UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 5, 2004
SmartServ Online, Inc.
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(Exact Name of Registrant as Specified in its Charter)
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Delaware 0-28008 13-3750708
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of Incorporation File Number) Identification No.)
or Organization)
2250 Butler Pike, Suite 150, Plymouth Meeting, Pennsylvania 19462
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (610) 397-0689
N/A
(Former Name or Former Address, if Changed Since Last Report)
Item 1.01 Entry into a Material Definitive Agreement
On November 5, 2004, SmartServ Online, Inc. (the "Company") entered into a PCS
Services Agreement (the "Agreement") with Sprint Spectrum L.P. d/b/a Sprint
("Sprint"). Under the Agreement, the Company will purchase PCS Service
(described in the Agreement) from Sprint and market and sell the service to End
Users (as defined below) under the Company's label, brand and marks ("Private
Label Service"). An "End User" is any person purchasing Private Label Service
from the Company.
The term of the Agreement is for an initial term of five years (subject to
certain breach and early termination provisions set forth therein), which
automatically renews for successive one year terms until a party gives the other
party 120 days advance notice of its intent not to renew the Agreement.
The Company agreed to provide an irrevocable letter of credit (the "Security")
in the amount of $1,000,000 with Sprint named as the beneficiary in order to
secure the Company's obligations under the Agreement. If Sprint draws on the
Security, the Company is required to replenish the Security within 10 days of
Sprint's draw. Sprint may, in its sole discretion, with 30 days advance written
notice change the appropriate type and increase or decrease the amount of the
Security. Sprint's obligation to continue to provide PCS Service under the
Agreement is conditioned upon the Company maintaining (i) the Security required
by Sprint from time to time and (ii) good credit standing with Sprint.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits.
Exhibit No. Description
99.1 Press Release of the Company dated November 10, 2004
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
SMARTSERV ONLINE, INC.
Dated: November 11, 2004 By:/s/Robert M. Pons
Robert M. Pons,
Chief Executive Officer
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release of the Company dated November 10, 2004
