Exhibit 10.72


AGREEMENT


by
and between


NUI
TELECOM, INC.


and


VERIZON
WASHINGTON, DC INC.


FOR
THE DISTRICT OF


COLUMBIA





TABLE
OF CONTENTS


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 AGREEMENT

 	
  

 	
 7

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 The Agreement

 	
  

 	
 7

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 Term and Termination

 	
  

 	
 7

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.

 	
 Glossary and Attachments

 	
  

 	
 8

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.

 	
 Applicable Law

 	
  

 	
 8

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.

 	
 Assignment

 	
  

 	
 9

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.

 	
 Assurance of Payment

 	
  

 	
 9

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.

 	
 Audits

 	
  

 	
 10

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.

 	
 Authorization

 	
  

 	
 11

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 9.

 	
 Billing and Payment; Disputed Amounts

 	
  

 	
 11

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.

 	
 Confidentiality

 	
  

 	
 12

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 11.

 	
 Counterparts

 	
  

 	
 14

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 12.

 	
 Default

 	
  

 	
 14

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 13.

 	
 Discontinuance of Service by NUI

 	
  

 	
 14

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 14.

 	
 Dispute Resolution

 	
  

 	
 15

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 15.

 	
 Force Majeure

 	
  

 	
 15

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 16.

 	
 Forecasts

 	
  

 	
 16

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 17.

 	
 Fraud

 	
  

 	
 16

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 18.

 	
 Good Faith Performance

 	
  

 	
 16

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 19.

 	
 Headings

 	
  

 	
 16

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 20.

 	
 Indemnification

 	
  

 	
 16

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 21.

 	
 Insurance

 	
  

 	
 18

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 22.

 	
 Intellectual Property

 	
  

 	
 19

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 23.

 	
 Joint Work Product

 	
  

 	
 20

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 24.

 	
 Law Enforcement

 	
  

 	
 20

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 25.

 	
 Liability

 	
  

 	
 20

 



2









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 26.

 	
 Network Management

 	
  

 	
 21

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 27.

 	
 Non-Exclusive Remedies

 	
  

 	
 22

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 28.

 	
 Notice of Network Changes

 	
  

 	
 22

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 29.

 	
 Notices

 	
  

 	
 22

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 30.

 	
 Ordering and Maintenance

 	
  

 	
 23

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 31.

 	
 Performance Standards

 	
  

 	
 24

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 32.

 	
 Point of Contact for NUI Customers

 	
  

 	
 24

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 33.

 	
 Predecessor Agreements

 	
  

 	
 24

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 34.

 	
 Publicity and Use of Trademarks or Service
 Marks

 	
  

 	
 25

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 35.

 	
 References

 	
  

 	
 25

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 36.

 	
 Relationship of the Parties

 	
  

 	
 25

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 37.

 	
 Reservation of Rights

 	
  

 	
 26

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 38.

 	
 Subcontractors

 	
  

 	
 26

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 39.

 	
 Successors and Assigns

 	
  

 	
 26

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 40.

 	
 Survival

 	
  

 	
 26

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 41.

 	
 Taxes

 	
  

 	
 27

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 42.

 	
 Technology Upgrades

 	
  

 	
 29

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 43.

 	
 Territory

 	
  

 	
 29

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 44.

 	
 Third Party Beneficiaries

 	
  

 	
 29

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 45.

 	
 251 and 271 Requirements

 	
  

 	
 29

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 46.

 	
 252(i) Obligations

 	
  

 	
 30

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 47.

 	
 Use of Service

 	
  

 	
 30

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 48.

 	
 Waiver

 	
  

 	
 30

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 49.

 	
 Warranties

 	
  

 	
 30

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 50.

 	
 Withdrawal of Services

 	
  

 	
 30

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 SIGNATURE PAGE

 	
  

 	
 31

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 GLOSSARY

 	
  

 	
 32

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 General Rule

 	
  

 	
 32

 


3









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 Definitions

 	
  

 	
 32

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 ADDITIONAL SERVICES ATTACHMENT

 	
  

 	
 45

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 Alternate Billed Calls

 	
  

 	
 45

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 Dialing Parity - Section 251(b)(3)

 	
  

 	
 45

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.

 	
 Directory Assistance (DA) and Operator
 Services (OS)

 	
  

 	
 45

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.

 	
 Directory Listing and Directory
 Distribution

 	
  

 	
 45

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.

 	
 Voice Information Service Traffic

 	
  

 	
 47

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.

 	
 Intercept and Referral Announcements

 	
  

 	
 48

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.

 	
 Originating Line Number Screening (OLNS)

 	
  

 	
 48

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.

 	
 Operations Support Systems (OSS) Services

 	
  

 	
 49

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 9.

 	
 Poles, Ducts, Conduits and Rights-of-Way

 	
  

 	
 55

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.

 	
 Telephone Numbers

 	
  

 	
 55

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 11.

 	
 Routing for Operator Services and Directory
 Assistance Traffic

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 INTERCONNECTION ATTACHMENT

 	
  

 	
 57

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 General

 	
  

 	
 57

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 Methods for Interconnection and Trunk Types

 	
  

 	
 57

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.

 	
 Alternative Interconnection Arrangements

 	
  

 	
 63

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.

 	
 Initiating Interconnection

 	
  

 	
 63

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.

 	
 Transmission and Routing of Telephone
 Exchange Service Traffic

 	
  

 	
 64

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.

 	
 Traffic Measurement and Billing over
 Interconnection Trunks

 	
  

 	
 65

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.

 	
 Reciprocal Compensation Arrangements
 Pursuant to Section 251(b)(5) of the Act

 	
  

 	
 66

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.

 	
 Other Types of Traffic

 	
  

 	
 69

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 9.

 	
 Transmission and Routing of Exchange Access
 Traffic

 	
  

 	
 69

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.

 	
 Meet-Point Billing Arrangements

 	
  

 	
 70

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 11.

 	
 Toll Free Service Access Code (e.g.,
 800/888/877) Traffic

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 12.

 	
 Tandem Transit Traffic

 	
  

 	
 74

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 13.

 	
 Number Resources, Rate Center Areas and
 Routing Points

 	
  

 	
 75

 


4









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 14.

 	
 Joint Network Implementation and Grooming
 Process; and Installation, Maintenance, Testing and Repair

 	
  

 	
 75

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 15.

 	
 Number Portability - Section 251(B)(2)

 	
  

 	
 77

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 RESALE ATTACHMENT

 	
  

 	
 81

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 General

 	
  

 	
 81

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 Use of Verizon Telecommunications Services

 	
  

 	
 81

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.

 	
 Availability of Verizon Telecommunications
 Services

 	
  

 	
 82

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.

 	
 Responsibility for Charges

 	
  

 	
 82

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.

 	
 Operations Matters

 	
  

 	
 82

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.

 	
 Rates and Charges

 	
  

 	
 83

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 NETWORK ELEMENTS ATTACHMENT

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 General

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 Verizon’s Provision of Network Elements

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.

 	
 Loop Transmission Types

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.

 	
 Line Sharing

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.

 	
 Line Splitting

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.

 	
 Sub - Loop

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.

 	
 Inside Wire 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.

 	
 Dark Fiber 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 9.

 	
 Network Interface Device 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.

 	
 Unbundled Switching Elements 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 11.

 	
 Unbundled Interoffice Facilities 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 12.

 	
 Signaling Networks and Call-Related
 Databases 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 13.

 	
 Operations Support Systems 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 14.

 	
 Availability of Other Network Elements on
 an Unbundled Basis 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 15.

 	
 Maintenance of Network Elements 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 16.

 	
 Combinations 

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 17.

 	
 Rates and Charges 

 	
  

 	
  

 


5









	
  

 	
  

 	
  

 	
  

 	
  

 
	
 COLLOCATION
 ATTACHMENT

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 Verizon’s Provision
 of Collocation

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 NUI’s Provision
 of Collocation

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 911 ATTACHMENT

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 911/E-911
 Arrangements

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 Electronic
 Interface

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.

 	
 911
 Interconnection

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.

 	
 911 Facilities

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.

 	
 Local Number
 Portability for use with 911

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.

 	
 PSAP
 Coordination

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.

 	
 911
 Compensation

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.

 	
 911 Rules and
 Regulations

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 PRICING
 ATTACHMENT

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 1.

 	
 General

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.

 	
 Verizon
 Telecommunications Services Provided to NUI for Resale Pursuant to the Resale
 Attachment

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.

 	
 NUI Prices

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.

 	
 Section 271

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.

 	
 Regulatory
 Review of Prices

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 APPENDIX A TO
 THE PRICING ATTACHMENT

 	
  

 	
  

 


6






AGREEMENT


PREFACE


This Agreement (“Agreement”) shall be deemed
effective as of September 20, 2002 (the “Effective Date”), between NUI Telecom,
Inc. (“NUI”), a corporation organized under the laws of the State of New
Jersey, with offices at 550 Route 202-206, Bedminster, NJ 07921 and Verizon
Washington, DC Inc. (“Verizon”), a corporation organized under the laws of the
State of New York with offices at 1710 H Street N.W., Washington, DC 20006
(Verizon and NUI may be referred to hereinafter, each, individually as a
“Party”, and, collectively, as the “Parties”). 


GENERAL
TERMS AND CONDITIONS


In consideration of the mutual promises
contained in this Agreement, and intending to be legally bound, pursuant to
Section 252 of the Act, Verizon and NUI hereby agree as follows: 


	
  

 	
  

 	
  

 
	
 1.

 	
 The Agreement 

 
	
  

 	
  

 	
  

 
	
  

 	
 1.1

 	
 This Agreement includes: (a) the Principal
 Document; (b) the Tariffs of each Party applicable to the Services that are
 offered for sale by it in the Principal Document (which Tariffs are
 incorporated into and made a part of this Agreement by reference); and, (c)
 an Order by a Party that has been accepted by the other Party. 

 
	
  

 	
  

 	
  

 
	
  

 	
 1.2

 	
 Except as otherwise expressly provided in
 the Principal Document (including, but not limited to, the Pricing
 Attachment), conflicts among provisions in the Principal Document, Tariffs,
 and an Order by a Party that has been accepted by the other Party, shall be
 resolved in accordance with the following order of precedence, where the
 document identified in subsection “(a)” shall have the highest precedence:
 (a) the Principal Document; (b) the Tariffs; and, (c) an Order by a Party
 that has been accepted by the other Party. The fact that a provision appears
 in the Principal Document but not in a Tariff, or in a Tariff but not in the
 Principal Document, shall not be interpreted as, or deemed grounds for
 finding, a conflict for the purposes of this Section 1.2.

 
	
  

 	
  

 	
  

 
	
  

 	
 1.3

 	
 This Agreement constitutes the entire
 agreement between the Parties on the subject matter hereof, and supersedes
 any prior or contemporaneous agreement, understanding, or representation, on
 the subject matter hereof. Except as otherwise provisioned in the Principal
 Document, the Principal Document may not be waived or modified except by a
 written document that is signed by the Parties. Subject to the requirements
 of Applicable Law, a Party shall have the right to add, modify, or withdraw,
 its Tariff(s) at any time, without the consent of, or notice to, the other
 Party. 

 
	
  

 	
  

 	
  

 
	
 2.

 	
 Term and Termination 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.1

 	
 This Agreement shall be effective as of the
 Effective Date and, unless cancelled or terminated earlier in accordance with
 the terms hereof, shall continue in effect until September 19, 2004 (the
 “Initial Term”). Thereafter, this Agreement shall continue in force and
 effect unless and until cancelled or terminated as provided in this
 Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.2

 	
 Either NUI or Verizon may terminate this
 Agreement effective upon the expiration of the Initial Term or effective upon
 any date after expiration of the Initial Term by providing written notice of
 termination at least ninety (90) days in advance of the date of termination. 

 


7









	
  

 	
  

 	
  

 
	
  

 	
 2.3

 	
 If either NUI or Verizon provides notice of
 termination pursuant to Section 2.2 and on or before the proposed date of
 termination either NUI or Verizon has requested negotiation of a new
 interconnection agreement, unless this Agreement is cancelled or terminated
 earlier in accordance with the terms hereof (including, but not limited to,
 pursuant to Section 12), this Agreement shall remain in effect until the
 earlier of: (a) the effective date of a new interconnection agreement between
 NUI and Verizon; or, (b) the date one (1) year after the proposed date of
 termination. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.4

 	
 If either NUI or Verizon provides notice of
 termination pursuant to Section 2.2 and by 11:59 PM Eastern Time on the
 proposed date of termination neither NUI nor Verizon has requested
 negotiation of a new interconnection agreement, (a) this Agreement will
 terminate at 11:59 PM Eastern Time on the proposed date of termination, and
 (b) the Services being provided under this Agreement at the time of
 termination will be terminated, except to the extent that the Purchasing
 Party has requested that such Services continue to be provided pursuant to an
 applicable Tariff or Statement of Generally Available Terms (SGAT). 

