Exhibit 10
AT&T COMMISSION AGREEMENT
This Agreement is entered into between AT&T Communications, Inc.,
(hereinafter "AT&T"), and Peoples Telephone Company, Inc., a New York
corporation with offices at 2300 N. W. 89th Place Miami, Florida 33172, an
Independent Payphone Provider (hereinafter "Peoples").
WHEREAS, AT&T desires to promote telephone calling convenience for
customers who wish to make telephone calling card calls and other types of
operator assisted calls from public telephones at independent payphone
provider locations; and
WHEREAS, Peoples wishes to participate in and to make available to
other qualified Independent Payphone Providers ("IPP[s]"), a program which
provides commissions on AT&T Non-Sent Paid calls placed from public
telephones at their locations ("Locations").
NOW, THEREFORE, in consideration of the mutual benefits accruing to
each party, the parties hereby covenant and agree as follows:
1.0 DEFINITIONS
1.1 "AT&T Revenues" - means billed domestic and international revenues
for AT&T Non-Sent Paid Calls (including 0+,00, 800 OPERATOR, 800 CALL ATT ,
800-321-0288, and 10-288-0 calls but excluding 500, 700, 900, Directory
Assistance and all other 800 calls), originated from Qualifying IPP
Provider Telephones. AT&T Revenues for Qualifying IPP Provider Telephones
located in areas where tracking of AT&T Non-Sent Paid Calls is not
available shall be calculated pursuant to the Commission Payment Plan set
forth in Attachment B hereto.
1.2 "Sent Paid Calls" - means coin calls made from IPP Provider
Telephones.
1.3 "Non-Sent Paid Calls" - means collect calls, calls billed to a
third telephone number and calls billed to telephone calling cards and
commercial credit cards, but does not include "0-" calls.
1.4 "AT&T Non-Sent Paid Calls" - means Non Sent Paid Calls that are
carried on the AT&T Network.
1.5 "AT&T Undesignated Non-Sent Paid Calls" - means Non-Sent Paid Calls
handled through AT&T's operator services systems and carried on the AT&T
Network without dialing 800 OPERATOR, 800 CALL ATT, 800-321-0288.
1.6 "AT&T Undesignated Non-Sent Paid Revenues" - means billed domestic
and international revenues for AT&T Undesignated Non-Sent Paid Calls
originated from Qualifying IPP Provider Telephones. AT&T Undesignated
Non-Sent Paid Revenues for Qualifying IPP Provider Telephones located in
areas where tracking of AT&T Undesignated Non-Sent Paid Calls is not
available shall be calculated pursuant to the Commission Payment Plan set
forth in Attachment B hereto.
1.7 "IPP Provider(s)" - means independent private payphone providers to
whom Peoples makes available, according to the terms of this Agreement, a
program which provides commissions on AT&T Non-Sent Paid Calls or AT&T
Undesignated Non-Sent Paid Calls placed from public telephones at the
independent payphone providers' locations.
1.8 "IPP Provider Telephone(s)" - means coin or coinless pay telephone
stations operated by Peoples or an IPP Provider which are listed in
Attachments A-1, A-2, A-3 and A-4, which Attachments may be modified by
the mutual consent of the parties during the term of this Agreement.
1.9 "Qualifying IPP Provider Telephone(s)" - means IPP Provider
Telephone(s) that meets all of the requirements of Section 3. herein, which
must be met and adhered to qualify and be eligible to receive commissions.
1.10 "Locations" - means, collectively, Peoples Locations and IPP
Provider Locations.
1.11 Embedded Base Contracts -means contracts which are in existence on
the date this Agreement becomes effective, pursuant to which Peoples
provides public telephones to its customers or aggregates the inter and/or
intraLATA traffic of other IPP Providers.
1.12 New Contracts - means contracts which become effective after the
date this Agreement becomes effective, pursuant to which Peoples provides
public telephones to its customers or aggregates the inter and/or intraLATA
traffic of other IPP Providers.
1.13 Exhibit 1 to this Agreement is an example of the terms and
conditions to be set forth in a separate agreement between Peoples and
other IPP Providers, as stated in Section 2.
