Sprint - Nextel 2008 Annual Report Download - page 153

CLEARWIRE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Agreement for Network Services will be five years, but the lessee will have the right to extend the term for an
additional five years. Additionally, in accordance with the Master Agreement for Network Services with the
Sprint Entities, we assumed certain agreements for backhaul services with certain of the Investors that contain
commitments that extend up to five years.
IT Master Services Agreement — We entered into an IT master services agreement with the Sprint Entities,
which we refer to as the IT Master Services Agreement, pursuant to which the Sprint Entities and us will
establish the contractual framework and procedures for us to purchase information technology, which we refer to
as IT, application services from the Sprint Entities. We may order various information technology application
services from the Sprint Entities, including human resources applications, supply chain and finance applications,
device management services, data warehouse services, credit/address check, IT help desk services, repair
services applications, customer trouble management, coverage map applications, network operations support
applications, and other services. The specific services requested by us will be identified in Statements of Work to
be completed by the Sprint Entities and us. The Sprint Entities will provide service levels consistent with the
service levels the Sprint Entities provide to their affiliates for the same services. Pricing will be specified in each
separate Statement of Work for each type of service. The term of the IT Master Services Agreement will be five
years, but we will have the right to extend the term for an additional five years.
4G MVNO Agreement — We entered into a non-exclusive 4G MVNO agreement at the Closing with
Comcast MVNO II, LLC, TWC Wireless, LLC, BHN Spectrum Investments, LLC and Sprint Spectrum L.P.,
which we refer to as the 4G MVNO Agreement. We will sell wireless broadband services to the other parties to
the 4G MVNO Agreement for the purposes of the purchasers marketing and reselling the wireless broadband
services to each of their respective end user customers. The wireless broadband services to be provided under the
4G MVNO Agreement include standard network services, and, at the request of any of the parties, certain
non-standard network services. We will sell these services at our retail prices less agreed upon discounts.
Intel Market Development Agreement — We entered into a market development agreement with Intel,
which we refer to as the Intel Market Development Agreement, pursuant to which we committed to deploy
mobile WiMAX on our network and to promote the use of certain notebook computers and mobile Internet
devices on our network, and Intel would develop, market, sell and support WiMAX embedded chipsets for use in
certain notebook computers and mobile Internet devices that may be used on our network. The Intel Market
Development Agreement will last for a term of seven years from the date of the agreement, with Intel having the
option to renew the agreement for successive one year terms up to a maximum of 13 additional years provided
that Intel meets certain requirements. If Intel elects to renew the agreement for the maximum 20-year term, the
agreement will thereafter automatically renew for successive one year renewal periods until either party
terminates the agreement. Under the Intel Market Development Agreement, Clearwire Communications will pay
to Intel a portion of the revenues received from certain retail customers using certain Intel-based notebook
computers, or other mutually agreed on devices on the its network, for a certain period of time. Subject to certain
qualifications, Clearwire Communications will also pay to Intel activation fees for each qualifying Intel-based
device activated on its network during the initial term.
Google Products and Services Agreement — We entered into a products and services agreement with
Google, which we refer to as the Google Products and Services Agreement, pursuant to which Google and we
will collaborate on a variety of products and services. Google will provide advertising services to us for use with
certain websites and devices, and we will utilize these Google advertising services on an exclusive basis for its
retail customers. Google will pay us a percentage of the revenue that Google generates from these advertising
services. Google will also provide a suite of hosted communications services, including email, instant messaging
and calendar functionality, to us for integration into our desktop portal offering. Furthermore, we will support the
open-source Android platform, will work with Google to offer certain other Google applications, and will explore
working with Google on a variety of other potential products and services. The Google Products and Services
Agreement will have a term of three years.
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