 
	
  

 	
  

 	
  

 
	
 3.

 	
 Glossary and Attachments
 The Glossary and the following 

 
	
  

 	
  

 	
  

 
	
  

 	
 Attachments are a part of this Agreement:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Additional Services Attachment

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Interconnection Attachment

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Resale Attachment

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Network Elements Attachment

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Collocation Attachment

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 911 Attachment

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Pricing Attachment

 
	
  

 	
  

 	
  

 
	
 4.

 	
 Applicable Law 

 
	
  

 	
  

 	
  

 
	
  

 	
 4.1

 	
 The construction, interpretation and
 performance of this Agreement shall be governed by (a) the laws of the United
 States of America and (b) the laws of the District of Columbia, without
 regard to its conflicts of laws rules. All disputes relating to this
 Agreement shall be resolved through the application of such laws. 

 
	
  

 	
  

 	
  

 
	
  

 	
 4.2

 	
 Each Party shall remain in compliance with
 Applicable Law in the course of performing this Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 4.3

 	
 Neither Party shall be liable for any delay
 or failure in performance by it that results from requirements of Applicable
 Law, or acts or failures to act of any governmental entity or official. 

 
	
  

 	
  

 	
  

 
	
  

 	
 4.4

 	
 Each Party shall promptly notify the other
 Party in writing of any governmental action that limits, suspends, cancels,
 withdraws, or otherwise materially affects, the notifying Party’s ability to
 perform its obligations under this Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 4.5

 	
 If any provision of this Agreement shall be
 invalid or unenforceable under Applicable Law, such invalidity or
 unenforceability shall not invalidate or render unenforceable any other
 provision of this Agreement, and this Agreement shall be construed as if it
 did not contain such invalid or unenforceable provision; provided, that if
 the invalid or unenforceable provision is a material provision of this
 Agreement, or the invalidity or unenforceability materially affects the
 rights or 

 


8









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 obligations of a Party hereunder or the
 ability of a Party to perform any material provision of this Agreement, the
 Parties shall promptly renegotiate in good faith and amend in writing this
 Agreement in order to make such mutually acceptable revisions to this
 Agreement as may be required in order to conform the Agreement to Applicable
 Law.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.6

 	
 If any legislative, regulatory, judicial or
 other governmental decision, order, determination or action, or any change in
 Applicable Law, materially affects any material provision of this Agreement,
 the rights or obligations of a Party hereunder, or the ability of a Party to
 perform any material provision of this Agreement, the Parties shall promptly
 renegotiate in good faith and amend in writing this Agreement in order to
 make such mutually acceptable revisions to this Agreement as may be required
 in order to conform the Agreement to Applicable Law. If within thirty (30)
 days of the effective date of such decision, determination, action or change,
 the Parties are unable to agree in writing upon mutually acceptable revisions
 to this Agreement, either Party may pursue any remedies available to it under
 this Agreement, at law, in equity, or otherwise, including, but not limited
 to, instituting an appropriate proceeding before the Commission, the FCC, or
 a court of competent jurisdiction, without first pursuing dispute resolution
 in accordance with Section 14 of this Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 4.7

 	
 Notwithstanding anything in this Agreement
 to the contrary, if, as a result of any legislative, judicial, regulatory or
 other governmental decision, order, determination or action, or any change in
 Applicable Law, Verizon is not required by Applicable Law to provide any
 Service, payment or benefit, otherwise required to be provided to NUI
 hereunder, then Verizon may discontinue the provision of any such Service,
 payment or benefit, and NUI shall reimburse Verizon for any payment
 previously made by Verizon to NUI that was not required by Applicable Law.
 Verizon will provide thirty (30) days prior written notice to NUI of any such
 discontinuance of a Service, unless a different notice period or different
 conditions are specified in this Agreement (including, but not limited to, in
 an applicable Tariff) or Applicable Law for termination of such Service in
 which event such specified period and/or conditions shall apply. 

 
	
  

 	
  

 	
  

 
	
 5.

 	
 Assignment 

 
	
  

 	
  

 
	
  

 	
 Neither Party may assign this Agreement or
 any right or interest under this Agreement, nor delegate any obligation under
 this Agreement, without the prior written consent of the other Party, which
 consent shall not be unreasonably withheld, conditioned or delayed. Any
 attempted assignment or delegation in violation of this Section 5 shall be
 void and ineffective and constitute default of this Agreement.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 
	
 6.

 	
 Assurance of Payment 

 
	
  

 	
  

 	
  

 
	
  

 	
 6.1

 	
 Upon request by Verizon, NUI shall provide
 to Verizon adequate assurance of payment of amounts due (or to become due) to
 Verizon hereunder. 

 
	
  

 	
  

 	
  

 
	
  

 	
 6.2

 	
 Assurance of payment of charges may be
 requested by Verizon if NUI (a) in Verizon’s reasonable judgment, at the
 Effective Date or at any time thereafter, does not have established credit
 with Verizon, (b) in Verizon’s reasonable judgment, at the Effective Date or
 at any time thereafter, is unable to demonstrate that it is creditworthy, (c)
 fails to timely pay a bill rendered to NUI by Verizon, or (d) admits its
 inability to pay its debts as such debts become due, has commenced a
 voluntary case (or has had a case commenced against it) under the U.S.
 Bankruptcy Code or any other law relating to bankruptcy, insolvency,
 reorganization, winding-up, composition or adjustment of debts or the like,
 has 

 


9









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 made an assignment for the benefit of
 creditors or is subject to a receivership or similar proceeding.

 
	
  

 	
  

 	
  

 
	
  

 	
 6.3

 	
 Unless otherwise agreed by the Parties, the
 assurance of payment shall, at Verizon’s option, consist of (a) a cash
 security deposit in U.S. dollars held by Verizon or (b) an unconditional,
 irrevocable standby letter of credit naming Verizon as the beneficiary
 thereof and otherwise in form and substance satisfactory to Verizon from a
 financial institution acceptable to Verizon. The cash security deposit or
 letter of credit shall be in an amount equal to two (2) months anticipated
 charges (including, but not limited to, both recurring and non-recurring
 charges), as reasonably determined by Verizon, for the Services to be
 provided by Verizon to NUI in connection with this Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 6.4

 	
 To the extent that Verizon elects to
 require a cash deposit, the Parties intend that the provision of such deposit
 shall constitute the grant of a security interest in the deposit pursuant to
 Article 9 of the Uniform Commercial Code as in effect in any relevant
 jurisdiction. 

 
	
  

 	
  

 	
  

 
	
  

 	
 6.5

 	
 If payment of interest on a cash deposit is
 required by an applicable Verizon Tariff or by Applicable Law, interest will
 be paid on any such cash deposit held by Verizon at the higher of the
 interest rate stated in such Tariff or the interest rate required by
 Applicable Law. 

 
	
  

 	
  

 	
  

 
	
  

 	
 6.6

 	
 Verizon may (but is not obligated to) draw
 on the letter of credit or cash deposit, as applicable, upon notice to NUI in
 respect of any amounts to be paid by NUI hereunder that are not paid within
 thirty (30) days of the date that payment of such amounts is required by this
 Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 6.7

 	
 If Verizon draws on the letter of credit or
 cash deposit, upon request by Verizon, NUI shall provide a replacement or
 supplemental letter of credit or cash deposit conforming to the requirements
 of Section 6.3 

 
	
  

 	
  

 	
  

 
	
  

 	
 6.8

 	
 Notwithstanding anything else set forth in
 this Agreement, if Verizon makes a request for assurance of payment in
 accordance with the terms of this Section, then Verizon shall have no
 obligation thereafter to perform under this Agreement until such time as NUI
 has provided Verizon with such assurance of payment. 

 
	
  

 	
  

 	
  

 
	
  

 	
 6.9

 	
 The fact that a deposit or a letter of
 credit is requested by Verizon hereunder shall in no way relieve NUI from
 compliance with the requirements of this Agreement (including, but not limited
 to, any applicable Tariffs) as to advance payments and payment for Services,
 nor constitute a waiver or modification of the terms herein pertaining to the
 discontinuance of Services for nonpayment of any amounts payment of which is
 required by this Agreement. 

 
	
  

 	
  

 	
  

 
	
 7.

 	
 Audits 

 
	
  

 	
  

 	
  

 
	
  

 	
 7.1

 	
 Except as may be otherwise specifically
 provided in this Agreement, either Party (“Auditing Party”) may audit the
 other Party’s (“Audited Party”) books, records, documents, facilities and
 systems for the purpose of evaluating the accuracy of the Audited Party’s
 bills. Such audits may be performed once in each Calendar Year; provided,
 however, that audits may be conducted more frequently (but no more frequently
 than once in each Calendar Quarter) if the immediately preceding audit found
 previously uncorrected net inaccuracies in billing in favor of the Audited
 Party having an aggregate value of at least $1,000,000. 

 
	
  

 	
  

 	
  

 
	
  

 	
 7.2

 	
 The audit shall be performed by independent
 certified public accountants selected and paid by the Auditing Party. The
 accountants shall be reasonably 

 


10









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 acceptable to the Audited Party. Prior to
 commencing the audit, the accountants shall execute an agreement with the
 Audited Party in a form reasonably acceptable to the Audited Party that protects
 the confidentiality of the information disclosed by the Audited Party to the
 accountants. The audit shall take place at a time and place agreed upon by
 the Parties; provided, that the Auditing Party may require that the audit
 commence no later than sixty (60) days after the Auditing Party has given
 notice of the audit to the Audited Party.

 
	
  

 	
  

 	
  

 
	
  

 	
 7.3

 	
 Each Party shall cooperate fully in any
 such audit, providing reasonable access to any and all employees, books,
 records, documents, facilities and systems, reasonably necessary to assess
 the accuracy of the Audited Party’s bills. 

 
	
  

 	
  

 	
  

 
	
  

 	
 7.4

 	
 Audits shall be performed at the Auditing
 Party’s expense, provided that there shall be no charge for reasonable access
 to the Audited Party’s employees, books, records, documents, facilities and
 systems necessary to assess the accuracy of the Audited Party’s bills. 

 
	
  

 	
  

 	
  

 
	
 8.

 	
 Authorization 

 
	
  

 	
  

 	
  

 
	
  

 	
 8.1

 	
 Verizon represents and warrants that it is
 a corporation duly organized, validly existing and in good standing under the
 laws of the State of New York and has full power and authority to execute and
 deliver this Agreement and to perform its obligations under this Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 8.2

 	
 NUI represents and warrants that it is a
 corporation duly organized, validly existing and in good standing under the
 laws of the State of New Jersey, and has full power and authority to execute
 and deliver this Agreement and to perform its obligations under this
 Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 8.3

 	
 NUI Certification. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Notwithstanding any other provision of this
 Agreement, Verizon shall have no obligation to perform under this Agreement
 until such time as NUI has obtained such FCC and Commission authorization as
 may be required by Applicable Law for conducting business in the District of
 Columbia. NUI shall not place any orders under this Agreement until it has
 obtained such authorization. NUI shall provide proof of such authorization to
 Verizon upon request.

 
	
  

 	
  

 	
  

 
	
 9.

 	
 Billing and Payment; Disputed Amounts 

 
	
  

 	
  

 	
  

 
	
  

 	
 9.1

 	
 Except as otherwise provided in this Agreement,
 each Party shall submit to the other Party on a monthly basis in an itemized
 form, statement(s) of charges incurred by the other Party under this
 Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 9.2

 	
 Except as otherwise provided in this
 Agreement, payment of amounts billed for Services provided under this
 Agreement, whether billed on a monthly basis or as otherwise provided in this
 Agreement, shall be due, in immediately available U.S. funds, on the later of
 the following dates (the “Due Date”): (a) the due date specified on the billing
 Party’s statement; or (b) twenty (20) days after the date the statement is
 received by the billed Party. Payments shall be transmitted by electronic
 funds transfer. 

 
	
  

 	
  

 	
  

 
	
  

 	
 9.3

 	
 If any portion of an amount billed by a
 Party under this Agreement is subject to a good faith dispute between the
 Parties, the billed Party shall give notice to the billing Party of the
 amounts it disputes (“Disputed Amounts”) and include in such notice the
 specific details and reasons for disputing each item. A Party may also dispute
 prospectively with a single notice a class of charges that it disputes. 

 


11









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Notice of a dispute may be given by a Party
 at any time, either before or after an amount is paid, and a Party’s payment
 of an amount shall not constitute a waiver of such Party’s right to
 subsequently dispute its obligation to pay such amount or to seek a refund of
 any amount paid. The billed Party shall pay by the Due Date all undisputed
 amounts. Billing disputes shall be subject to the terms of Section 14, Dispute
 Resolution.