1.14 Attachment(s) A are identified as follows, and additional
Attachment(s) As may be added during the Term of this Agreement.:
A-1 Peoples Embedded Base Contract(s) Locations
A-2 Peoples New Contract(s) Locations
A-3 IPP Provider Embedded Base Contract(s) Locations
A-4 IPP Provider New Contract(s) Locations
A-5 McDonald's Locations
A-6 Atlantic Telco Locations subject to an AT&T/Atlantic
Telco agreement, dated April 21, 1994*
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* All other Atlantic Telco telephones subject to this agreement shall be
treated as Peoples' Telephones under A-1.
2.0 REPRESENTATIONS AND WARRANTIES
2.1 Peoples represents and warrants that it has entered into a separate
agreement with each IPP Provider that has a Location(s) listed on
Attachments A-3 and/or A-4 and that such agreement is for the benefit of
Peoples and AT&T. The terms and conditions of such agreement shall be
substantially the same as those set forth in Exhibit 1 or as mutually
agreed upon by the parties hereto.
2.2 Peoples represents and warrants that it is authorized to operate
each of its Qualifying IPP Provider Telephone stations at the Locations
listed in Attachment A-1 and A-2, and that it owns or controls more than a
fifty percent (50%) asset or equity interest in each entity which operates
the telephones that are included within Attachment A-1 and A-2. Peoples
further represents and warrants that it has complied and will comply with
all state and federal regulatory requirements relating to the operation of
such stations.
2.3 Peoples represents and warrants that it is authorized to choose the
operator services provider for each Qualifying IPP Provider Telephone
listed in Attachment A-1 and A-2 for which Peoples is authorized to direct
traffic to AT&T.
2.4 Peoples represents and warrants that it shall be responsible for
the acquisition, installation, maintenance and coin collection for its
Qualifying IPP Provider Telephones listed in Attachment A-1 and A-2; for
the payment of all Local Exchange Company (LEC) access line and usage
charges; and for the handling of refunds on Sent Paid Calls associated with
the operation of such stations.
2.5 AT&T represents and warrants that its rates, terms and conditions
of service shall comply with all applicable state and federal regulations.
3.0 QUALIFYING IPP PROVIDER TELEPHONES
3.1 Each Qualifying IPP Provider Telephone Station shall be connected
to an MTS, 1MB, LEC Customer-Owned Coin Operated Telephone (COCOT) or other
approved public telephone tariffed access line.
3.2 All undesignated Non-Sent Paid interLATA calls from the Qualifying
IPP Provider Telephones shall be handled through AT&T's Operator Services
Systems and carried on the AT&T Network. Nothing in this Agreement shall
affect Peoples or IPP's right to arrange for the provision of Sent-Paid
calls from the Qualifying IPP Provider Telephones or 0- calls, where such
calls are not required to be sent to AT&T under this Agreement. Peoples or
IPP Provider shall not utilize any manual or mechanical procedure to (a)
divert undesignated Non-Sent Paid interLATA calls to any other carrier or
to convert such calls
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into Sent-Paid ("1+") calls, (b) divert AT&T "800" access calls to any
other carrier or to convert such calls into Sent-Paid ("1+") calls or (c)
divert any AT&T "800" access call to the AT&T "10288" access code.
3.3 Each Qualifying IPP Provider Telephone station shall have call
screening capability (where available from the LEC) to identify the station
to operators as a privately owned public telephone.
3.4 Peoples and IPP Provider shall make all necessary arrangements so
that each Qualifying IPP Provider Telephone allows access to the 800, 950,
and 10XXX access code numbers of other providers of operator services, as
required by the Telephone Operator Consumer Services Improvement Act of
1990, the Federal Communications Commission, or any applicable state law or
regulation. Nothing herein is intended to increase Peoples' liability from
that which it may have under applicable law or regulation for any IPP
Provider violation with reference to the foregoing.
3.5 In jurisdictions where AT&T is authorized to provide intraLATA
service, each Qualifying IPP Provider Telephone station will, at AT&T's
request and where technically feasible, permit callers to access the
"10288" dialing code to place intraLATA AT&T calls.
