Fiftieth Amendment to Consolidated CSG Master Subscriber Management System Agreement between CSG Systems, Inc. and Charter Communications Operating, LLC

Exhibit 10.26AR

THIS DOCUMENT CONTAINS INFORMATION WHICH HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.  SUCH EXCLUDED INFORMATION IS IDENTIFIED BY BRACKETS AND MARKED WITH (***).

FIFTIETH AMENDMENT

TO

CONSOLIDATED

CSG MASTER SUBSCRIBER MANAGEMENT SYSTEM AGREEMENT

BETWEEN

CSG SYSTEMS, INC.

AND

CHARTER COMMUNICATIONS OPERATING, LLC

SCHEDULE AMENDMENT

This Fiftieth Amendment (the “Amendment”) is made by and between CSG Systems, Inc., a Delaware corporation (“CSG”), and Charter Communications Operating, LLC, a Delaware limited liability company (“Customer”).  CSG and Customer entered into that certain Consolidated CSG Master Subscriber Management System Agreement effective as of August 1, 2017 (CSG document no. 4114281), as amended (the “Agreement”), and now desire to further amend the Agreement in accordance with the terms and conditions set forth in this Amendment.  If the terms and conditions set forth in this Amendment shall be in conflict with the Agreement, the terms and conditions of this Amendment shall control.  Any terms in initial capital letters or all capital letters used as a defined term but not defined in this Amendment shall have the meaning set forth in the Agreement.  Upon execution of this Amendment by the parties, any subsequent reference to the Agreement between the parties shall mean the Agreement as amended by this Amendment.  Except as amended by this Amendment, the terms and conditions set forth in the Agreement shall continue in full force and effect according to their terms.

WHEREAS, CSG currently provides access to and Customer currently uses [*** (*)] test environments on CSG’s Advanced Convergent Platform (“ACP”): (i) [**** and ****] in the Customer Test Environment Region (“CTER”), a test environment dedicated to Customer, and (ii) [**** and ****] in the Customer Shared Test Environment; and

WHEREAS, Customer desires to use and CSG agrees to provide Customer with access to [** **********] Customer-use only test environment containing [*** (*)] regions that will be known as [**** and ****].

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, CSG and Customer agree to the following as of the Amendment Effective Date (as defined below).

Exhibit 10.26AR

Note 4: For the Support Services Fees provided herein, Customer shall receive the following:  

Note 5: CTER and [********* are sized for ***** (**) **** ****, which for CTER shall apply to **** and **** ** *** *********].  If Customer’s usage of either CTER or [********* exceeds the ***** (**) **** for any **** (*) **** within a ******** *****], Customer will be charged $[****** *** **** per ***** for the actual number of **** in ****** ******* ***** (**) ****].  [**** capacity will be ***** ** ***** (**) **** per *********** **** ***** and any amount in excess shall be provided as identified herein, but in any event shall be ** **** **** ***** (**) **** per ***********].

Note 13: Configuration and set up of [**** and ****] test environment shall be mutually agreed and documented in that certain Statement of Work entitled Configure and Make [**** and ****] Test Environment Available to Customer (CSG document no. 33151) (the “[*********] SOW”).  

Note 14: The Support Services Fees shall commence following availability of the [**** and ****] test environment.

Note 15: CSG and Customer agree that in consideration of the mutually agreed upon Support Services Fees provided hereunder and the terms pursuant to the [********* *** ******* *** ************* *** *** ** ****, Customer agrees to utilize the **** and **** test environment for * ******* ** *********** (**) ****** (the “** ***** ******* **********”)].  For purposes of clarification the parties acknowledge and agree that the Support Services Fees are the parties’ agreed upon payment terms for the [**** and **** test environment and that such *********** (**) ***** period ******* *** ******* **** ** *** *********.  In the event Customer chooses to terminate the Support Services for the **** and **** test environment (other than by natural expiration of the Agreement), Customer will provide CSG with no less than ********** (**) ***** ***** ****** ** **** **************].  If such cancellation of the [**** and **** test environment occurs prior to the end of the ** ***** ******* **********, in addition to all other amounts then due and owing to CSG, *** **** ******* ******** *** ***** ********* **** ************ *** ******** **** *** ** *** ** ****** ***** $************] in accordance with the Terms of the Agreement.

THIS AMENDMENT is executed on the days and year last signed below to be effective as of the date last signed below (the "Amendment Effective Date").