 
	
  

 	
  

 	
  

 
	
  

 	
 9.4

 	
 Charges due to the billing Party that are
 not paid by the Due Date, shall be subject to a late payment charge. The late
 payment charge shall be in an amount specified by the billing Party which
 shall not exceed a rate of one-and-one-half percent (1.5%) of the overdue
 amount (including any unpaid previously billed late payment charges) per
 month. 

 
	
  

 	
  

 	
  

 
	
  

 	
 9.5

 	
 Although it is the intent of both Parties
 to submit timely statements of charges, failure by either Party to present
 statements to the other Party in a timely manner shall not constitute a
 breach or default, or a waiver of the right to payment of the incurred
 charges, by the billing Party under this Agreement, and, except for assertion
 of a provision of Applicable Law that limits the period in which a suit or
 other proceeding can be brought before a court or other governmental entity
 of appropriate jurisdiction to collect amounts due, the billed Party shall
 not be entitled to dispute the billing Party’s statement(s) based on the billing
 Party’s failure to submit them in a timely fashion. 

 
	
  

 	
  

 	
  

 
	
 10.

 	
 Confidentiality 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.1

 	
 As used in this Section 10, “Confidential
 Information” means the following information that is disclosed by one Party
 (“Disclosing Party”) to the other Party (“Receiving Party”) in connection
 with, or anticipation of, this Agreement: 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.1.1

 	
 Books, records, documents and other
 information disclosed in an audit pursuant to Section 7; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.1.2

 	
 Any forecasting information provided
 pursuant to this Agreement; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.1.3

 	
 Customer Information (except to the extent
 that (a) the Customer information is published in a directory, (b) the
 Customer information is disclosed through or in the course of furnishing a
 Telecommunications Service, such as a Directory Assistance Service, Operator
 Service, Caller ID or similar service, or LIDB service, or (c) the Customer
 to whom the Customer Information is related has authorized the Receiving
 Party to use and/or disclose the Customer Information); 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.1.4

 	
 information related to specific facilities
 or equipment (including, but not limited to, cable and pair information); 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.1.5

 	
 any information that is in written,
 graphic, electromagnetic, or other tangible form, and marked at the time of
 disclosure as “Confidential” or “Proprietary;” and 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.1.6

 	
 any information that is communicated orally
 or visually and declared to the Receiving Party at the time of disclosure,
 and by written notice with a statement of the information given to the
 Receiving Party within ten (10) days after disclosure, to be “Confidential or
 “Proprietary”. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Notwithstanding any other provision of this
 Agreement, a Party shall have the right to refuse to accept receipt of
 information which the other Party has identified as Confidential Information
 pursuant to Sections 10.1.5 or 10.1.6. 

 


12









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.2.1

 	
 use the Confidential Information received
 from the Disclosing Party only in performance of this Agreement; and 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.2.2

 	
 using the same degree of care that it uses
 with similar confidential information of its own (but in no case a degree of
 care that is less than commercially reasonable), hold Confidential
 Information received from the Disclosing Party in confidence and restrict
 disclosure of the Confidential Information solely to those of the Receiving
 Party’s Affiliates and the directors, officers, employees, Agents and
 contractors of the Receiving Party and the Receiving Party’s Affiliates, that
 have a need to receive such Confidential Information in order to perform the
 Receiving Party’s obligations under this Agreement. The Receiving Party’s
 Affiliates and the directors, officers, employees, Agents and contractors of
 the Receiving Party and the Receiving Party’s Affiliates, shall be required
 by the Receiving Party to comply with the provisions of this Section 10 in
 the same manner as the Receiving Party. The Receiving Party shall be liable
 for any failure of the Receiving Party’s Affiliates or the directors,
 officers, employees, Agents or contractors of the Receiving Party or the
 Receiving Party’s Affiliates, to comply with the provisions of this Section
 10. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.3

 	
 The Receiving Party shall return or destroy
 all Confidential Information received from the Disclosing Party, including
 any copies made by the Receiving Party, within thirty (30) days after a
 written request by the Disclosing Party is delivered to the Receiving Party,
 except for (a) Confidential Information that the Receiving Party reasonably
 requires to perform its obligations under this Agreement, and (b) one copy
 for archival purposes only. 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.4

 	
 Unless otherwise agreed, the obligations of
 Sections 10.2 and 10.3 do not apply to information that: 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.4.1

 	
 was, at the time of receipt, already in the
 possession of or known to the Receiving Party free of any obligation of
 confidentiality and restriction on use; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.4.2

 	
 is or becomes publicly available or known
 through no wrongful act of the Receiving Party, the Receiving Party’s
 Affiliates, or the directors, officers, employees, Agents or contractors of
 the Receiving Party or the Receiving Party’s Affiliates; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.4.3

 	
 is rightfully received from a third person
 having no direct or indirect obligation of confidentiality or restriction on
 use to the Disclosing Party with respect to such information; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.4.4

 	
 is independently developed by the Receiving
 Party; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.4.5

 	
 is approved for disclosure or use by
 written authorization of the Disclosing Party (including, but not limited to,
 in this Agreement); or 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 10.4.6

 	
 is required to be disclosed by the
 Receiving Party pursuant to Applicable Law, provided that the Receiving Party
 shall have made commercially reasonable efforts to give adequate notice of
 the requirement to the Disclosing Party in order to enable the Disclosing
 Party to seek protective arrangements. 

 


13









	
  

 	
  

 	
  

 
	
  

 	
 10.5

 	
 Notwithstanding
 the provisions of Sections 10.1 through 10.4, the Receiving Party may use and disclose Confidential
 Information received from the Disclosing Party to the extent necessary to
 enforce the Receiving Party’s rights under this Agreement or Applicable Law. In making any such
 disclosure, the Receiving Party
 shall make reasonable efforts to preserve the confidentiality and restrict
 the use of the Confidential Information while it is in the possession
 of any person to whom it is disclosed, including, but not limited to, by
 requesting any governmental entity to whom
 the Confidential Information is disclosed to treat it as confidential and restrict its use to
 purposes related to the proceeding pending before it.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.6

 	
 The Disclosing
 Party shall retain all of the Disclosing Party’s right, title and interest in any Confidential Information
 disclosed by the Disclosing Party to the Receiving Party. Except as otherwise expressly provided in this
 Agreement, no license is granted
 by this Agreement with respect to any Confidential Information (including, but not limited to, under any patent,
 trademark or copyright), nor is any
 such license to be implied solely by virtue of the disclosure of Confidential
 Information.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.7

 	
 The provisions of
 this Section 10 shall be in addition to and not in derogation of any
 provisions of Applicable Law, including, but not limited to, 47 U.S.C. § 222,
 and are not intended to constitute a
 waiver by a Party of any right with regard to the use, or protection of the
 confidentiality of, CPNI provided by Applicable Law.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.8

 	
 Each Party’s
 obligations under this Section 10 shall survive expiration, cancellation or
 termination of this Agreement.

 
	
  

 	
  

 	
  

 
	
 11.

 	
 Counterparts

 
	
  

 	
  

 
	
  

 	
 This
 Agreement may be executed in two or more counterparts, each of which shall be
 deemed an original and all of which together shall
 constitute one and the same instrument.

 
	
  

 	
  

 
	
 12.

 	
 Default

 
	
  

 	
  

 
	
  

 	
 If either Party
 (“Defaulting Party”) fails to make a payment required by this Agreement
 (including, but not limited to, any payment required by Section 9.3 of
 undisputed amounts to the billing Party)
 or materially breaches any other material provision of this Agreement, and
 such failure or breach continues for thirty (30) days after written notice
 thereof from the other Party, the other
 Party may, by written notice to the Defaulting Party, (a) suspend the provision of any or all Services
 hereunder, or (b) cancel this Agreement and terminate the provision of
 all Services hereunder.

 
	
  

 	
  

 
	
 13.

 	
 Discontinuance of Service by NUI

 
	
  

 	
  

 
	
  

 	
 13.1

 	
 If NUI proposes to
 discontinue, or actually discontinues, its provision of service to all or substantially all of its Customers,
 whether voluntarily, as a result of bankruptcy, or for any other
 reason, NUI shall send written notice of such discontinuance to Verizon, the
 Commission, and each of NUI’s Customers. NUI shall provide such notice such number of days in advance of
 discontinuance of its service as
 shall be required by Applicable Law. Unless the period for advance notice of discontinuance of service required by
 Applicable Law is more than thirty (30)
 days, to the extent commercially feasible, NUI shall send such notice at
 least thirty (30) days prior to its discontinuance of service.

 
	
  

 	
  

 	
  

 
	
  

 	
 13.2

 	
 Such notice must
 advise each NUI Customer that unless action is taken by the NUI Customer to
 switch to a different carrier prior to NUI’s proposed 

 


14









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 discontinuance of
 service, the NUI Customer will be without the service provided by NUI to the
 NUI Customer.

 
	
  

 	
  

 	
  

 
	
  

 	
 13.3

 	
 Should a NUI
 Customer subsequently become a Verizon Customer, NUI shall provide Verizon with all information necessary
 for Verizon to establish service for the NUI Customer, including, but not
 limited to, the NUI Customer’s billed name, listed name, service address, and billing address, and the services
 being provided to the NUI Customer.

 
	
  

 	
  

 	
  

 
	
  

 	
 13.4

 	
 Nothing in this
 Section 13 shall limit Verizon’s right to cancel or terminate this Agreement
 or suspend provision of Services under this Agreement.

 
	
  

 	
  

 	
  

 
	
 14.

 	
 Dispute Resolution

 
	
  

 	
  

 
	
  

 	
 14.1

 	
 Except as
 otherwise provided in this Agreement, any dispute between the Parties regarding the interpretation or enforcement of
 this Agreement or any of its terms shall
 be addressed by good faith negotiation between the Parties. To initiate such
 negotiation, a Party must provide to the other Party written notice of the
 dispute that includes both a detailed description of the dispute or alleged
 nonperformance and the name of an individual who will serve as the initiating
 Party’s representative in the negotiation.
 The other Party shall have ten Business
 Days to designate its own representative in the negotiation. The Parties’ representatives shall meet at least
 once within 45 days after the date of the initiating Party’s written notice in an attempt to reach a good
 faith resolution of the dispute.
 Upon agreement, the Parties’ representatives may utilize other alternative
 dispute resolution procedures such as private mediation to assist in the
 negotiations.

 
	
  

 	
  

 	
  

 
	
  

 	
 14.2

 	
 If the Parties
 have been unable to resolve the dispute within 45 days of the date of the initiating Party’s written notice, either
 Party may pursue any remedies available
 to it under this Agreement, at law, in equity, or otherwise, including, but not
 limited to, instituting an appropriate proceeding before the Commission, the
 FCC, or a court of competent jurisdiction.

 
	
  

 	
  

 	
  

 
	
 15.

 	
 Force Majeure

 
	
  

 	
  

 
	
  

 	
 15.1

 	
 Neither Party
 shall be responsible for any delay or failure in performance which results from causes beyond its reasonable
 control (“Force Majeure Events”), whether or not foreseeable by such
 Party. Such Force Majeure Events include, but
 are not limited to, adverse weather conditions, flood, fire, explosion, earthquake, volcanic action, power failure,
 embargo, boycott, war, revolution, civil commotion, act of public enemies, labor unrest (including, but not
 limited to, strikes, work
 stoppages, slowdowns, picketing or boycotts), inability to obtain equipment, parts, software or repairs thereof,
 acts or omissions of the other Party, and acts of God.

 
	
  

 	
  

 	
  

 
	
  

 	
 15.2

 	
 If a Force Majeure
 Event occurs, the non-performing Party shall give prompt notification of its inability to perform to the
 other Party. During the period that the non-performing Party is unable to perform, the other Party shall also
 be excused from performance of its
 obligations to the extent such obligations are reciprocal to, or depend upon, the performance of the
 non-performing Party that has been prevented by the Force Majeure
 Event. The non-performing Party shall use commercially reasonable efforts to
 avoid or remove the cause(s) of its non–performance and both Parties shall
 proceed to perform once the cause(s) are removed or cease.

 


15









	
  

 	
  

 	
  

 
	
  

 	
 15.3

 	
 Notwithstanding
 the provisions of Sections 15.1 and 15.2, in no case shall a Force Majeure Event excuse either Party from an
 obligation to pay money as required by this Agreement.

 
	
  

 	
  

 	
  

 
	
  

 	
 15.4

 	
 Nothing in this
 Agreement shall require the non-performing Party to settle any labor dispute except as the non-performing
 Party, in its sole discretion, determines appropriate.

 
	
  

 	
  

 	
  

 
	
 16.

