGRAMS AND TECHNICAL DOCUMENTATION
STANDARD OF PERFORMANCE AND ACCEPTANCE OF SOFTWARE
TRAINING AND TECHNICAL SERVICE
Article IV
Provisions Applicable To Maintenance Services for Equipment
BREAKAGE, DISAPPEARANCE AND CONDITION
ELIGIBILITY FOR MAINTENANCE SERVICES
TECHNICAL INFORMATION, SOFTWARE AND PROGRAMMING AIDS
TRAINING AND TECHNICAL SERVICE
Article V
General Provisions Applicable To Entire Agreement
EFFECTIVE DATE AND DURATION OF AGREEMENT
FUTURE IMPROVEMENTS AND BENEFITS
GOVERNMENT CONTRACT PROVISIONS
RIGHT OF ENTRY AND PLANT RULES
Attachment A Pricing
Attachment B Worldwide Clarent Care Premium Support Offerings
Attachment C Escrow Agreement
Attachment D Acceptance Test Process
Attachment E Site Preparation Specifications
Attachment F Site Specific Term Sheet
APPENDIX A: Definitions
APPENDIX B: Premium Support Schedule
APPENDIX C: Copy of the North American Support Contract Definitions, Premium Support Plan Provisions
Article I
Definitions Applicable To
The Entire Agreement
The definitions of this Article, which are set forth below, apply to all the Articles of this Agreement:
Acceptance Test Process or ATP means the process by which Supplier will test the System (s)'compliance with the Specifications and is set out on Attachment D.
Associated Entity means a corporation, partnership or venture, a majority of whose voting stock or ownership interest is owned directly or indirectly by AT&T Corp.
Company means AT&T Corp. or an Associated Entity which enters into or issues an Order under this Agreement.
Customer means someone who obtains the System through AT&T and is a user of that System under a License from the Supplier.
Equipment means Internet Protocol Telephony and similar equipment, and also includes options, accessories and attachments for additional Supplier's equipment. Equipment includes as a component thereof any Media fixedly embedded therein in that it is not normally replaced except for maintenance and repair. Equipment may include in its meaning, depending upon context, a system or systems consisting of tangible Equipment and intangible Software.
Identification means any copy or semblance of any trade name, trademark, service mark, insignia, symbol, logo, or any other product, service, or organization designation, or any specification or drawing of AT&T Corp. or an Associated Entity, or evidence of inspection by or for any of them.