exv10w2w3






Exhibit 10.2.3









	 	 	 	 	 	 	 
	Amendment No. 67 (CA)	 	April 1, 2008
	SOW:

	 	o Yes	 	 	 	 
	 

	 	þ No	 	 	 	 












AMENDMENT NO. 67




FOR




NOTICES AND PROJECT EXECUTIVE UPDATE




UNDER




CONTRACTOR SERVICES AGREEMENT FOR NUMBERING




ADMINISTRATION CENTER / SERVICE MANAGEMENT




SYSTEM




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	Amendment No. 67 (CA)	 	April 1, 2008
	SOW:

	 	o Yes	 	 	 	 
	 

	 	þ No	 	 	 	 






AMENDMENT NO. 67




UNDER




CONTRACTOR SERVICES AGREEMENT FOR NUMBERING

ADMINISTRATION CENTER / SERVICE MANAGEMENT SYSTEM




Notices
and Project Executive Update




1. PARTIES



This
Amendment No. 67 (this “Amendment”) is entered into pursuant to Article 30 of, and upon
execution shall be a part of, the Contractor Services Agreement for Number Portability
Administration Center/Service Management System (the “Master
Agreement”) by and between NeuStar,
Inc., a Delaware corporation (“Contractor”) and the Canadian LNP Consortium Inc., a corporation
incorporated under the laws of Canada (the “Customer”).




2. EFFECTIVENESS



This Amendment shall be effective as of the 1st day of April, 2008 (the “Amendment
Effective Date”) only upon execution of this Amendment by Contractor and Customer. The number in
the upper left-hand corner refers to this Amendment. Undefined capitalized terms used herein shall
have the meanings ascribed by the Master Agreement.




3. UPDATES




     3.1
Notices


Section 27.6 of the Master Agreement is hereby modified to reflect the following recipients for
notices purposes:




	 	 	 
	If to Customer:

	 	To the Customer Project Executive at the address set forth in
Exhibit I
	 
	 	 
	with a copy to:

	 	Jacques R. Sarrazin, President
	 

	 	Canadian LNP Consortium Inc.
	 

	 	6 Eagle Chase Court
	 

	 	Nepean, Ontario
	 

	 	K2J 3N5
	 

	 	Tel: (613) 823-0144
	 

	 	Fax: (613) 823-1169
	 

	 	Email: jr.sarrazin@rogers.com






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	Amendment No. 67 (CA)	 	April 1, 2008
	SOW:

	 	o Yes	 	 	 	 
	 

	 	þ No	 	 	 	 






	 	 	 
	with a copy to:

	 	J. Scott Fletcher
	 

	 	Gowling Lafleur Henderson LLP
	 

	 	Barristers and Solicitors
	 

	 	2600 — 160 Elgin Street
	 

	 	Ottawa, Ontario
	 

	 	K1P 1C3
	 

	 	Tel: (613) 786-0167
	 

	 	Fax: (613) 563-9869
	 

	 	Email: scott.fletcher@gowlings.com
	 
	 	 
	If to Contractor:

	 	To the Contractor Project Executive at the address set forth in
Exhibit I
	 
	 	 
	with a copy to:

	 	NeuStar Inc.
	 

	 	Attn: Michael O’Connor, VP, Customer Relations
	 

	 	46000 Center Oak Plaza
	 

	 	Sterling, Virgina USA 20166
	 

	 	Tel: (571) 434-5540
	 

	 	Fax: (631) 376-0849
	 
	 	 
	with a copy to:

	 	NeuStar Inc.
	 

	 	Attn: General Counsel
	 

	 	46000 Center Oak Plaza
	 

	 	Sterling, Virginia USA 20166
	 

	 	Fax: (571) 434-5735






     3.2 Exhibit I


Exhibit I is hereby deleted and replaced in its entirety with the copy attached hereto
as Attachment 1.




