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– Release Delayed ·As Of Filer Filing For·On·As Docs:Size Issuer Agent 9/16/09 AOL Inc. 10-12B/A¶ 68:6.6M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 10-12B/A Amendment No. 1 to Form 10 HTML 100K 68: CORRESP ¶ Comment-Response or Other Letter to the SEC HTML 84K 2: EX-2.1 Plan of Acquisition, Reorganization, Arrangement, HTML 187K Liquidation or Succession 3: EX-3.1 Articles of Incorporation/Organization or By-Laws HTML 31K 4: EX-3.2 Articles of Incorporation/Organization or By-Laws HTML 97K 5: EX-10.1 Material Contract HTML 80K 10: EX-10.10 Material Contract HTML 71K 11: EX-10.11 Material Contract HTML 33K 12: EX-10.12 Material Contract HTML 33K 13: EX-10.13 Material Contract HTML 33K 14: EX-10.14 Material Contract HTML 37K 15: EX-10.15 Material Contract HTML 37K 16: EX-10.16 Material Contract HTML 37K 17: EX-10.17 Material Contract HTML 30K 18: EX-10.18 Material Contract HTML 24K 19: EX-10.19 Material Contract HTML 20K 20: EX-10.20 Material Contract HTML 52K 21: EX-10.21 Material Contract HTML 52K 22: EX-10.22 Material Contract HTML 247K 23: EX-10.23 Material Contract HTML 56K 24: EX-10.24 Material Contract HTML 45K 25: EX-10.25 Material Contract HTML 44K 26: EX-10.26 Material Contract HTML 30K 27: EX-10.27 Material Contract HTML 36K 28: EX-10.28 Material Contract HTML 29K 29: EX-10.29 Material Contract HTML 31K 30: EX-10.30 Material Contract HTML 63K 31: EX-10.31 Material Contract HTML 34K 32: EX-10.32 Material Contract HTML 29K 33: EX-10.33 Material Contract HTML 96K 34: EX-10.34 Material Contract HTML 29K 35: EX-10.35 Material Contract HTML 30K 36: EX-10.36 Material Contract HTML 30K 37: EX-10.37 Material Contract HTML 30K 38: EX-10.38 Material Contract HTML 30K 39: EX-10.39 Material Contract HTML 30K 40: EX-10.40 Material Contract HTML 124K 41: EX-10.41 Material Contract HTML 30K 42: EX-10.42 Material Contract HTML 32K 43: EX-10.43 Material Contract HTML 31K 44: EX-10.44 Material Contract HTML 72K 45: EX-10.45 Material Contract HTML 31K 46: EX-10.46 Material Contract HTML 21K 47: EX-10.47 Material Contract HTML 182K 48: EX-10.48 Material Contract HTML 25K 49: EX-10.49 Material Contract HTML 27K 50: EX-10.50 Material Contract HTML 57K 51: EX-10.51 Material Contract HTML 23K 52: EX-10.52 Material Contract HTML 43K 53: EX-10.53 Material Contract HTML 126K 54: EX-10.54 Material Contract HTML 113K 55: EX-10.55 Material Contract HTML 31K 56: EX-10.56 Material Contract HTML 27K 57: EX-10.57 Material Contract HTML 43K 58: EX-10.58 Material Contract HTML 86K 59: EX-10.59 Material Contract HTML 22K 6: EX-10.6 Material Contract HTML 148K 60: EX-10.60 Material Contract HTML 26K 61: EX-10.61 Material Contract HTML 48K 62: EX-10.62 Material Contract HTML 26K 63: EX-10.63 Material Contract HTML 22K 64: EX-10.64 Material Contract HTML 40K 65: EX-10.65 Material Contract HTML 576K 66: EX-10.66 Material Contract HTML 36K 7: EX-10.7 Material Contract HTML 115K 8: EX-10.8 Material Contract HTML 69K 9: EX-10.9 Material Contract HTML 67K 67: EX-99.1 Miscellaneous Exhibit HTML 1.78M
Exhibit 10.56 |
Exhibit 10.56
Execution Version
THIRD AMENDMENT TO AMENDED AND RESTATED
AGREEMENT FOR DELIVERY OF SERVICE
This Third Amendment to Amended and Restated Agreement for Delivery of Service (“Third Amendment”) is entered into by and between AOL LLC, (f/k/a/ America Online, Inc.) (“AOL”) and Level 3 Communications, LLC (“Level 3”), effective as of February 25, 2008 (the “Third Amendment Effective Date”).