3.6 At such time as AT&T has regulatory authority to handle
undesignated intraLATA and/or local Non-Sent Paid Calls through AT&T's
Operator Services Systems and to carry such calls on the AT&T Network, AT&T
may elect to handle such calls from Qualifying IPP Provider Telephones by
giving written notice to Peoples. Peoples shall, in turn, transmit such
notice to any other IPP Providers participating in the commission program
established by this Agreement. AT&T may make this election with respect to
all or any part of the Qualifying IPP Provider Telephones. Peoples shall
implement, for its own telephones, and cause other participating IPP
Providers to implement, any such election within thirty (30) days after
receipt of AT&T's notice by causing all undesignated intraLATA and/or local
Non-Sent Calls on Qualifying IPP Provider Telephones subject to the
election to be routed to AT&T's Operator Services Systems for carriage on
the AT&T Network. This election shall not apply to Qualifying IPP Provider
Telephones (1) covered by a binding contractual commitment requiring such
undesignated, intraLATA and/or local Non-Sent Paid Calls to be delivered to
another carrier, until such commitment expires or can be terminated without
a breach of contract or payment of termination charges, provided that AT&T
pays commissions to Peoples subject to Attachment B of this Agreement, or
(2) located in a state which has in effect, upon execution of this
agreement, a "Set Use Fee" or a "Pay Station Service Charge", until such
time as AT&T bills and remits to Peoples any applicable charges or fees.
3.7 Peoples and IPP Provider shall provide dialing instructions at or
near each Qualifying IPP Provider Telephone which will inform callers how
to make AT&T Non-Sent Paid Calls from such telephones.
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3.8 Peoples and IPP Provider shall be the customer of record for the
local service in connection with its Qualifying IPP Provider Telephones.
In the event that the line number of a telephone listed in Attachments A-1,
A-2 A- 3, A-5 or A-6 is shown in AT&T's records to belong to a party other
than the party listed in those Attachments, AT&T may request Peoples to
provide AT&T with the appropriate LEC bill or LEC Verification indicating
that the customer of record for such station is the party shown on the
applicable Attachment. If Peoples fails to provide such information within
ten (10) days of AT&T's request, AT&T shall not be required to pay
commissions on such stations from the date of AT&T's request through the
date AT&T receives the requested information. AT&T shall not be required to
pay commissions for those stations listed in Attachment A-4 relating to any
Qualifying IPP Provider Telephone station unless Peoples, prior to the
effective date of this Agreement and prior to the effective date of any
modification of or addition to Attachment A-4 has provided AT&T with the
appropriate LEC bill or LEC Letter of Verification indicating that the IPP
Provider is the customer of record for such station.
4.0 PEOPLES RESPONSIBILITIES
4.1 Peoples shall have each IPP sign a statement directing AT&T to make
commission payments for their respective Locations directly to Peoples.
Peoples shall submit a copy of any such statement to AT&T immediately upon
receipt.
4.2 Peoples will use its best efforts to retain its Locations in
Attachments A-1, A-2, A-5 and A-6 hereto and/or IPP Provider Locations in
Attachments- A-3 and A-4 during the term of this Agreement.
4.3 No private pay telephones managed or operated by an IPP Provider
which are currently under an AT&T Individual Commission Agreement
("ICA")for "0+" service may be brought under this Agreement, until such ICA
has been terminated or has expired. Neither Peoples nor any IPP Provider
shall induce, or attempt to induce, encourage or counsel the manager,
operator or employee of any private pay telephone currently covered by an
ICA to terminate, discontinue or not renew an ICA. Peoples or IPP Provider
shall seek verification from AT&T as to whether a private pay telephone is
covered by an ICA.
4.4 Peoples must inform AT&T of the telephone line numbers for each of
those Qualifying IPP Provider Telephones listed in Attachment A-1, A-2,
A-3, A-4, A-5 and A-6, and of all changes or additions to those numbers.
AT&T is not obligated to pay commissions described in Section 5, below,
unless and until it has been provided with correct line numbers for all of
the Qualifying IPP Provider Telephones listed in Attachments A-1 A-2, A-3,
A-4, A-5 and A-6.
5.0. AT&T RESPONSIBILITIES
5.1 AT&T agrees to pay to Peoples, and as may be directed by the other
IPPs, a monthly commission at the rate as set forth in Attachment B on the
AT&T Revenues for
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AT&T Non-Sent Paid Calls placed from Qualifying IPP Provider Telephones
Locations listed in Attachments A-1, A-3 A-5 and A-6, provided that Peoples
complies with all requirements of this Agreement and IPP Provider complies
with all of the requirements set forth in the IPP's agreement with Peoples
including, but not limited to, the access requirements of the Telephone
Operator Consumer Services Improvement Act of 1990. No commission shall be
due from AT&T for AT&T Non-Sent Paid Calls for any Qualifying IPP Provider
Telephone for any period that it fails to meet such requirements.