4. APPLICABLE DOCUMENTS



The following internal documents are applicable to the Additional Services contemplated 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
	N/A

	 	User Documentation






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	Amendment No. 67 (CA)	 	April 1, 2008
	SOW:

	 	o Yes	 	 	 	 
	 

	 	þ No	 	 	 	 









	 	 	 
	N/A

	 	Software Configuration Management Plan
	N/A

	 	Standards and Metrics






5. IMPACTS ON MASTER AGREEMENT



The following portions of the Master Agreement are impacted by this Amendment:




	 	 	 
	þ

	 	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
	None

	 	Exhibit G Service Level Requirements
	None

	 	Exhibit H Reporting and Monitoring Requirements
	þ

	 	Exhibit I Key Personnel
	None

	 	Exhibit J User Agreement Form
	None

	 	Exhibit K External Design
	None

	 	Exhibit L Infrastructure/Hardware
	None

	 	Exhibit M Software Escrow Agreement
	None

	 	Exhibit O Statement of Work Cost Principles






6. MISCELLANEOUS




     6.1 Counterparts


This Amendment 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.




     6.2 Continuation of Master Agreement and User Agreement


Except as specifically modified and amended hereby, 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 Amendment. From and after the Amendment Effective Date, this Amendment shall be a part of the
Master Agreement and, as such, shall be subject to the terms and conditions therein.




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	Amendment No. 67 (CA)	 	April 1, 2008
	SOW:

	 	o Yes	 	 	 	 
	 

	 	þ No	 	 	 	 






     6.3 Entire Agreement


This Amendment sets forth the entire understanding between the Parties with regard to the subject
matter hereof and supersedes 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. 67 (CA)	 	April 1, 2008
	SOW:

	 	o Yes	 	 	 	 
	 

	 	þ No	 	 	 	 















IN WITNESS WHEREOF, the undersigned have executed and
delivered this Amendment No. 67:




	 	 	 	 	 
	CONTRACTOR: NeuStar, Inc.

 	 	 
	Signature:  	/s/  Michael O’ Connor
 	 	 
	 	Name: Michael O’ Connor 	 	 
	 	Title:   VP —  Customer Relations 	 	 
	 	Date:   29 April 2008 	 	 
	 



	 	 	 	 	 
	CUSTOMER: Canadian LNP Consortium Inc.

 	 	 
	Signature:  	 /s/ J.R. Sarrazin
 	 	 
	 	Name:  	J.R. Sarrazin
 	 	 
	 	Title:  	President 	 	 
	 	Date: 	 April 28/2008 	 	 



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	Amendment No. 67 (CA)	 	April 1, 2008
	SOW:

	 	o Yes	 	 	 	 
	 

	 	þ No	 	 	 	 





	 	 	 	 	 



ATTACHMENT 1




TO




AMENDMENT NO. 67




Update to Exhibit I




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	Amendment No. 67 (CA)	 	April 1, 2008
	SOW:

	 	o Yes	 	 	 	 
	 

	 	þ No	 	 	 	 





EXHIBIT I

KEY PERSONNEL



1. INTRODUCTION. This Exhibit I sets forth the Project Executives and Project Managers, as required under Section 11 of the Contractor Services Agreement for NPAC/SMS.



2. PROJECT EXECUTIVES. The following are identified as the Project Executives:



•    NeuStar Inc.

Contractor’s Project Executive

Name: David Garner

Phone: (480) 855-0182

Fax: (480) 855-0182

e-mail: David.Garner@neustar.biz



•    Canadian LNP Consortium Inc.

Customer’s Project Executive

Name: Marian Hearn

Phone: (613) 256-2600

Fax: (800) 406-9250

e-mail: hearn@clnpc.ca



3. PROJECT MANAGERS: As the initial implementation of the Canadian NPAC/SMS has been completed,
Project Managers are no longer identified in this Exhibit I, but may be set forth by the parties in
a Statement of Work or elsewhere, in accordance with Section 11.2 of the Contractor Services
Agreement.



THE ABOVE PROJECT EXECUTIVES ARE SUBJECT TO CHANGE FROM TIME TO TIME AS SET FORTH IN SECTION 11.1
OF THE CANADIAN CONTRACTOR SERVICES AGREEMENT FOR NPAC/SMS. THE PROJECT EXECUTIVES AT THE TIME OF
EXECUTION OF A CANADIAN NPAC/SMS USER AGREEMENT SHALL BE AS IDENTIFIED IN ATTACHMENT D OF THAT
CANADIAN NPAC/SMS USER AGREEMENT.





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