 	
 Forecasts

 
	
  

 	
  

 
	
  

 	
 In addition to any
 other forecasts required by this Agreement, upon request by Verizon, NUI shall provide to Verizon forecasts regarding
 the Services that NUI expects to purchase from Verizon, including, but
 not limited to, forecasts regarding the types and volumes of Services that NUI expects to purchase and the locations
 where such Services will be purchased.

 
	
  

 	
  

 
	
 17.

 	
 Fraud

 
	
  

 	
  

 	
  

 
	
  

 	
 NUI assumes
 responsibility for all fraud associated with its Customers and accounts. Verizon shall bear no responsibility for, and
 shall have no obligation to investigate or make adjustments to NUI’s account in cases of, fraud by NUI’s
 Customers or other third parties.

 
	
  

 	
  

 
	
 18.

 	
 Good Faith Performance

 
	
  

 	
  

 
	
  

 	
 The Parties shall
 act in good faith in their performance of this Agreement. Except as otherwise expressly stated in this Agreement
 (including, but not limited to, where consent, approval, agreement or
 a similar action is stated to be within a Party’s sole discretion), where
 consent, approval, mutual agreement or a similar action is required by any provision of this Agreement, such action
 shall not be unreasonably withheld, conditioned or delayed.

 
	
  

 	
  

 
	
 19.

 	
 Headings

 
	
  

 	
  

 
	
  

 	
 The headings used in the Principal Document are inserted for convenience
 of reference only and are not intended to be a part of or to
 affect the meaning of the Principal Document.

 
	
  

 	
  

 
	
 20.

 	
 Indemnification

 
	
  

 	
  

 
	
  

 	
 20.1

 	
 Each Party
 (“Indemnifying Party”) shall indemnify, defend and hold harmless the other Party (“Indemnified Party”), the
 Indemnified Party’s Affiliates, and the directors, officers and
 employees of the Indemnified Party and the Indemnified Party’s Affiliates, from and against any and all
 Claims that arise out of bodily injury to or death of any person, or
 damage to, or destruction or loss of, tangible real and/or personal property
 of any person, to the extent such injury, death, damage, destruction or loss, was proximately caused by the grossly
 negligent or intentionally wrongful
 acts or omissions of the Indemnifying Party, the Indemnifying Party’s Affiliates, or the
 directors, officers, employees, Agents or contractors (excluding the
 Indemnified Party) of the Indemnifying Party or the Indemnifying Party’s
 Affiliates, in connection with this Agreement.

 
	
  

 	
  

 	
  

 




	
  

 	
  

 	
  

 	
  

 
	
  

 	
 20.2

 	
 Indemnification
 Process.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.1

 	
 As used in this Section 20,
 “Indemnified Person” means a person whom an Indemnifying Party is obligated
 to indemnify, defend and/or hold harmless under Section 20.1.

 


16









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.2

 	
 An Indemnifying Party’s obligations
 under Section 20.1 shall be conditioned upon the following:

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.3

 	
 The Indemnified Person: (a)
 shall give the Indemnifying Party notice of the Claim
 promptly after becoming aware thereof (including a statement of
 facts known to the Indemnified Person related to the Claim and an
 estimate of the amount thereof); (b) prior to taking any material
 action with respect to a Third Party Claim, shall consult with the
 Indemnifying Party as to the procedure to be followed in defending, settling, or compromising the
 Claim; (c) shall not consent to any settlement
 or compromise of a Third Party Claim without the written consent of
 the Indemnifying Party; (d) shall permit the Indemnifying Party to assume the defense of a Third Party
 Claim (including, except as provided below, the compromise or
 settlement thereof) at the Indemnifying
 Party’s own cost and expense, provided, however, that the Indemnified Person shall have the right to
 approve the Indemnifying Party’s choice of legal counsel.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.4

 	
 If the Indemnified Person fails to comply
 with Section 20.2.3 with respect to a
 Claim, to the extent such failure shall have a material adverse effect
 upon the Indemnifying Party, the Indemnifying Party shall be relieved of its obligation to indemnify, defend
 and hold harmless the Indemnified Person with respect to such Claim
 under this Agreement.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.5

 	
 Subject to 20.2.6 and 20.2.7,
 below, the Indemnifying Party shall have the authority to defend and settle
 any Third Party Claim.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.6

 	
 With respect to any Third
 Party Claim, the Indemnified Person shall be entitled to
 participate with the Indemnifying Party in the defense of the Claim if the
 Claim requests equitable relief or other relief that could affect the rights of the
 Indemnified Person. In so participating, the Indemnified Person shall be entitled to employ separate counsel for
 the defense at the Indemnified
 Person’s expense. The Indemnified Person shall also be entitled to participate, at its own expense, in the
 defense of any Claim, as to any
 portion of the Claim as to which it is not entitled to be indemnified, defended and held harmless by
 the Indemnifying Party.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.7

 	
 In no event shall the
 Indemnifying Party settle a Third Party Claim or consent to
 any judgment with regard to a Third Party Claim without the prior written consent of the
 Indemnified Party, which shall not be unreasonably
 withheld, conditioned or delayed. In the event the settlement or judgment requires a contribution
 from or affects the rights of an
 Indemnified Person, the Indemnified Person shall have the right to
 refuse such settlement or judgment with respect to itself and, at its own cost and expense, take over the defense
 against the Third Party Claim,
 provided that in such event the Indemnifying Party shall not be responsible
 for, nor shall it be obligated to indemnify or hold harmless the Indemnified Person against, the Third Party
 Claim for any amount in excess of such refused settlement or judgment.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.8

 	
 The Indemnified Person shall,
 in all cases, assert any and all provisions in
 applicable Tariffs and Customer contracts that limit liability to third
 persons as a bar to, or limitation on, any recovery by a third-person claimant.

 


17









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 20.2.9

 	
 The Indemnifying Party and the
 Indemnified Person shall offer each other all reasonable
 cooperation and assistance in the defense of any Third Party Claim.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 20.3

 	
 Each Party agrees
 that it will not implead or bring any action against the other Party, the other Party’s Affiliates, or any of
 the directors, officers or employees of the other Party or the other
 Party’s Affiliates, based on any claim by any person for personal injury or death that occurs in the course or scope of
 employment of such person by the
 other Party or the other Party’s Affiliate and that arises out of performance
 of this Agreement.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 20.4

 	
 Each Party’s
 obligations under this Section 20 shall survive expiration, cancellation or
 termination of this Agreement.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 21.

 	
 Insurance

 	
  

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 21.1

 	
 NUI shall maintain
 during the term of this Agreement and for a period of two years thereafter all insurance and/or bonds
 required to satisfy its obligations under this Agreement (including,
 but not limited to, its obligations set forth in Section 20 hereof) and all insurance and/or bonds required by
 Applicable Law. The insurance and/or bonds shall be obtained from an
 insurer having an A.M. Best insurance
 rating of at least A-, financial size category VII or greater. At a minimum and without limiting the foregoing
 undertaking, NUI shall maintain the following insurance:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 21.1.1

 	
 Commercial General Liability
 Insurance, on an occurrence basis, including but not limited to,
 premises-operations, broad form property damage, products/completed operations, contractual
 liability, independent contractors, and
 personal injury, with limits of at least $2,000,000 combined single
 limit for each occurrence.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 21.1.2

 	
 Commercial Motor Vehicle
 Liability Insurance covering all owned, hired and non-owned
 vehicles, with limits of at least $2,000,000 combined single limit for each occurrence.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 21.1.3

 	
 Excess Liability Insurance, in the umbrella
 form, with limits of at least $10,000,000 combined single limit for each
 occurrence.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 21.1.4

 	
 Worker’s Compensation
 Insurance as required by Applicable Law and Employer’s
 Liability Insurance with limits of not less than $2,000,000 per occurrence.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 21.1.5

 	
 All risk property insurance on a full
 replacement cost basis for all of NUI’s real
 and personal property located at any Collocation site or otherwise located on or in any Verizon premises (whether
 owned, leased or otherwise occupied by Verizon), facility, equipment
 or right-of-way.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 21.2

 	
 Any deductibles,
 self-insured retentions or loss limits (“Retentions”) for the foregoing insurance must be disclosed on the
 certificates of insurance to be provided to Verizon pursuant to Sections 21.4
 and 21.5, and Verizon reserves the
 right to reject any such Retentions in its reasonable discretion. All
 Retentions shall be the responsibility of NUI.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 21.3

 	
 NUI shall name
 Verizon and Verizon’s Affiliates as additional insureds on the foregoing
 liability insurance.

 


18









	
  

 	
  

 	
  

 	
  

 
	
  

 	
 21.4

 	
 NUI
 shall, within two (2) weeks of the Effective Date hereof at the time of each renewal of,
 or material change in, NUI ‘s insurance policies, and at such other times as
 Verizon may reasonably specify, furnish certificates or other proof of the foregoing
 insurance reasonably acceptable to Verizon. The certificates or other proof of the
 foregoing insurance shall be sent to: Director - Contract Performance
 & Administration, Verizon Wholesale Markets, 600 Hidden Ridge, HQEWMNOTICES,
 Irving. TX 75038.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 21.5

 	
 NUI
 shall require its contractors, if any, that may enter upon the premises or access the
 facilities or equipment of Verizon or Verizon’s affiliates to maintain insurance in
 accordance with Sections 21.1 through 21.3 and, if requested, to furnish
 Verizon certificates or other adequate proof of such insurance acceptable to Verizon in
 accordance with Section 21.4

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 21.6

 	
 If
 NUI or NUI’s contractors fail to maintain insurance as required in Sections
 21.1 through 21.5, above, Verizon may (but shall not be
 obligated to) purchase such insurance and NUI shall
 reimburse Verizon for the cost of the insurance.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 21.7

 	
 Certificates
 furnished by NUI or NUI’s contractors shall contain a clause stating:
 “Verizon Washington, DC Inc. shall be notified in writing at least thirty
 (30) days prior to cancellation of, or any material change
 in, the insurance.”

 
	
  

 	
  

 	
  

 	
  

 
	
 22.

 	
 Intellectual
 Property

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 22.1

 	
 Except
 as expressly stated in this Agreement, this Agreement shall not be construed as granting a license
 with respect to any patent, copyright, trade name, trademark, service mark, trade secret or any other intellectual
 property, now or hereafter owned, controlled or licensable by either Party.
 Except as expressly stated in this Agreement, neither Party may use any
 patent, copyrightable materials,
 trademark, trade name, trade secret or other intellectual property
 right, of the other Party except in accordance with the terms of a separate license agreement between the Parties
 granting such rights.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 22.2

 	
 Except
 as stated in Section 22.4, neither Party shall have any obligation to defend,
 indemnify or hold harmless, or acquire any license or right for the benefit of, or owe any other obligation or
 have any liability to, the other Party or its Affiliates or Customers based on or arising from any Third Party Claim
 alleging or asserting that the provision or use of any service,
 facility, arrangement, or software by
 either Party under this Agreement, or the performance of any service or method, either alone or in combination with
 the other Party, constitutes direct, vicarious
 or contributory infringement or inducement to infringe, or misuse or misappropriation of any patent, copyright,
 trademark, trade secret, or any other proprietary or intellectual property right of any Party or third
 person. Each Party, however, shall
 offer to the other reasonable cooperation and assistance in the defense of
 any such claim.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 22.3

 	
 NOTWITHSTANDING ANY OTHER
 PROVISION OF THIS AGREEMENT, THE PARTIES AGREE THAT NEITHER
 PARTY HAS MADE, AND THAT THERE DOES NOT EXIST, ANY WARRANTY,
 EXPRESS OR IMPLIED, THAT THE USE BY EACH PARTY OF THE OTHER’S SERVICES PROVIDED
 UNDER THIS AGREEMENT SHALL NOT GIVE RISE TO A CLAIM OF
 INFRINGEMENT, MISUSE, OR MISAPPROPRIATION OF ANY INTELLECTUAL
 PROPERTY RIGHT.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 22.4

 	
 NUI
 agrees that the Services provided by Verizon hereunder shall be subject to the terms,
 conditions and restrictions contained in any applicable agreements (including,
 but not limited to software or other intellectual property license 

 


19









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 agreements) between Verizon and Verizon’s vendors. Verizon agrees to
 advise NUI, directly or through a third party, of any such terms, conditions
 or restrictions that may limit any NUI use of a Service provided by Verizon that is
 otherwise permitted by this Agreement. At
 NUI’s written request, to the extent required by Applicable Law, Verizon will use Verizon’s best
 efforts, as commercially practicable,
 to obtain intellectual property rights from Verizon’s vendor to allow NUI to use the Service in the same manner as
 Verizon that are coextensive with Verizon’s intellectual property
 rights, on terms and conditions that are equal in quality to the terms and conditions under which Verizon has obtained
 Verizon’s intellectual property
 rights. NUI shall reimburse Verizon for the cost of obtaining such
 rights.

