ATTACHED HERETO AS SCHEDULE 3.6.
NEXTEL RESERVES THE RIGHT TO IDENTIFY
(AT ANY TIME, AND FROM TIME TO TIME, UNTIL NINETY (90) CALENDAR DAYS AFTER THE
DATE OF COMPLETION OF SUCH PLAN) AND NOTIFY VENDOR OF SUCH ITEMS AS NEXTEL SHALL
REASONABLY DETERMINE TO BE APPROPRIATE FOR INCLUSION IN SUCH DISASTER RECOVERY
PLAN.
PRIOR TO EACH ANNIVERSARY OF THE EFFECTIVE DATE DURING THE TERM, VENDOR
SHALL REVISE THE DISASTER RECOVERY PLAN AS APPROPRIATE TO REFLECT ANY CHANGES TO
THE SERVICES OR RELATED REQUIREMENTS AND SUBMIT IT TO NEXTEL FOR REVIEW,
COMMENT, AND APPROVAL, WHICH SHALL NOT BE UNREASONABLY WITHHELD.
NEXTEL AND
VENDOR SHALL IMPLEMENT AND COMPLY WITH THE DISASTER RECOVERY PLAN.
3.7.
QUALITY.
[ . . . * * * . . . ]
VENDOR IS A SERVICE ORGANIZATION AND
ITS MANAGEMENT HAS TAKEN RESPONSIBILITY TO ENSURE THAT DOCUMENTED POLICIES AND
TESTED PROCESSES ARE IN PLACE FOR QUALITY SYSTEM ACTIVITIES, CONTRACT REVIEW,
DESIGN CONTROL, PURCHASING, PROCESS CONTROL AND TESTING WITH CORRECTIVE ACTION.
IN ADDITION, VENDOR SHALL ENSURE THAT IT, ITS EMPLOYEES, AGENTS AND
SUBCONTRACTORS TAKE NO ACTION THAT RESULTS IN NEXTEL OR ANY OF ITS AFFILIATES
LOSING ANY ISO 9000 OR CMM LEVEL 2 OR SIMILAR QUALITY CERTIFICATION IN EXISTENCE
AS OF THE EFFECTIVE DATE, OR WHICH NEXTEL OBTAINS OR SEEKS TO OBTAIN AFTER SUCH
DATE.
3.8.
NEXTEL PARTNERS OPERATING CORPORATION.
VENDOR UNDERSTANDS AND AGREES
THAT NEXTEL PARTNERS OPERATING CORPORATION ("NPOC") WILL NEED A SEPARATE
AGREEMENT WITH VENDOR FOR PROVISION OF SERVICES.
[ . . . * * * . . . ]
NEITHER
NEXTEL NOR NPOC (NOR THEIR RESPECTIVE AFFILIATES) SHALL HAVE ANY LIABILITY FOR
THE OBLIGATIONS OF THE OTHER (INCLUDING, WITHOUT LIMITATION, ANY LIABILITY FOR
ANY PAYMENT OBLIGATIONS) AND VENDOR AGREES NOT TO SUE NEXTEL OR ITS AFFILIATES
OR HOLD NEXTEL OR ITS AFFILIATES
***Certain information in this exhibit has been omitted and filed separately
with the commission.
Confidential treatment has been requested with respect to the omitted portions.
7
LIABLE FOR A BREACH BY NPOC OF ANY AGREEMENT BETWEEN VENDOR AND NPOC, BUT RATHER
TO PROCEED DIRECTLY AND SOLELY AGAINST NPOC. [ . . . * * * . . . ]
3.9.
CHANGE MANAGEMENT.
VENDOR AND NEXTEL MAY, BY MUTUAL WRITTEN
AGREEMENT, ENTER INTO ADDITIONAL STATEMENTS OF WORK FOR THE PERFORMANCE OF
ADDITIONAL SERVICES ("ADDITIONAL SERVICES") NOT CONTEMPLATED BY THE DAS
STATEMENT OF WORK, WHETHER RELATED TO THE SERVICES, OR OTHERWISE (EACH, AN
"ADDITIONAL STATEMENT OF WORK").
IN THE ABSENCE OF A SPECIFIC, EXPRESS
AGREEMENT TO THE CONTRARY, ANY SUCH ADDITIONAL STATEMENT OF WORK SHALL BE
GOVERNED BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.
NEXTEL AND VENDOR AGREE
TO PROCESS PROPOSALS FOR ADDITIONAL SERVICES, AS FOLLOWS:
3.9.1.
NEXTEL MAY AT ANY TIME, AND FROM TIME TO TIME, REQUEST THAT
VENDOR PERFORM ADDITIONAL SERVICES FOR NEXTEL WITH REASONABLE ADVANCE WRITTEN
NOTICE THAT INCLUDES A REASONABLY DETAILED SPECIFICATION OF THE NATURE, EXTENT
AND DESIRED TIMEFRAME FOR THE WORK TO BE PERFORMED AND SPECIFIES THE DESIRED
PRICING PROPOSAL (FIXED PRICE, TIME & MATERIALS OR BOTH).
3.9.2.