5.2 AT&T agrees to pay to Peoples, and as may be directed by the IPPs,
a monthly commission at the rate as set forth in Attachment B on the AT&T
revenues for AT&T Undesignated Non-Sent Paid Calls placed from Qualifying
IPP Provider Telephones at Locations listed in Attachments A-2 and A-4,
provided that Peoples complies with all requirements of this Agreement and
IPP Provider complies with all of the requirements set forth in the IPP's
agreement with Peoples including, but not limited to, the access
requirements of the Telephone Operator Consumer Services Improvement Act of
1990. No commission shall be due from AT&T for AT&T Undesignated Non-Sent
Paid Calls for any Qualifying IPP Provider Telephone for any period that it
fails to meet such requirements.
5.3 AT&T agrees that it will accurately record all data necessary to
assure that all calls are properly rated and that all commissions are
properly calculated.
5.4 AT&T, in its sole discretion, reserves the right to exclude or
remove a Location and/or telephone station from inclusion under this
Agreement, but shall continue to pay applicable commissions through the
date the station is removed from this Agreement. In the event of such
exclusion Peoples has the right to select an alternative carrier for the
excluded station.
5.5 AT&T Non-Sent Paid Revenues will be calculated based on a monthly
period beginning on the 16th day of each calendar month and ending on the
15th day of the following month.
5.6 AT&T shall have the right to conduct up to four (4) compliance
audits per year of the telephones subject to this Agreement. Up to ten
percent (10%) of the total number of telephones subject to this Agreement
may be audited under a single audit. AT&T shall provide Peoples with a
written summary of the results of each such audit, specifying by telephone
number and location, each telephone not in compliance and the specifics of
non-compliance. To be "in-compliance" a telephone must meet all the
requirements set forth in Section 3.0 (QUALIFYING IPP PROVIDER TELEPHONES)
above. Peoples shall have ten (10) days from date of receipt of the audit
results to bring the non-complying telephones into compliance, and so
notify AT&T in writing. AT&T may, at its option, cease paying commissions
on any non-compliant stations.
6.0 SIGNAGE
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6.1 Peoples and IPP Provider shall post on or near each Qualifying IPP
Provider Telephone, in plain view of consumers, a notice identifying AT&T
as the provider of operator services for such telephone, together with all
other information required to be provided under any applicable federal or
state law or regulation and the Telephone Operator Consumer Services
Improvement Act of 1990. Peoples and IPP Provider shall not make use of
AT&T's logo without obtaining AT&T's prior written consent. Peoples
further agrees:
6.1.1 AT&T is the only interLATA "0+" long distance company whose
name or logo appears on the Qualifying IPP Provider Telephones and their
associated enclosures;
6.1.2 If AT&T provides any AT&T signage, all such signage remains
the property of AT&T and will be removed by Peoples and/or IPP Provider and
returned to AT&T by Peoples upon the deletion of any Qualifying IPP
Provider Telephone(s) from this Agreement during its term or at the
termination of this Agreement; and
6.1.3 Peoples and IPP Provider shall make no other advertising,
marketing, publicity, or other like uses of AT&T's name and/or logos
without obtaining AT&T's prior written consent.
7.0 TERM AND TERMINATION
7.1 This Agreement shall become effective as of the 16th day of April,
1995 and will remain in effect for a period of twenty-four (24) months
("Initial Term"). Thereafter, this Agreement shall be automatically renewed
for additional one (1) year term(s) ("Renewal Term") unless either party
gives the other written notice of non-renewal at least thirty (30) days
prior to end of the Initial Term or any Renewal Term. Effective on the
effective date of this Agreement, this Agreement will automatically
supersede and replace in its entirety the Commission Agreement entered into
October 11, 1991 by Peoples and AT&T, and those portions of the AT&T
PRIVATE PAYPHONE OWNER INDIVIDUAL COMMISSION AGREEMENT entered into by AT&T
and Atlantic Telco, Inc. April 21 1994, and the AGREEMENT dated September
30, 1992 between Peoples and AT&T (covering provision of telephones at
certain locations of the McDonald's Corporation) which are inconsistent
with the terms and conditions of this Agreement, provided, however, nothing
herein shall relieve AT&T of any financial obligations it may have accrued
under the October 11, 1991 Commission Agreement, as amended
7.2 If, without reasonable cause, either party fails to meet any
material term of this agreement, either party may issue a Notice of
Default. Upon receipt of such Notice of Default, defaulting Party shall
have thirty (30) days to cure said default. If defaulting Party does not
cure such default within thirty (30) days after the date of the Notice of
Default, the other Party may terminate this Agreement. The terminating
party shall not be liable for any damages relating to its termination
pursuant to this Section, provided, however, that AT&T shall be liable to
Peoples for all commissions earned pursuant to Section 5. above until the
date of termination.