 
	
  

 	
  

 	
  

 	
  

 
	
 23.

 	
 Joint Work Product

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 The Principal Document is the joint work product of the Parties, has
 been negotiated by the Parties, and shall be fairly interpreted in
 accordance with its terms. In the event of any ambiguities, no inferences
 shall be drawn against either Party.

 
	
  

 	
  

 	
  

 	
  

 
	
 24.

 	
 Law Enforcement

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 24.1

 	
 Each Party may
 cooperate with law enforcement authorities and national security authorities to the full extent required or
 permitted by Applicable Law in matters related to Services provided by it
 under this Agreement, including, but not limited to, the production of records, the establishment
 of new lines or the installation of new
 services on an existing line in order to support law enforcement and/or
 national security operations, and, the installation of wiretaps,
 trap-and-trace facilities and equipment, and dialed number recording
 facilities and equipment.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 24.2

 	
 A Party shall not
 have the obligation to inform the other Party or the Customers of the other
 Party of actions taken in cooperating with law enforcement or national security authorities, except to the
 extent required by Applicable Law.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 24.3

 	
 Where a law
 enforcement or national security request relates to the establishment of lines (including, but not
 limited to, lines established to support interception of communications on other lines), or the installation of
 other services, facilities or
 arrangements, a Party may act to prevent the other Party from
 obtaining access to information concerning such lines, services, facilities
 and arrangements, through operations support system interfaces.

 
	
  

 	
  

 	
  

 	
  

 
	
 25.

 	
 Liability

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 25.1

 	
 As used in this
 Section 25, “Service Failure” means a failure to comply with a direction to
 install, restore or terminate Services under this Agreement, a failure to provide Services under this Agreement, and
 failures, mistakes, omissions, interruptions, delays, errors, defects or the
 like, occurring in the course of the provision of any Services under
 this Agreement.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 25.2

 	
 Except as
 otherwise stated in Section 25.5, the liability, if any, of a Party, a Party’s Affiliates, and the directors, officers
 and employees of a Party and a Party’s Affiliates, to the other Party, the
 other Party’s Customers, and to any other person, for Claims arising out of a
 Service Failure shall not exceed an amount
 equal to the pro rata applicable monthly charge for the Services that are subject to the Service Failure for the period
 in which such Service Failure occurs.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 25.3

 	
 Except as
 otherwise stated in Section 25.5, a Party, a Party’s Affiliates, and the directors, officers and employees of a Party and
 a Party’s Affiliates, shall not be liable to the other Party, the
 other Party’s Customers, or to any other person, in 

 


20









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 connection with this Agreement (including, but not limited to, in
 connection with a Service Failure or any
 breach, delay or failure in performance, of this Agreement) for special,
 indirect, incidental, consequential, reliance, exemplary, punitive, or like
 damages, including, but not limited to, damages for lost revenues, profits or
 savings, or
 other commercial or economic loss, even if the person whose liability is excluded by this Section has been advised of
 the possibility of such damages.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 25.4

 	
 The limitations
 and exclusions of liability stated in Sections 25.1 through 25.3 shall apply regardless of the form of a claim or
 action, whether statutory, in contract,
 warranty, strict liability, tort (including, but not limited to, negligence
 of a Party), or otherwise.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 25.5

 	
 Nothing contained
 in Sections 25.1 through 25.4 shall exclude or limit liability:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 25.5.1

 	
 under Sections 20, Indemnification, or 41,
 Taxes.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 25.5.2

 	
 for any obligation to
 indemnify, defend and/or hold harmless that a Party may have under this Agreement.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 25.5.3

 	
 for damages arising out of or
 resulting from bodily injury to or death of any person,
 or damage to, or destruction or loss of, tangible real and/or personal property of any person,
 or Toxic or Hazardous Substances, to the extent such damages are otherwise
 recoverable under Applicable Law;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 25.5.4

 	
 for a claim for infringement of any patent,
 copyright, trade name, trade mark, service mark, or other intellectual
 property interest;

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 25.5.5

 	
 under Section 258 of the Act
 or any order of FCC or the Commission implementing Section 258; or

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 25.5.6

 	
 under the financial incentive or remedy
 provisions of any service quality plan required by the FCC or the Commission.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 25.6

 	
 In the event that
 the liability of a Party, a Party’s Affiliate, or a director, officer or
 employee of a Party or a Party’s Affiliate, is limited and/or excluded under
 both this Section 25 and a provision of an
 applicable Tariff, the liability of the Party or other person shall be limited to the smaller of
 the amounts for which such Party or other person would be liable under
 this Section or the Tariff provision.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 25.7

 	
 Each Party shall,
 in its tariffs and other contracts with its Customers, provide that in no case shall the other Party, the other
 Party’s Affiliates, or the directors, officers or employees of the other Party or the other Party’s
 Affiliates, be liable to such Customers or other third-persons for any
 special, indirect, incidental, consequential,
 reliance, exemplary, punitive or other damages, arising out of a Service
 Failure.

 
	
  

 	
  

 	
  

 
	
 26.

 	
 Network Management

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 26.1

 	
 Cooperation. The Parties will work
 cooperatively in a commercially reasonable manner
 to install and maintain a reliable network. NUI and Verizon will exchange appropriate information (e.g., network information, maintenance
 contact numbers, escalation procedures, and information required to
 comply with requirements of law
 enforcement and national security agencies) to achieve this desired reliability. In addition, the Parties
 will work cooperatively in a commercially
 reasonable manner to apply sound network management principles to
 alleviate or to prevent traffic congestion and subject to Section 17, to
 minimize

 


21









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 fraud associated with third number billed calls, calling card calls,
 and other services related to this Agreement.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 26.2

 	
 Responsibility for
 Following Standards. Each Party recognizes a responsibility to follow the standards that may be agreed to
 between the Parties and to employ characteristics and methods of operation
 that will not interfere with or impair the service, network or
 facilities of the other Party or any third parties connected with or involved
 directly in the network or facilities of the other.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 26.3

 	
 Interference or
 Impairment. If a Party (“Impaired Party”) reasonably determines that the services, network, facilities, or
 methods of operation, of the other Party (“Interfering Party”) will or are likely to interfere with or impair
 the Impaired Party’s provision of services or the operation of the
 Impaired Party’s network or facilities, the
 Impaired Party may interrupt or suspend any Service provided to the Interfering Party to the extent necessary to
 prevent such interference or impairment, subject to the following:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 26.3.1

 	
 Except in emergency
 situations (e.g., situations involving a risk of bodily injury to
 persons or damage to tangible property, or an interruption in Customer service) or as otherwise
 provided in this Agreement, the Impaired Party shall have given the
 Interfering Party at least ten (10) days’
 prior written notice of the interference or impairment or potential interference or impairment and the need to
 correct the condition within said time period; and,

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 26.3.2

 	
 Upon correction of the
 interference or impairment, the Impaired Party will promptly restore the interrupted
 or suspended Service. The Impaired Party
 shall not be obligated to provide an out-of-service credit allowance or other compensation to the
 Interfering Party in connection with the suspended Service.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 26.4

 	
 Outage
 Repair Standard. In the event of an outage or
 trouble in any Service being provided by a Party hereunder, the
 Providing Party will follow Verizon’s standard procedures for isolating and clearing the
 outage or trouble.

 
	
  

 	
  

 	
  

 	
  

 
	
 27.

 	
 Non-Exclusive Remedies

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Except
 as otherwise expressly provided in this Agreement, each of the remedies provided
 under this Agreement is cumulative and is in addition to any other remedies
 that may be
 available under this Agreement or at law or in equity.

 
	
  

 	
  

 	
  

 	
  

 
	
 28.

 	
 Notice of Network Changes

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 If
 a Party makes a change in the information necessary for the transmission and
 routing of services using that Party’s facilities or network,
 or any other change in its facilities or network that will materially
 affect the interoperability of its facilities or network with the other
 Party’s facilities or network, the Party making the change shall publish
 notice of the change
 at least ninety (90) days in advance of such change, and shall use reasonable
 efforts, as commercially practicable, to publish such notice at least one
 hundred eighty (180) days in advance of the change; provided, however, that
 if an earlier publication of notice of a change is required by Applicable Law
 (including, but not limited to, 47 CFR 51.325 through 51. 335) notice shall
 be given at the time required by Applicable Law.

 
	
  

 	
  

 	
  

 	
  

 
	
 29.

 	
 Notices

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 29.1

 	
 Except as
 otherwise provided in this Agreement, notices given by one Party to the other
 Party under this Agreement:

 


22









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 29.1.1

 	
 shall be in writing;

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 29.1.2

 	
 shall be delivered (a)
 personally, (b) by express delivery service with next
 Business Day delivery, (c) by First Class, certified or registered U.S. mail,
 postage prepaid, or (d) by facsimile telecopy, with a copy delivered in
 accordance with (a), (b) or (c), preceding; and

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 29.1.3

 	
 shall be delivered to the
 following addresses of the Parties: 

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 To NUI:

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Richard
 Boudria
550 Route 202-206

 Bedminster, NJ 07921

 Telephone Number: (908) 470-4700 

 Facsimile Number: (908) 470-4707 

 Internet Address: tmurphy@nuitele.com

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 To
 Verizon:

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Director-Contract
 Performance & Administration 
Verizon Wholesale Markets

 600 Hidden Ridge

 HQEWMNOTICES

 Irving, TX 75038

 Telephone Number: 972-718-5988

 Facsimile Number: 972-719-1519

 Internet Address: wmnotices@verizon.com

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 with
 a copy to:

 	
  

 	
  

 
	
  

 
	
  

 	
  

 	
  

 	
 Vice
 President and Associate General Counsel

 Verizon Wholesale Markets

 1515 North Court House Road

 Suite 500

 Arlington, VA 22201

 Facsimile: 703-351-3664

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 or
 to such other address as either Party shall designate by proper notice.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Notices will be deemed given as of the earlier of (a) where there is
 personal delivery of the notice, the date of actual receipt,
 (b) where the notice is sent via express delivery service for
 next Business Day delivery, the next Business Day after the notice
 is sent, (c) where the notice is sent via First Class U.S. Mail, three (3)
 Business Days after mailing, (d) where notice is sent via certified or
 registered U.S. mail, the date of receipt shown on the Postal Service
 receipt, and (e) where the notice is sent via facsimile telecopy, if
 the notice is sent on a Business Day and before 5 PM.
 in the time zone where it is received, on the date set forth on
 the telecopy confirmation, or if the notice is sent on a non-Business Day or if
 the notice is sent after 5 PM in the time zone where it is received, the next Business
 Day after the date set forth on the telecopy confirmation.

 
	
  

 	
  

 	
  

 	
  

 
	
 30.

 	
 Ordering and Maintenance

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 NUI shall use Verizon’s electronic Operations Support System access
 platforms to submit Orders and requests for maintenance and repair of
 Services, and to engage in other pre-ordering, ordering,
 provisioning, maintenance and repair transactions. If Verizon has not

 


23









	
  

 	
  

 	
  

 	
  

 
	
  

 	
 yet
 deployed an electronic capability for NUI to perform a pre-ordering,
 ordering, provisioning, maintenance or repair, transaction
 offered by Verizon, NUI shall use such other processes as Verizon has
 made available for performing such transaction (including,
 but not limited, to submission of Orders by telephonic facsimile transmission
 and placing trouble reports by voice telephone transmission).

 
	
  

 	
  

 
	
 31.

 	
 Performance Standards

 
	
  

 	
  

 
	
  

 	
 31.1

 	
 Verizon
 shall provide Services under this Agreement in accordance with the performance
 standards required by Applicable Law, including, but not limited to, Section
 251(c) of the Act.

 
	
  

 	
  

 	
  

 
	
  

 	
 31.2

 	
 To
 the extent required by Appendix D, Section V, “Carrier-to-Carrier Performance
 Plan (Including Performance Measurements),” and
 Appendix D, Attachment A, “Carrier-to-Carrier
 Performance Assurance Plan,” of the Merger Order, Verizon shall provide
 performance measurement results to NUI.

 
	
  

 	
  

 	
  

 
	
  

 	
 31.3

 	
 NUI
 shall provide Services under this Agreement in accordance with the
 performance standards required by Applicable Law.

 
	
  

 	
  

 	
  

 
	
 32.

 	
 Point of Contact for NUI Customers

 
	
  

 	
  

 
	
  

 	
 32.1

 	
 NUI
 shall establish telephone numbers and mailing addresses at which NUI Customers
 may communicate with NUI and shall advise NUI Customers of these telephone
 numbers and mailing addresses.