INTRODUCTION
The Parties hereto wish to further amend that certain Amended and Restated Agreement for Delivery of Service, effective as of April 17, 2000 (the “2000 Agreement”), as amended previously by that certain Amendment No. 1 to Amended and Restated Agreement for Delivery of Service, effective as of March 29, 2002 (the “First Amendment”), that Letter Agreement effective March 14, 2003 (the “2003 Letter Agreement”), that Amendment No. 2 to Amended and Restated Agreement for Delivery of Service, effective as of December 17, 2004 (the “Second Amendment”), that Letter Agreement effective as of October 13, 2005 (the “2005 Letter Agreement”), that Letter Agreement effective as of May 31, 2006 (the “May 2006 Letter Agreement”), the Letter Agreement effective September 13, 2006 (the “September 2006 Letter Agreement”), and that Letter Agreement effective as of June 29, 2007 (the “2007 Letter Agreement”) (the 2000 Agreement, the First Amendment, the 2003 Letter Agreement, the Second Amendment, the 2005 Letter Agreement, the May 2006 Letter Agreement, the September 2006 Letter Agreement and the 2007 Letter Agreement collectively the “Managed Modem Agreement”). Capitalized terms not defined in this Third Amendment shall have the meanings set forth in the Managed Modem Agreement.
AGREEMENT
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby amend the Managed Modem Agreement as follows:
1. Assignment. Section 9.2 of the Managed Modem Agreement shall be deleted and replaced with the following:
“9.2 Assignment or Transfer. No party may assign this Agreement or assign or delegate its rights or obligations under the Agreement without the prior written consent of the other party, whose consent shall not be unreasonably withheld. Notwithstanding the foregoing, either party may assign this Agreement or its rights and obligations under this Agreement without the approval of the other party (i) to an entity which acquires (a) all or substantially all of the assets of the assigning party, (b) all or substantially all of the assets utilizing the Services or (c) one or more lines of business of the assigning party that utilize the Services; (ii) to any Affiliate of the assigning party; or (iii) to a successor in a merger or acquisition of the assigning party and, except with respect to an assignment to an Affiliate, provided that (i) the assigning party provides prior written notice to the other party, and (ii) the intended assignee has the financial ability to comply with the terms and conditions of the Agreement. A “Change in Control” (as defined in Section 9.10) shall not constitute an assignment under this Section 9.2. For purposes of the foregoing, an “Affiliate” shall be an entity which controls, is controlled by or is under common control with a party hereto. Subject to the foregoing, this Agreement shall be fully binding upon, inure to the benefit of and be enforceable by the Parties hereto and their respective successors and assigns.”
2. Order of Precedence. Except as expressly amended by this Third Amendment, the provisions of the Managed Modem Agreement shall remain in full force and effect and nothing in this Third Amendment shall be construed as a waiver of any of the rights and obligations of the Parties under the Managed Modem Agreement. If there is a conflict between the terms and conditions of the Managed Modem Agreement and those of this Third Amendment, the terms and
Confidential | 1 |
Execution Version
conditions of this Third Amendment shall govern.
3. Counterparts; Facsimile. This Third Amendment may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same document. This Third Amendment may be executed by facsimile.
IN WITNESS WHEREOF, the Parties have executed this Third Amendment to the Amended and Restated Agreement for Delivery of Service.
AOL LLC | LEVEL 3 COMMUNICATIONS, LLC | |||||||
By: |
/s/ Frank Ambrose |
By: |
/s/ Robert Masinter | |||||
Name: |
Name: |
|||||||
Title: |
SVP |
Title: |
Vice President | |||||
Date: |
2/26/08 |
Date: |
2/28/08 |
Confidential |
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This ‘10-12B/A’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 9/16/09 | None on these Dates | ||
2/25/08 | ||||
6/29/07 | ||||
9/13/06 | ||||
5/31/06 | ||||
10/13/05 | ||||
12/17/04 | ||||
3/14/03 | ||||
3/29/02 | ||||
4/17/00 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/13/09 SEC UPLOAD¶ 9/22/17 1:24K AOL Inc. |