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7.3 Either party may terminate this Agreement with respect to any or
all Qualifying IPP Provider Telephones listed in Attachments A-1, A-2, A-3,
A-4, A-5 and A-6 by sending prior written notice to the other party if the
Federal Communications Commission, a State Public Utilities Commission or a
court of competent jurisdiction issues an order or ruling which contains
terms or conditions which materially and adversely affect this Agreement,
its profitability to the party, or the party's ability to perform its
obligations as set forth herein. In addition, if applicable rules and
regulations change, so that Peoples and/or IPP Provider is not permitted to
select the interexchange carrier for all "0+" dialed interLATA calls from
the covered telephones, Peoples and/or IPP Provider's duty to route all
such calls to AT&T will end, and AT&T may terminate this Agreement.
Termination of this Agreement under this paragraph will not give either
party any right to seek damages as long as the parties comply with their
obligations up to the date of termination.
8.0 INDEMNIFICATION
8.1 Peoples shall indemnify and hold AT&T harmless against any loss,
cost, claim, injury, expense or liability, including reasonable attorney's
fees resulting from:
8.1.1 Any breach of the warranties set forth in Section 2. above;
8.1.2 Any claim by any third party for injury to person or
property arising out of Peoples and/or IPP Provider's
ownership or operation of the Qualifying IPP Provider
Telephones and associated equipment, except insofar as such
injury is exclusively the result of the negligence of AT&T
or its agents; and
8.1.3 Any claims against AT&T by any third party for commissions
relating to the Qualifying IPP Provider Telephones, except
where AT&T has unlawfully withheld payment of commissions
to Peoples for such claimant's phones.
8.2 AT&T shall indemnify and hold Peoples harmless against any loss,
cost claim or injury, expense or liability, including reasonable attorney's
fees resulting from AT&T's breach of any warranty it gave pursuant to
Section 2. above.
9.0 LIMITATION OF LIABILITY
9.1 Except in cases involving willful or wanton conduct, AT&T's
liability to Peoples and/or IPP Providers is limited to its obligations to
pay commissions as described above. NEITHER PEOPLES NOR AT&T SHALL BE
LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE
LOSS OR DAMAGE OF ANY KIND, INCLUDING LOST PROFITS (WHETHER OR NOT PEOPLES
OR AT&T HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE), BY
REASON OF ANY ACT OR OMISSION IN ITS PERFORMANCE UNDER THIS AGREEMENT
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10.0 ASSIGNMENT
10.1 Any assignment by Peoples of any right, obligation or duty, in
whole or in part, or of any other interest hereunder, without the prior
written consent of AT&T shall be void. All obligations and duties of
either party under this Agreement shall be binding on all successors in
interest or assigns of such party.
11.0 INSOLVENCY
11.1 AT&T shall have the right immediately to terminate this Agreement
if Peoples commences any proceeding under Chapter 7 or 11 of the United
States Bankruptcy Code or any other proceeding seeking relief from
creditors or the reorganization or composition of debts or the liquidation
and distribution of assets, including but not limited to, any assignment
for the benefit of creditors or the making of a proposal for the
composition of debts. AT&T shall also have the right immediately to
terminate this Agreement if any third party commences a proceeding against
Peoples of the nature described above, and such proceeding shall not have
been dismissed within sixty (60) days of the commencement of such
proceeding.
12.0 PROPRIETARY INFORMATION
12.1 The parties expressly agree that all information relating to AT&T
Non-Sent Paid Calls remains the property of AT&T and must be kept
confidential by Peoples and IPP Providers.
12.2 Other information deemed to be proprietary which is provided by one
party to the other in connection with this Agreement shall be marked in a
manner to indicate that it is considered proprietary or otherwise subject
to limited distribution. If such information is provided orally, the
disclosing party shall clearly identify it as proprietary at the time of
disclosure and reduce such information to tangible form within ten (10)
business days.