 
	
  

 	
  

 	
  

 
	
  

 	
 32.2

 	
 Except
 as otherwise agreed to by Verizon, Verizon shall have no obligation, and may decline,
 to accept a communication from a NUI Customer, including, but not limited to, a NUI Customer request
 for repair or maintenance of a Verizon Service
 provided to NUI.

 
	
  

 	
  

 	
  

 
	
 33.

 	
 Predecessor Agreements

 
	
  

 	
  

 
	
  

 	
 33.1

 	
 Except
 as stated in Section 33.2 or as otherwise agreed in writing by the Parties: 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 33.1.1

 	
 any prior interconnection or
 resale agreement between the Parties for the District
 of Columbia pursuant to Section 252 of the Act and in effect immediately
 prior to the Effective Date is hereby terminated; and

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 33.1.2

 	
 any Services that were
 purchased by one Party from the other Party under a prior
 interconnection or resale agreement between the Parties for the
 District of Columbia pursuant to Section 252 of the Act and in effect
 immediately prior to the Effective Date, shall as of the Effective Date be
 subject to and purchased under this Agreement.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 33.2

 	
 Except
 as otherwise agreed in writing by the Parties, if a Service purchased by a
 Party under a prior interconnection or resale agreement between the Parties pursuant to
 Section 252 of the Act was subject to a contractual commitment that it would be
 purchased for a period of longer than one month, and such period had not yet
 expired as of the Effective Date and the Service had not been terminated
 prior to the Effective Date, to the extent not inconsistent with this
 Agreement, such commitment shall remain in effect and the Service will be purchased under this Agreement;
 provided, that if this Agreement would materially
 alter the terms of the commitment, either Party make elect to cancel the commitment.

 
	
  

 	
  

 	
  

 
	
  

 	
 33.3

 	
 If
 either Party elects to cancel the commitment pursuant to the proviso in
 Section 33.2, the Purchasing Party shall not be liable for any
 termination charge that

 


24









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 would
 otherwise have applied. However, if the commitment was cancelled by the Purchasing
 Party, the Providing Party shall be entitled to payment from the Purchasing
 Party of the difference between the price of the Service that was actually paid
 by the Purchasing Party under the commitment and the price of the Service that
 would have applied if the commitment had been to purchase the Service only until the time that
 the commitment was cancelled.

 
	
  

 	
  

 	
  

 
	
 34.

 	
 Publicity and Use of Trademarks or Service
 Marks

 
	
  

 	
  

 
	
  

 	
 34.1

 	
 A Party, its
 Affiliates, and their respective contractors and Agents, shall not use the other Party’s trademarks, service marks,
 logos or other proprietary trade dress, in connection with the sale of
 products or services, or in any advertising, press releases, publicity matters or other promotional materials,
 unless the other Party has given its written consent for such use,
 which consent the other Party may grant or withhold in its sole discretion.

 
	
  

 	
  

 	
  

 
	
  

 	
 34.2

 	
 Neither Party may
 imply any direct or indirect affiliation with or sponsorship or endorsement
 of it or its services or products by the other Party. 

 
	
  

 	
  

 	
  

 
	
  

 	
 34.3

 	
 Any violation of
 this Section 34 shall be considered a material breach of this Agreement.

 
	
  

 	
  

 	
  

 	
  

 
	
 35.

 	
 References

 
	
  

 	
  

 
	
  

 	
 35.1

 	
 All references to
 Sections, Appendices and Exhibits shall be deemed to be references to Sections, Appendices and Exhibits
 of this Agreement unless the context shall otherwise require.

 
	
  

 	
  

 	
  

 
	
  

 	
 35.2

 	
 Unless the context
 shall otherwise require, any reference to a Tariff, agreement, technical or other document (including Verizon
 or third party guides, practices or handbooks),
 or provision of Applicable Law, is to such Tariff, agreement, document,
 or provision of Applicable Law, as amended and supplemented from time to time (and, in the case of a Tariff or
 provision of Applicable Law, to any successor Tariff or provision).

 
	
  

 	
  

 	
  

 
	
 36.

 	
 Relationship of the Parties

 
	
  

 	
  

 	
  

 
	
  

 	
 36.1

 	
 The relationship
 of the Parties under this Agreement shall be that of independent contractors and nothing herein shall be
 construed as creating any other relationship between the Parties.

 
	
  

 	
  

 	
  

 
	
  

 	
 36.2

 	
 Nothing contained
 in this Agreement shall make either Party the employee of the other, create a partnership, joint venture, or
 other similar relationship between the Parties, or grant to either
 Party a franchise, distributorship or similar interest.

 
	
  

 	
  

 	
  

 
	
  

 	
 36.3

 	
 Except for
 provisions herein expressly authorizing a Party to act for another Party,
 nothing in this Agreement shall constitute a Party as a legal representative or Agent of the other Party, nor shall a Party
 have the right or authority to assume,
 create or incur any liability or any obligation of any kind, express or implied, against, in the name or on behalf of
 the other Party unless otherwise expressly
 permitted by such other Party in writing, which permission may be granted
 or withheld by the other Party in its sole discretion.

 
	
  

 	
  

 	
  

 
	
  

 	
 36.4

 	
 Each Party shall
 have sole authority and responsibility to hire, fire, compensate, supervise, and otherwise control its employees,
 Agents and contractors. Each Party shall be solely responsible for
 payment of any Social Security or other taxes that it is required by
 Applicable Law to pay in conjunction with its

 


25









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 employees, Agents and contractors, and for withholding and remitting
 to the applicable taxing authorities any taxes that it is required by
 Applicable Law to collect from its employees.

 
	
  

 	
  

 	
  

 
	
  

 	
 36.5

 	
 Except as
 otherwise expressly provided in this Agreement, no Party undertakes to perform
 any obligation of the other Party, whether regulatory or contractual, or to
 assume any responsibility for the management of the other Party’s business.

 
	
  

 	
  

 	
  

 
	
  

 	
 36.6

 	
 The relationship
 of the Parties under this Agreement is a non-exclusive relationship.

 
	
  

 	
  

 	
  

 
	
 37.

 	
 Reservation of Rights

 
	
  

 	
  

 
	
  

 	
 37.1

 	
 Notwithstanding
 anything to the contrary in this Agreement, neither Party waives, and each Party hereby expressly reserves, its
 rights: (a) to appeal or otherwise seek
 the reversal of and changes in any arbitration decision associated with this Agreement;
 (b) to challenge the lawfulness of this Agreement and any provision of this
 Agreement; (c) to seek changes in this Agreement (including, but not limited to, changes in rates, charges and the
 Services that must be offered) through changes in Applicable Law; and,
 (d) to challenge the lawfulness and propriety
 of, and to seek to change, any Applicable Law, including, but not limited to any rule, regulation, order or decision of
 the Commission, the FCC, or a court of
 applicable jurisdiction. Nothing in this Agreement shall be deemed to limit
 or prejudice any position a Party has taken or may take before the
 Commission, the FCC, any other state
 or federal regulatory or legislative bodies, courts of applicable jurisdiction, or industry fora. The
 provisions of this Section shall survive the expiration, cancellation
 or termination of this Agreement.

 
	
  

 	
  

 	
  

 
	
  

 	
 37.2

 	
 NUI acknowledges
 NUI has been advised by Verizon that it is Verizon’s position that:

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 37.2.1

 	
 This Agreement contains
 certain provisions which are intended to reflect Applicable
 Law and Commission and/or FCC arbitration decisions; and 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 37.2.2

 	
 For the purposes of Appendix D, Sections 31
 and 32, of the Merger Order, such
 provisions shall not be deemed to have been voluntarily negotiated or agreed to by Verizon and shall not
 be available to carriers pursuant
 to Appendix D, Sections 31 and 32 of the Merger Order.

 
	
  

 	
  

 	
  

 	
  

 
	
 38.

 	
 Subcontractors

 
	
  

 	
  

 
	
  

 	
 A Party may use a contractor of the Party (including, but not limited
 to, an Affiliate of the Party) to perform the Party’s
 obligations under this Agreement; provided, that a Party’s use of a
 contractor shall not release the Party from any duty or liability to fulfill
 the Party’s obligations
 under this Agreement.

 
	
  

 	
  

 
	
 39.

 	
 Successors and Assigns

 
	
  

 	
  

 
	
  

 	
 This
 Agreement shall be binding on and inure to the benefit of the Parties and
 their respective
 legal successors and permitted assigns.

 
	
  

 	
  

 
	
 40.

 	
 Survival

 
	
  

 	
  

 
	
  

 	
 The rights,
 liabilities and obligations of a Party for acts or omissions occurring prior
 to the expiration, cancellation or termination of this Agreement, the rights,
 liabilities and obligations of a Party
 under any provision of this Agreement regarding confidential information
 (including but not limited to, Section 10), indemnification or defense

 


26









	
  

 	
  

 	
  

 
	
  

 	
 (including, but
 not limited to, Section 20), or limitation or exclusion of liability
 (including, but not limited to, Section 25), and the rights, liabilities and
 obligations of a Party under any provision of this Agreement which by its
 terms or nature is intended to continue beyond or to be performed after the
 expiration, cancellation or termination of this Agreement, shall survive the
 expiration, cancellation or termination of this Agreement. 

 
	
  

 	
  

 
	
 41.

 	
 Taxes
 

 
	
  

 	
  

 
	
  

 	
 41.1

 	
 In General. With respect to any purchase
 hereunder of Services, if any federal, state or local tax, fee, surcharge or
 other tax-like charge (a “Tax”) is required or permitted by Applicable Law or
 a Tariff to be collected from the Purchasing Party by the Providing Party,
 then (a) the Providing Party shall properly bill the Purchasing Party for
 such Tax, (b) the Purchasing Party shall timely remit such Tax to the
 Providing Party and (c) the Providing Party shall timely remit such collected
 Tax to the applicable taxing authority. 

 
	
  

 	
  

 	
  

 
	
  

 	
 41.2

 	
 Taxes Imposed on
 the Providing Party. With respect to any purchase hereunder of
 Services, if any federal, state or local Tax is imposed by Applicable Law on
 the receipts of the Providing Party, and such Applicable Law permits the
 Providing Party to exclude certain receipts received from sales for resale to
 a public utility, distributor, telephone company, local exchange carrier,
 telecommunications company or other communications company
 (“Telecommunications Company”), such exclusion being based solely on the fact
 that the Purchasing Party is also subject to a tax based upon receipts
 (“Receipts Tax”), then the Purchasing Party (a) shall provide the Providing
 Party with notice in writing in accordance with Section 41.6 of this
 Agreement of its intent to pay the Receipts Tax and (b) shall timely pay the
 Receipts Tax to the applicable tax authority. 

 
	
  

 	
  

 	
  

 
	
  

 	
 41.3

 	
 Taxes Imposed on
 Customers. With respect to any purchase hereunder of Services that are resold to
 a third party, if any federal, state or local Tax is imposed by Applicable
 Law on the subscriber, end-user, Customer or ultimate consumer (“Subscriber”)
 in connection with any such purchase, which a Telecommunications Company is
 required to impose and/or collect from a Subscriber, then the Purchasing
 Party (a) shall be required to impose and/or collect such Tax from the
 Subscriber and (b) shall timely remit such Tax to the applicable taxing
 authority. 

 
	
  

 	
  

 	
  

 
	
  

 	
 41.4

 	
 Liability for
 Uncollected Tax, Interest and Penalty. If the Providing Party has not
 received an exemption certificate from the Purchasing Party and the Providing
 Party fails to bill the Purchasing Party for any Tax as required by Section
 41.1, then, as between the Providing Party and the Purchasing Party, (a) the
 Purchasing Party shall remain liable for such unbilled Tax and (b) the
 Providing Party shall be liable for any interest assessed thereon and any
 penalty assessed with respect to such unbilled Tax by such authority. If the
 Providing Party properly bills the Purchasing Party for any Tax but the Purchasing
 Party fails to remit such Tax to the Providing Party as required by Section
 41.1, then, as between the Providing Party and the Purchasing Party, the
 Purchasing Party shall be liable for such uncollected Tax and any interest
 assessed thereon, as well as any penalty assessed with respect to such
 uncollected Tax by the applicable taxing authority. If the Providing Party
 does not collect any Tax as required by Section 41.1 because the Purchasing
 Party has provided such Providing Party with an exemption certificate that is
 later found to be inadequate by a taxing authority, then, as between the
 Providing Party and the Purchasing Party, the Purchasing Party shall be
 liable for such uncollected Tax and any interest assessed thereon, as well as
 any penalty assessed with respect to such uncollected Tax by the applicable
 taxing authority. If the Purchasing Party fails to pay the Receipts Tax as
 required by Section 41.2, then, as between the 

 



27









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Providing Party
 and the Purchasing Party, (x) the Providing Party shall be liable for any Tax
 imposed on its receipts and (y) the Purchasing Party shall be liable for any
 interest assessed thereon and any penalty assessed upon the Providing Party
 with respect to such Tax by such authority. If the Purchasing Party fails to
 impose and/or collect any Tax from Subscribers as required by Section 41.3,
 then, as between the Providing Party and the Purchasing Party, the Purchasing
 Party shall remain liable for such uncollected Tax and any interest assessed
 thereon, as well as any penalty assessed with respect to such uncollected Tax
 by the applicable taxing authority. With respect to any Tax that the
 Purchasing Party has agreed to pay, or is required to impose on and/or
 collect from Subscribers, the Purchasing Party agrees to indemnify and hold
 the Providing Party harmless on an after-tax basis for any costs incurred by
 the Providing Party as a result of actions taken by the applicable taxing
 authority to recover the Tax from the Providing Party due to the failure of
 the Purchasing Party to timely pay, or collect and timely remit, such Tax to
 such authority. In the event either Party is audited by a taxing authority,
 the other Party agrees to cooperate fully with the Party being audited in
 order to respond to any audit inquiries in a proper and timely manner so that
 the audit and/or any resulting controversy may be resolved expeditiously.

