exv10w1w1



 







Exhibit 10.1.1




Amendment No. 38

5/28/03

SOW: oYes þNo




[Graphic Omitted: NeuStar Logo]




AMENDMENT OF SLR-27




UNDER




AGREEMENT FOR NUMBERING ADMINISTRATION CENTER /

SERVICE MANAGEMENT SYSTEM




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Amendment No. 38

5/28/03

SOW: oYes þNo




AMENDMENT OF SLR-27




UNDER




AGREEMENT FOR NUMBERING ADMINISTRATION CENTER / SERVICE MANAGEMENT SYSTEM





	1.	 	PARTIES.





This amendment (this “Amendment”) is entered into pursuant to Article 30 of, and upon execution
shall be a part of, the Agreement for Number Portability Administration Center/Service Management
System (the “Master Agreement”) by and between NeuStar, Inc., a Delaware corporation (“Contractor”)
and the North American Portability Management LLC, a Delaware limited liability company (the
“Customer” or “NAPM”), as the successor in interest to and on behalf of the respective limited
liability companies listed below for the separate Service Areas (referred to individually as a
“Subscribing Customer” and collectively as the “Subscribing Customers”):




	 	•	 	LNP, LLC (Midwest)
	 
	 	•	 	Mid-Atlantic Carrier Acquisition Company, LLC
	 
	 	•	 	Northeast Carrier Acquisition Company, LLC
	 
	 	•	 	Southeast Number Portability Administration Company, LLC
	 
	 	•	 	Southwest Region Portability Company, LLC
	 
	 	•	 	West Coast Portability Services, LLC
	 
	 	•	 	Western Region Telephone Number Portability, LLC






	2.	 	EFFECTIVNESS.





This Amendment shall be effective as of [the 31st day of May, 2003] (the “Amendment
Effective Date”) only upon execution of separate amendments by Contractor and Customer. The number
in the upper left-hand corner refers to this Amendment. Capitalized terms used herein without
definition shall have the meanings as defined in the Master Agreement.




	3.	 	SCOPE.





The parties desire to amend SLR-27 to reflect the incorporation of electronic media into
Contractor’s delivery processes. Therefore, SLR-27 is hereby amended by replacing the word “Mail”
with “Provide” under the Service Commitment Level column.



Upon execution of this Amendment, Contractor will provide the amended definition of SLR-27 to its
Gateway Evaluation Process (“GEP”) auditor.




	4.	 	COMPLETION AND ACCEPTANCE CRITERIA.




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Amendment No. 38

5/28/03

SOW: oYes þNo




The following internal documents are applicable under this Amendment:



	 	 	 	 	 
	 

	 	N/A
	 	Functional Requirements Specifications
	 

	 	 	 	 
	 

	 	N/A
	 	Requirements Traceability Matrix
	 

	 	 	 	 
	 

	 	N/A
	 	External Design
	 

	 	 	 	 
	 

	 	N/A
	 	System Design
	 

	 	 	 	 
	 

	 	N/A
	 	Detailed Design
	 

	 	 	 	 
	 

	 	N/A
	 	Integration Test Plan
	 

	 	 	 	 
	 

	 	N/A
	 	System Test Plan
	 

	 	 	 	 
	 

	 	N/A
	 	Software Quality Assurance Program Report
	 

	 	 	 	 
	 

	 	Ö
	 	User Documentation
	 

	 	 	 	 
	 

	 	N/A
	 	Software Configuration Management Plan
	 

	 	 	 	 
	 

	 	Ö
	 	Standards and Metrics
	 

	 	 	 	 






	5.	 	IMPACTS ON MASTER AGREEMENT





The following Master Agreement documents are impacted by this Amendment:



	 	 	 	 	 
	 

	 	None
	 	Master Agreement
	 

	 	 	 	 
	 

	 	None
	 	Exhibit B Functional Requirements Specification
	 

	 	 	 	 
	 

	 	None
	 	Exhibit C Interoperable Interface Specification
	 

	 	 	 	 
	 

	 	None
	 	Exhibit E Pricing Schedules
	 

	 	 	 	 
	 

	 	None
	 	Exhibit F Project Plan and Test Schedule
	 

	 	 	 	 
	 

	 	Ö
	 	Exhibit G Service Level Requirements
	 

	 	 	 	 
	 

	 	None
	 	Exhibit H Reporting and Monitoring Requirements
	 

	 	 	 	 
	 

	 	None
	 	Exhibit J User Agreement Form
	 

	 	 	 	 
	 

	 	None
	 	Exhibit K External Design
	 

	 	 	 	 
	 

	 	None
	 	Exhibit L Infrastructure/Hardware
	 

	 	 	 	 
	 

	 	None
	 	Exhibit N System Performance Plan for NPAC/SMS Services
	 

	 	 	 	 






	6.	 	PRICING.





There are no pricing impacts under this Amendment.




	7.	 	CONTINUATION OF MASTER AGREEMENT AND USER AGREEMENT.





Except as specifically modified and amended hereby (including by the SOW Specifications where
applicable), all the provisions of the Master Agreement and the User Agreements entered into with
respect thereto, and all exhibits and schedules thereto, shall remain unaltered and in full force
and effect in accordance with their terms. From and after the date hereof, any reference in either
the Master Agreement to itself and any Article, Section or subsections thereof or to any Exhibit
thereto, or in any User Agreement to itself or to the Master Agreement and applicable to any time
from and after the date hereof, shall be deemed to be a reference to such agreement, Article,
Section, subsection or Exhibit as modified and amended by this SOW. From and after the



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Amendment No. 38

5/28/03

SOW: oYes þNo




effectiveness of this SOW, this SOW shall be a part of the Master Agreement and, as such, shall be
subject to the terms and conditions therein.




	8.	 	MISCELLANEOUS.






	 	8.1	 	Counterparts.





This SOW may be executed in two or more counterparts and by different parties hereto in separate
counterparts, with the same effect as if all parties had signed the same document. All such
counterparts shall be deemed an original, shall be construed together and shall constitute one and
the same instrument.




	 	8.2	 	Entire Agreement.





This SOW sets forth the entire understanding between the Parties with regard to the subject matter
hereof and supercedes any prior or contemporaneous agreement, discussions, negotiations or
representations between the Parties, whether written or oral, with respect thereto.



[THIS SPACE INTENTIONALLY LEFT BLANK]




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Amendment No. 38

5/28/03

SOW: oYes þNo




IN WITNESS WHEREOF, the undersigned have executed this Amendment:



	 	 	 	 	 
	CONTRACTOR: NeuStar, Inc.
	 
	By:

	 	/s/ C Walker	 	 
	 

	 	 	 	 
	Its:

	 	VP Customer Ops	 	 
	 

	 	 	 	 
	Date:

	 	6-9-03	 	 
	 

	 	 	 	 
	 
	 	 	 	 
	CUSTOMER: North American Portability Management, LLC
	 
	By:

	 	/s/ Richard Theiss	 	 
	 

	 	 	 	 
	Its:

	 	Co-Chair	 	 
	 

	 	 	 	 
	Date:

	 	11 June, 2003	 	 
	 

	 	 	 	 
	 
	 	 	 	 
	CUSTOMER: North American Portability Management, LLC
	 
	By:

	 	/s/ Pamela H. Connell	 	 
	 

	 	 	 	 
	Its:

	 	Co-Chair	 	 
	 

	 	 	 	 
	Date:

	 	June 16, 2003	 	 
	 

	 	 	 	 





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