12.3 With respect to the proprietary information defined in Sections
13.1 and 13.2 above, the party receiving such information shall hold the
information in confidence and protect it in accordance with the security
restrictions by which it protects its own proprietary or confidential
information which it does not wish to disclose; restrict disclosure of such
information to its employees or agents with a need to know and not disclose
it to any other parties; advise those employees ad agents of their
obligations with respect to such information; and use such information only
for the purposes of this Agreement, except as may otherwise be agreed upon
in writing.
12.4 The party receiving such information shall have no obligation to
preserve the proprietary nature of any information which: was previously
known to it free of any obligation to keep it confidential; or is disclosed
to third parties by the other party without any restriction; or is or
becomes publicly available other than by unauthorized disclosure; or is
independently developed by it.
12.5 This Section 13 and the confidentiality obligations imposed
hereunder shall survive and remain in effect notwithstanding the
termination of this Agreement.
13.0 NOTICES
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13.1 All notices which may be given by any party to the other party
shall be in writing and shall be deemed to have been duly given on the date
delivered in person, transmitted electronically by facsimile deposited,
postage prepaid, in the United States mail via Certified Mail, return
receipt requested, or sent, postage prepaid, by overnight delivery service,
return receipt requested and addressed as follows:
To: Peoples Telephone Company, Inc.
2300 N. W. 89th Place
Miami, Florida 33172
Fax: 305-477-9890
ATTN: Mr. Robert Rubin
To: AT&T Communications, Inc.
1989 South Club Drive
West Palm Beach, FL 33414
Fax: 407 791-2869
ATTN: Ms. Gayle Jennings
If personal delivery is selected as the method of giving notice under this
Section, a receipt of such delivery shall be obtained.
13.2 The address to which notices are to be given by either party may be
changed by written notice given by such party to the other party pursuant
to this Section.
14.0 FORCE MAJEURE
14.1 Either party's delay in, or failure of, performance under this
Agreement shall be excused where such delay or failure is caused by an act
of God, fire or other catastrophe, electrical, computer or mechanical
failure, work stoppage, delays or failure to act of any carrier or agent or
any other cause beyond a party's direct control.
15.0 NO WAIVER
15.1 The failure of either party at any time to enforce any right or
remedy available to it under this Agreement with respect to any breach or
failure by the other party shall not be construed to be a waiver of such
right or remedy with respect to any other breach or failure by the other
party.
16.0 NO THIRD PARTY BENEFICIARIES
16.1 This Agreement shall not provide any person not a party to this
Agreement with any remedy, claim, liability, reimbursement, commission,
cause of action or other right in excess of those existing without
reference to this Agreement.
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17.0 INDEPENDENT CONTRACTOR
17.1 The parties are entering into this Agreement as independent
contractors. This Agreement is not intended to create, nor shall it be
construed as creating, any type of partnership, joint venture, or franchise
relationship between AT&T and Peoples.
18.0 GOVERNING LAW AND VENUE
18.1 This Agreement shall be governed by and interpreted in accordance
with the domestic laws of the State of Florida, and the parties expressly
subject themselves to such jurisdiction for the purposes of any legal
action brought pursuant to this Agreement. Any action filed to enforce or
interpret this Agreement shall be solely lodged in a State of Florida Court
located in Miami, Florida or the Federal District Court for the Southern
District of Florida.
19.0 SEVERABILITY
19.1 If any provision of this Agreement is held invalid, unenforceable
or void, the remainder of the Agreement shall not be affected thereby and
shall continue in full force and effect.
20.0 ENTIRE AGREEMENT; AMENDMENTS
20.1 This Agreement and any Attachments and Exhibits hereto constitute
the entire understanding between Peoples and AT&T, and supersedes all
prior understandings, oral or written representations, statements,
negotiations, proposals and undertakings with respect to the subject matter
hereof. All amendments to this Agreement must be in writing, must refer
specifically to this Agreement, and must be signed by authorized
representatives of the parties.
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22.0 HEADINGS
22.1 The headings in this Agreement are included for convenience only
and shall not be construed to define or limit any of the provisions
contained herein.
IN WITNESS WHEREOF, the parties have set their hands as of the day
and year first above written, acting through their authorized
representatives.
PEOPLES TELEPHONE COMPANY, INC. AT&T COMMUNICATIONS, INC.
_________________________________ _________________________________
Authorized Signature Authorized Signature
_________________________________ _________________________________
Typed or Printed Name Typed or Printed Name
_________________________________ _________________________________
Title Title
_________________________________ _________________________________
Date Date
_________________________________
Federal Tax ID
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