 
	
  

 	
  

 	
  

 
	
  

 	
 41.5

 	
 Tax Exemptions and
 Exemption Certificates. If Applicable Law clearly exempts a purchase
 hereunder from a Tax, and if such Applicable Law also provides an exemption
 procedure, such as an exemption-certificate requirement, then, if the
 Purchasing Party complies with such procedure, the Providing Party shall not
 collect such Tax during the effective period of such exemption. Such exemption
 shall be effective upon receipt of the exemption certificate or affidavit in
 accordance with the terms set forth in Section 41.6. If Applicable Law
 clearly exempts a purchase hereunder from a Tax, but does not also provide an
 exemption procedure, then the Providing Party shall not collect such Tax if
 the Purchasing Party (a) furnishes the Providing Party with a letter signed
 by an officer requesting such an exemption and citing the provision in the
 Applicable Law which clearly allows such exemption and (b) supplies the
 Providing Party with an indemnification agreement, reasonably acceptable to
 the Providing Party (e.g., an agreement commonly used in the industry), which
 holds the Providing Party harmless on an after-tax basis with respect to its
 forbearing to collect such Tax. 

 
	
  

 	
  

 	
  

 
	
  

 	
 41.6

 	
 All notices,
 affidavits, exemption-certificates or other communications required or
 permitted to be given by either Party to the other, for purposes of this
 Section 41, shall be made in writing and shall be delivered in person or sent
 by certified mail, return receipt requested, or registered mail, or a courier
 service providing proof of service, and sent to the addressees set forth in
 Section 29 as well as to the following: 

 






	
  

 	
  

 	
  

 
	
  

 	
 To Verizon:

 	
  

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Tax Administration

 
	
  

 	
  

 	
 Verizon
 Communications

 
	
  

 	
  

 	
 1095 Avenue of the
 Americas

 
	
  

 	
  

 	
 Room 3109

 
	
  

 	
  

 	
 New York, NY 10036

 
	
  

 	
  

 	
  

 
	
  

 	
 To NUI:

 	
  

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Tom Murphy

 
	
  

 	
  

 	
 550 Route 202-206

 
	
  

 	
  

 	
 Bedminster, New
 Jersey 07921

 



28









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Either Party may
 from time to time designate another address or other addressees by giving
 notice in accordance with the terms of this Section. Any notice or other
 communication shall be deemed to be given when received.

 
	
  

 	
  

 	
  

 	
  

 
	
 42.

 	
 Technology
 Upgrades 

 
	
  

 	
  

 
	
  

 	
 Notwithstanding
 any other provision of this Agreement, Verizon shall have the right to
 deploy, upgrade, migrate and maintain its network at its discretion. The
 Parties acknowledge that Verizon, at its election, may deploy fiber
 throughout its network and that such fiber deployment may inhibit or
 facilitate NUI’s ability to provide service using certain technologies.
 Nothing in this Agreement shall limit Verizon’s ability to modify its network
 through the incorporation of new equipment or software or otherwise. NUI
 shall be solely responsible for the cost and activities associated with
 accommodating such changes in its own network.

 
	
  

 	
  

 
	
 43.

 	
 Territory
 

 
	
  

 	
  

 
	
  

 	
 43.1

 	
 This Agreement
 applies to the territory in which Verizon operates as an Incumbent Local
 Exchange Carrier in the District of Columbia. Verizon shall be obligated to
 provide Services under this Agreement only within this territory. 

 
	
  

 	
  

 	
  

 
	
  

 	
 43.2

 	
 Notwithstanding
 any other provision of this Agreement, Verizon may terminate this Agreement
 as to a specific operating territory or portion thereof if Verizon sells or
 otherwise transfers its operations in such territory or portion thereof to a
 third-person. Verizon shall provide NUI with at least 90 calendar days prior
 written notice of such termination, which shall be effective upon the date
 specified in the notice. 

 
	
  

 	
  

 	
  

 
	
 44.

 	
 Third
 Party Beneficiaries 

 
	
  

 	
  

 
	
  

 	
 Except as
 expressly set forth in this Agreement, this Agreement is for the sole benefit
 of the Parties and their permitted assigns, and nothing herein shall create
 or be construed to provide any third-persons (including, but not limited to,
 Customers or contractors of a Party) with any rights (including, but not
 limited to, any third-party beneficiary rights) hereunder. Except as
 expressly set forth in this Agreement, a Party shall have no liability under
 this Agreement to the Customers of the other Party or to any other third
 person.

 
	
  

 	
  

 
	
 45.

 	
 251
 and 271 Requirements 

 
	
  

 	
  

 
	
  

 	
 45.1

 	
 The Parties agree
 that the performance of the terms of this Agreement will satisfy Verizon’s
 obligations under Section 251 of the Act, and the requirements of the
 Checklist under Section 271 of the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 45.2

 	
 The Parties
 understand and agree that this Agreement will be filed with the Commission
 and may thereafter be filed with the FCC as an integral part of an
 application by Verizon or an Affiliate of Verizon pursuant to Section 271(d)
 of the Act. In the event that any one or more of the provisions contained
 herein in Verizon’s reasonable determination is likely to adversely affect
 the application pursuant to Section 271(d) of the Act, the Parties agree to
 make the revisions necessary to eliminate such adverse effect on the
 application. 

 



29









	
  

 	
  

 	
  

 
	
 46.

 	
 252(i)
 Obligations 

 
	
  

 	
  

 
	
  

 	
 46.1

 	
 To the extent
 required by Applicable Law, each Party shall comply with Section 252(i) of
 the Act and Appendix D, Sections 30 through 32, of the Merger Order (“Merger
 Order MFN Provisions”). 

 
	
  

 	
  

 	
  

 
	
  

 	
 46.2

 	
 To the extent that
 the exercise by NUI of any rights it may have under Section 252(i) or the
 Merger Order MFN Provisions results in the rearrangement of Services by
 Verizon, NUI shall be solely liable for all costs associated therewith, as
 well as for any termination charges associated with the termination of
 existing Verizon Services. 

 
	
  

 	
  

 	
  

 
	
 47.

 	
 Use
 of Service 

 
	
  

 	
  

 
	
  

 	
 Each Party shall
 make commercially reasonable efforts to ensure that its Customers comply with
 the provisions of this Agreement (including, but not limited to the
 provisions of applicable Tariffs) applicable to the use of Services purchased
 by it under this Agreement. 

 
	
  

 	
  

 
	
 48.

 	
 Waiver

 
	
  

 	
  

 
	
  

 	
 A failure or delay
 of either Party to enforce any of the provisions of this Agreement, or any
 right or remedy available under this Agreement or at law or in equity, or to
 require performance of any of the provisions of this Agreement, or to
 exercise any option which is provided under this Agreement, shall in no way
 be construed to be a waiver of such provisions, rights, remedies or options. 

 
	
  

 	
  

 
	
 49.

 	
 Warranties

 
	
  

 	
  

 
	
  

 	
 EXCEPT AS
 EXPRESSLY STATED IN THIS AGREEMENT, NEITHER PARTY MAKES OR RECEIVES ANY
 WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES PROVIDED, OR TO BE
 PROVIDED, UNDER THIS AGREEMENT AND THE PARTIES DISCLAIM ANY OTHER WARRANTIES,
 INCLUDING BUT NOT LIMITED TO, WARRANTIES
 OF MERCHANTABILITY, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE
 WARRANTIES AGAINST INFRINGEMENT, AND WARRANTIES ARISING BY TRADE CUSTOM,
 TRADE USAGE, COURSE OF DEALING OR PERFORMANCE, OR OTHERWISE. 

 
	
  

 	
  

 
	
 50.

 	
 Withdrawal
 of Services 

 
	
  

 	
  

 
	
  

 	
 50.1

 	
 Notwithstanding
 anything contained in this Agreement, except as otherwise required by
 Applicable Law, Verizon may terminate its offering and/or provision of any
 Service under this Agreement upon thirty (30) days prior written notice to
 NUI. 

 
	
  

 	
  

 	
  

 
	
  

 	
 50.2

 	
 Notwithstanding
 anything contained in this Agreement, except as otherwise required by
 Applicable Law, Verizon may with thirty (30) days prior written notice to NUI
 terminate any provision of this Agreement that provides for the payment by
 Verizon to NUI of compensation related to traffic, including, but not limited
 to, Reciprocal Compensation and other types of compensation for termination
 of traffic delivered by Verizon to NUI. Following such termination, except as
 otherwise agreed in writing by the Parties, Verizon shall be obligated to
 provide compensation to NUI related to traffic only to the extent required by
 Applicable Law. If Verizon exercises its right of termination under this
 Section, the Parties shall negotiate in good faith appropriate substitute
 provisions for compensation related to traffic; provided, however, that
 except as otherwise voluntarily agreed by Verizon in writing in its sole
 discretion, Verizon shall be obligated to provide compensation to NUI related
 to traffic only to the extent required by Applicable Law. If within thirty
 (30) days after Verizon’s notice of termination the Parties are unable to
 agree in writing upon mutually acceptable substitute provisions for
 compensation related to traffic, either Party may submit their disagreement
 to dispute resolution in accordance with Section 14 of this Agreement.

 



30






SIGNATURE PAGE


IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed as of the Effective Date. 


	
  

 	
  

 
	
 NUI
 TELECOM, INC.

 	
 VERIZON
 WASHINGTON, DC INC.

 
	
  

 	
  

 
	
 By: /s/ Richard
 Boudria

 	
 By: /s/ Steven J.
 Pitterle

 
	

 


 	

 


 
	
  

 	
  

 
	
 Printed: Richard
 Boudria

 	
 Printed: Steven J.
 Pitterle

 
	
  

 	
  

 
	
 Title: CEO

 	
 Title: Director -
 Contract Negotiations

 



31






GLOSSARY


	
  

 	
  

 	
  

 
	
 1.

 	
 General Rule
 

 
	
  

 	
  

 
	
  

 	
 1.1

 	
 The provisions of
 Sections 1.2 through 1.4 and Section 2 apply with regard to the Principal
 Document. Terms used in a Tariff shall have the meanings stated in the
 Tariff. 

 
	
  

 	
  

 	
  

 
	
  

 	
 1.2

 	
 Unless the context
 clearly indicates otherwise, when a term listed in this Glossary is used in
 the Principal Document, the term shall have the meaning stated in this
 Glossary. A defined term intended to convey the meaning stated in this
 Glossary is capitalized when used. Other terms that are capitalized, and not
 defined in this Glossary or elsewhere in the Principal Document, shall have
 the meaning stated in the Act. Additional definitions that are specific to
 the matters covered in a particular provision of the Principal Document may
 appear in that provision. To the extent that there may be any conflict
 between a definition set forth in this Glossary and any definition in a
 specific provision, the definition set forth in the specific provision shall
 control with respect to that provision. 

 
	
  

 	
  

 	
  

 
	
  

 	
 1.3

 	
 Unless the context
 clearly indicates otherwise, any term defined in this Glossary which is
 defined or used in the singular shall include the plural, and any term
 defined in this Glossary which is defined or used in the plural shall include
 the singular. 

 
	
  

 	
  

 	
  

 
	
  

 	
 1.4

 	
 The words “shall”
 and “will” are used interchangeably throughout the Principal Document and the
 use of either indicates a mandatory requirement. The use of one or the other
 shall not confer a different degree of right or obligation for either Party. 

 
	
  

 	
  

 	
  

 
	
 2.

