EXHIBIT
10.24.1


 


MCI
WORLDCOM NETWORK SERVICES, INC.


 


 


AMENDMENT  NO. 14


 


This Amendment No. 14
(the Amendment No. 14”) is made this 16 day of January 2003, by and between
AmeriVision Communications, Inc. (“Customer”) and MCI WORLDCOM Network
Services, Inc. (“MCI”), to those certain Program Enrollment Terms (the “PET”),
to that certain Telecommunications Services Agreement more particularly
described as ISA # AVI - 990301 (the ‘TSA”), made by and between Customer and
MCI WORLDCOM Network Services, Inc. (successor-in-interest to WorldCom Network
Services, Inc.) dated April 20. 1999, including all prior applicable amendments
(collectively, the “Prior Amendments”). in the event of any conflict between
the terms of the TSA, the PET, the Rate and Discount Schedule, the Service
Schedule, any Prior Amendment or any applicable Attachment and the terms of
this Amendment No. 14, the terms of this Amendment No. 14 shall control The ISA
along with the PET, the Rate and Discount Schedule, the Service Schedule, the
Prior Amendments, all applicable Attachment(s), and this Amendment No. 14 shall
collectively be referred to as the “Agreement”. Capitalized terms not defined
herein shall have the meaning ascribed to them in other documents referenced
herein. All references to MCI WorldCom in the Agreement including any,
amendments, attachments, schedules or exhibits thereto, will be deemed to refer
to “MCI”. This Amendment No. 14 does not constitute the assumption of the
Agreement as that term is used under applicable bankruptcy law.


 


In consideration
of good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties agree as follows:


 


1.                                       SPECIAL RATES:


 


(A)          Notwithstanding anything to the
contrary contained in the Agreement, or the Attachment for ACCESS BASED BILLING
CARRIER ORIGINATION Service, the Attachment for ACCESS BASED BILLING
SWITCHLESS/END USER DEDICATED Services, the Attachment for ACCESS BASED BILLING
CARRIER TERMINATION Service (collectively, the “ABB Attachments”), commencing
within ten (10) business days following the date this Amendment No. 14 has been
fully executed by both parties and delivered to Customer. Customer’s rates for
the applicable ACCESS BASED BILLING Services will be the respective rates per
minute set forth below. All other rates will be as set forth in the Agreement
or the ABB Attachments.


 


(i)  ACCESS
BASED BILLING SWITCHLESS 1+ Service


 


SEE Exhibit 1 *


SEE Exhibit 2 *


 


(ii)  ACCESS
BASED BILLING END USER DEDICATED 1+ Service


 


SEE Exhibit 3 *


 


 


 


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CONFIDENTIAL


 


(iii) ACCESS
BASED BILLING END USER DEDICATED TOLL FREE Service


 


SEE Exhibit 4 *


 


(iv) ACCESS BASED
BILLING CARRIER ORIGINATION Service


 


SEE Exhibit 5*


 


(v)           ACCESS BASED BILLING CARRIER
TERMINATION Service


 


SEE Exhibit 6*


 


(B)           Notwithstanding anything to the
contrary contained in the TSA, MCI reserves the right to modify the Special
Rates described in Subsection (A) above (which charge modifications shall not
exceed then-current generally available MCI charges for comparable services),
upon not less than thirty (30) calendar days’ prior notice to Customer
(facsimile being acceptable), which notice will state the effective date for
the charge modification.


 


2.                                       SPECIAL
DISCOUNTS. Notwithstanding anything to the contrary contained in the
Agreement or the Attachment for ACCESS BASED BILLING CARRIER ORIGINATION
Service, the Attachment for ACCESS BASED BILLING SWITCHLESS/END USER DEDICATED
Services, the Attachment for ACCESS BASED BILLING CARRIER TERMINATION Service
(collectively, the “ABB Attachments”). Commencing as of January 1, 2003,
Customer’s discount percentage, with respect to INTERSTATE and INTERSTATE
EXTENDED DOMESTIC Locations only, for ACCESS BASED BILLING CARRIER ORIGNIATION
SERVICE ACCESS BASED SWITCHLESS END USER DEDICATED Services and ACCESS BASED
BILLING CARRIER TERMINATION Service will determined under the Discount Schedule
below based on Customer’s actual Monthly Revenue for each month and will not be
subject to the applicable discount percentages set forth in the Agreement on
the ABB Attachments. Commencing as of January 1, 2003, and continuing
throughout the Service Term, Customer will automatically receive the next
higher (or lower) Discount when Customers eligible Monthly Revues (as defined in
the PET) reaches the next higher level (or falls to the next lower level).
All  other discounts for all other
services will be as set forth in the Agreement


 


	
  MONTHLY REVENUE

  	
   

  	
  DISCOUNT

  
	
   

  	
   

  	
   

  
	
  *

  	
   

  	
  *

  
	
  *

  	
   

  	
  *

  
	
  *

  	
   

  	
  *

  
	
  *

  	
   

  	
  *

  
	
  *

  	
   

  	
  *

  



 


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3.                                       OTHER TERMS
AND CONDITIONS. Except as specifically amended or modified herein,
the terms and conditions of the Agreement will remain in full force and effect
throughout the Service Term and any extensions thereof.


 


IN WITNESS
WHEREOF, the parties have  entered into
this Amendment No. 14 on the date first written above.


 


	
   

  	
  AMERMIVISION

  	
  MCI WORLDCOM NETWORK

  	
   

  
	
   

  	
  COMMUNICATIONS, INC.

  	
  SERVICES, INC.

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By: /s/ Jeff Cato

  	
   

  	
  By: /s/ Robert Brejcha

  	
   

  	
   

  
	
   

  	
  (Signature)

  	
  (Signature)

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Jeff Cato

  	
   

  	
  Robert Brejcha

  	
   

  	
   

  
	
   

  	
  (Print Name)

  	
  (Print Name)

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Director of
  Operations/Business Development

  	
   

  	
  Vice President

  	
   

  	
   

  
	
   

  	
  (Title)

  	
  (Title)

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  1-16-03

  	
   

  	
  1-17-03

  	
   

  	
   

  
	
   

  	
  (Date)

  	
  (Date)

  	
   

  
												



 


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Exhibit No. 1


Switchless 1+
Service Interstate Rates*


 


 


Exhibit No.2


Switchless 1+
Intrastate Rates*


 


 


Exhibit No.3


End User Dedicated
1+ Interstate Rates*


 


 


Exhibit No.4


End User Dedicated
Toll Free Interstate Rates*


 


 


Exhibit No.5


Carrier
Origination Interstate Rates*


 


 


Exhibit No.6


Carrier
Termination Interstate Rates*


 


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