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2/24/2021 Quote: 397773 / City of Santa Ana - Dash <br />https://dash.tpx.com/ribeye/service/file?id=1377739&deleteAfterServing=1&inline=1 15/21 <br /> Equipment Addendum - Installment Payment Purchase <br />This Equipment Addendum (this “Equipment Addendum”) amends and modifies the Telecommunications Account Agreement <br />(TAA) or Master Service Agreement (MSA) (referred to herein, as so amended and modified, as the “Agreement”) between U.S. <br />TelePacific Corp. d/b/a TPx Communications and/or its affiliated companies (“TPx”) and Customer. <br /> <br />This Equipment Addendum governs devices supplied by TPx (devices collectively referred to herein as “Equipment”), and which <br />said Equipment is used in conjunction with any of TPx’s Services and is purchased by Customer from TPx via installment <br />payment purchase. <br />1. EQUIPMENT ACQUISITION <br /> <br />Devices used in conjunction with any of TPx’s Services (referred to herein as “Equipment”) may be purchased by Customer from <br />TPx via installment payment purchase option. Any Equipment governed by this Equipment Addendum will be described on the <br />schedule substantially in the form of Exhibit I hereto delivered from time to time at the time of purchase (or other provisioning) <br />thereof by TPx to Customer and authorized or otherwise confirmed by Customer (each, a “Delivered Equipment Schedule”). The <br />terms of each Delivered Equipment Schedule shall be, and hereby are, fully incorporated by reference herein. <br />2. INSTALLMENT PAYMENT PURCHASED EQUIPMENT <br />a. Installment payments will be added to each monthly invoice delivered to Customer under Section 2(e) of the Terms and <br />Conditions Attachment to the Agreement, for the duration of the Initial Service Term, spread evenly over the total number of <br />months contracted, in the amount(s) to be shown on the related Delivered Equipment Schedule(s). <br />b. If, prior to the end of the Service Term, Services associated with any Equipment purchased via this Equipment Addendum are <br />terminated for any reason, Customer shall remain liable for all remaining installment payments for the affected Equipment. <br />c. Customer ’s obligations to make payments under any installment purchase of Equipment are separate and independent from <br />Customer’s obligations to make payments on the Services. <br />d. Customer agrees that the right of TPx to receive installment payments relating to the Equipment purchased via this Equipment <br />Addendum may be sold, transferred or otherwise assigned by TPx without consent. <br />e. Credit Allowances. Credits granted by TPx for the interruption of services may not be applied to Equipment purchases or <br />payments due or to become due under the Agreement (including this Equipment Addendum). <br />f. Certain Waivers. Notwithstanding any provision contained in the Agreement (including this Equipment Addendum) to the contrary, it is <br />agreed by the parties that: <br />i. Customer agrees not to assert any claim, set-off, recoupment, withholding or defense against TPx, any of its affiliates or its <br />assignees or designees, that Customer may have against TPx, its affiliates or its assignees or designees, as applicable, in <br />connection with the Agreement or any other agreement pursuant to which TPx (or any of its affiliates or designees) provides <br />services to Customer or against the manufacturer of any equipment obtained under this Equipment Addendum; <br /> <br />ENV91971328-9742-EAEE-4663-DBAC <br />03/11/2021 21:41 PM UTC