 	
 Definitions

 
	
  

 	
  

 
	
  

 	
 2.1

 	
 Act.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Communications
 Act of 1934 (47 U.S.C. §151 et seq.), as from time to time amended
 (including, but not limited to, by the Telecommunications Act of 1996). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.2

 	
 Advanced Services.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 As a general
 matter, shall have the meaning set forth by the FCC. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.3

 	
 Affiliate.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning set forth in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.4

 	
 Agent.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 An agent or
 servant. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.5

 	
 Agreement.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 This Agreement, as
 defined in Section 1 of the General Terms and Conditions. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.6

 	
 Ancillary Traffic.

 
	
  

 	
  

 
	
  

 	
  

 	
 All traffic that
 is destined for ancillary services, or that may have special billing 

 


32









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 requirements,
 including but not limited to the following: Directory Assistance, 911/E911, Operator
 Services (IntraLATA call completion), IntraLATA third party, collect and
 calling card, 800/888 database query, LIDB, and Voice Information Services
 Traffic as described in Section 5 of the Additional Services Attachment. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.7

 	
 ANI (Automatic Number
 Identification). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The signaling
 parameter that refers to the number transmitted through the network
 identifying the billing number of the calling party. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.8

 	
 Applicable Law.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 All effective
 laws, government regulations and government orders, applicable to each
 Party’s performance of its obligations under this Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.9

 	
 ASR (Access Service Request). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 An industry
 standard form, which contains data elements and usage rules used by the
 Parties to add, establish, change or disconnect services or trunks for the
 purposes of interconnection. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.10

 	
 BFR (Bona Fide
 Request).

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The process
 described in the Network Element Attachment that prescribes the terms and
 conditions relating to a Party’s request that the other Party provide a UNE
 that it is not otherwise required to provide under the terms of this
 Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.11

 	
 Business Day. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Monday through
 Friday, except for holidays observed by Verizon. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.12

 	
 Calendar Quarter. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 January through March,
 April through June, July through September, or October through December. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.13

 	
 Calendar Year. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 January through
 December. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.14

 	
 CCS (Common
 Channel Signaling). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A method of
 transmitting call set-up and network control data over a digital signaling
 network separate from the public switched telephone network facilities that
 carry the actual voice or data content of the call. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.15

 	
 Central Office. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A local switching
 system for connecting lines to lines, lines to trunks, or trunks to trunks
 for the purpose of originating/terminating calls over the public switched
 telephone network. A single Central Office may handle several Central Office
 codes (“NXX”). Sometimes this term is used to refer to a telephone company
 building in which switching systems and telephone equipment are installed.

 



33









	
  

 	
  

 	
  

 
	
  

 	
 2.16

 	
 Central Office
 Switch. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A switch used to
 provide Telecommunications Services, including, but not limited to, an End
 Office Switch or a Tandem Switch. A Central Office Switch may also be
 employed as a combination End Office/Tandem Office Switch. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.17

 	
 Claims. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Any and all
 claims, demands, suits, actions, settlements, judgments, fines, penalties,
 liabilities, injuries, damages, losses, costs (including, but not limited to,
 court costs), and expenses (including, but not limited to, reasonable
 attorney’s fees). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.18

 	
 CLEC (Competitive
 Local Exchange Carrier). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Any Local Exchange
 Carrier other than Verizon that is operating as a Local Exchange Carrier in
 the territory in which Verizon operates as an ILEC in the District of
 Columbia. NUI is or shortly will become a CLEC. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.19

 	
 CLLI Codes. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Common Language
 Location Identifier Codes. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.20

 	
 CMDS (Centralized
 Message Distribution System). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The billing record
 and clearing house transport system that LECs use to exchange out collects
 and in collects as well as Carrier Access Billing System (CABS) records. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.21

 	
 Commission. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 District of
 Columbia Public Service Commission. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.22

 	
 CPN (Calling Party
 Number). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A CCS parameter
 that identifies the calling party’s telephone number. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.23

 	
 CPNI (Customer
 Proprietary Network Information). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning set forth in Section 222 of the Act, 47 U.S.C. § 222. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.24

 	
 Cross Connection. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For a Collocation
 arrangement, the facilities between the collocating Party’s equipment and the
 equipment or facilities of the housing Party (such as the housing Party’s
 digital signal cross connect, Main Distribution Frame, or other suitable
 frame or panel). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.25

 	
 Customer. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A third party
 residence or business end-user subscriber to Telephone Exchange Services
 provided by either of the Parties. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.26

 	
 Dark Fiber IOF
 (Dark Fiber Interoffice Facility). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Consists of
 continuous fiber strand(s) that are located within a fiber optic cable
 between either (a) accessible terminals in two Verizon Central Offices or (b)
 an accessible terminal in a Verizon Central Office and an accessible terminal
 in a NUI Central Office, but, in either case, that has not been activated
 through 

 


34









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 connection to
 multiplexing, aggregation or other electronics that “light it” and thereby
 render it capable of carrying Telecommunications Services. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.27

 	
 Dark Fiber Loop. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Consists of
 continuous fiber optic strand(s) in a Verizon fiber optic cable between
 Verizon’s accessible terminal, such as the fiber distribution frame, or its
 functional equivalent, located within a Verizon Wire Center, and Verizon’s
 accessible terminal located in Verizon’s main termination point at a Customer
 premises, such as a fiber patch panel, and that has not been activated
 through connection to electronics that “light” it and render it capable of
 carrying Telecommunications Services. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.28

 	
 Dark Fiber
 Sub-Loop. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Consists of
 continuous fiber optic strand(s) in a Verizon fiber optic cable (a) between
 Verizon’s accessible terminal located within a Verizon Wire Center, and
 Verizon’s accessible terminal at a Verizon remote terminal equipment
 enclosure, (b) between Verizon’s accessible terminal at a Verizon remote
 terminal equipment enclosure and Verizon’s accessible terminal located in
 Verizon’s main termination point located within a Customer premises, or (c)
 between Verizon’s accessible terminals at Verizon remote terminal equipment
 enclosures, and that in all cases has not been activated through connection
 to electronics that “light” it and render it capable of carrying
 Telecommunications Services. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.29

 	
 Digital Signal
 Level. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 One of several
 transmission rates in the time-division multiplex hierarchy. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.30

 	
 DS0 (Digital
 Signal Level 0). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The 64kbps
 zero-level signal in the time-division multiplex hierarchy. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.31

 	
 DS1 (Digital
 Signal Level 1). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The 1.544 Mbps
 first-level signal in the time-division multiplex hierarchy. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.32

 	
 DS3 (Digital
 Signal Level 3). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The 44.736 Mbps
 third-level signal in the time-division multiplex hierarchy.

 
	
  

 	
  

 	
  

 
	
  

 	
 2.33

 	
 EMI (Exchange Message
 Interface). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Standard used for
 the interexchange of telecommunications message information between local
 exchange carriers and interexchange carriers for billable, non-billable,
 sample, settlement and study data. Data is provided between companies via a
 unique record layout that contains Customer billing information, account
 summary and tracking analysis. EMI format is contained in document SR-320
 published by the Alliance for Telcom Industry Solutions. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.34

 	
 End Office Switch
 or End Office. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A switching entity
 that is used to terminate Customer station Loops for the purpose of
 interconnection to each other and to trunks. 

 


35









	
  

 	
  

 	
  

 
	
  

 	
 2.35

 	
 Entrance Facility.
 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The facilities
 between a Party’s designated premises and the Central Office serving that
 designated premises. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.36

 	
 Exchange Access. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning set forth in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.37

 	
 Extended Local
 Calling Scope Arrangement. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 An arrangement
 that provides a Customer a local calling scope (Extended Area Service,
 “EAS”), outside of the Customer’s basic exchange serving area. Extended Local
 Calling Scope Arrangements may be either optional or non-optional. “Optional
 Extended Local Calling Scope Arrangement Traffic” is traffic that under an
 optional Extended Local Calling Scope Arrangement chosen by the Customer
 terminates outside of the Customer’s basic exchange serving area. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.38

 	
 FCC. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Federal
 Communications Commission. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.39

 	
 FCC Internet
 Order. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Order on Remand
 and Report and Order, In the Matter of
 Implementation of the Local Competition Provisions in the Telecommunications
 Act of 1996, Intercarrier Compensation for ISP Bound Traffic, FCC
 01-131, CC Docket Nos. 96-98 and 99-68, (adopted April 18, 2001). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.40

 	
 FCC Regulations. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The unstayed,
 effective regulations promulgated by the FCC, as amended from time to time. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.41

 	
 House and Riser
 Cable. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A two-wire
 metallic distribution facility in Verizon’s network between the minimum point
 of entry for a building where a premises of a Customer is located (such a
 point, an “MPOE”) and the Rate Demarcation Point for such facility (or NID)
 if the NID is located at such Rate Demarcation Point). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.42

 	
 IDLC (Integrated
 Digital Loop Carrier). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A subscriber Loop
 carrier system that integrates within the switch at a DS1 level, which is
 twenty-four (24) Loop transmission paths combined into a 1.544 Mbps digital
 signal. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.43

 	
 ILEC (Incumbent Local Exchange Carrier).

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the meaning stated in the Act.

 
	
  

 	
  

 	
  

 
	
  

 	
 2.44

 	
 Information
 Access. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The provision of
 specialized exchange telecommunications services in connection with the
 origination, termination, transmission, switching, forwarding or routing of
 telecommunications traffic to or from the facilities of a provider of
 information services, including a provider of Internet access or Internet
 transmission services. 

 


36









	
  

 	
  

 	
  

 
	
  

 	
 2.45

 	
 Inside Wire or
Inside Wiring.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 All wire, cable,
 terminals, hardware, and other equipment or materials, on the Customer’s side
 of the Rate Demarcation Point. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.46

 	
 Internet Traffic. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Any traffic that
 is transmitted to or returned from the Internet at any point during the
 duration of the transmission. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.47

 	
 InterLATA Service.


 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning set forth in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.48

 	
 IntraLATA. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Telecommunications
 that originate and terminate within the same LATA. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.49 

 	
 IP (Interconnection Point).

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For Reciprocal
 Compensation Traffic, the point at which a Party who receives Reciprocal
 Compensation Traffic from the other Party assesses Reciprocal Compensation
 charges for the further transport and termination of that Reciprocal
 Compensation Traffic. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.50

 	
 ISDN (Integrated
Services Digital Network).

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A switched network
 service providing end-to-end digital connectivity for the simultaneous
 transmission of voice and data. Basic Rate Interface-ISDN (BRI-ISDN) provides
 for digital transmission of two (2) 64 kbps bearer channels and one (1) 16
 kbps data and signaling channel (2B+D). Primary Rate Interface-ISDN
 (PRI-ISDN) provides for digital transmission of twenty-three (23) 64 kbps
 bearer channels and one (1) 64 kbps data and signaling channel (23B+D). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.51

 	
 IXC (Interexchange
Carrier).

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Telecommunications
 Carrier that provides, directly or indirectly, InterLATA or IntraLATA
 Telephone Toll Services. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.52

 	
 LATA (Local Access
and Transport Area).

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
meaning set forth in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.53

 	
 LEC (Local
Exchange Carrier).

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning set forth in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.54

 	
 LERG (Local
Exchange Routing Guide).

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Telcordia
 Technologies reference containing NPA/NXX routing and homing information. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.55

 	
 LIDB (Line
Information Data Base).  

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Line Information
 databases which provide, among other things, calling card validation
 functionality for telephone line number cards issued by Verizon and other
 entities and validation data for collect and third number-billed calls(e.g., 

 


37









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 data for billed number
 screening). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.56

 	
 Line Side. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 An End Office
 Switch connection that provides transmission, switching and optional features
 suitable for Customer connection to the public switched network, including
 loop start supervision, ground start supervision and signaling for BRI-ISDN
 service. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.57

 	
 Loop. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A transmission
 path that extends from a Main Distribution Frame or functionally comparable
 piece of equipment in a Customer’s serving End Office, to the Rate
 Demarcation Point (or NID if installed at the Rate Demarcation Point) in or
 at the Customer’s premises. The actual transmission facilities used to
 provide a Loop may utilize any of several technologies. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.58

 	
 LSR (Local Service
 Request). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 An industry
 standard form, which contains data elements and usage rules, used by the
 Parties to establish, add, change or disconnect resold Telecommunications
 Services and Network Elements. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.59

 	
 MDF (Main
 Distribution Frame). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The primary point
 at which outside plant facilities terminate within a Wire Center, for
 interconnection to other Telecommunications facilities within the Wire
 Center. The distribution frame used to interconnect cable pairs and line
 trunk equipment terminating on a switching system.

 
	
  

 	
  

 	
  

 
	
  

 	
 2.60

 	
 Measured Internet
 Traffic. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Dial-up, switched
 Internet Traffic originated by a Customer of one Party on that Party’s
 network at a point in a Verizon local calling area, and delivered to a
 Customer or an Internet Service Provider served by the other Party, on that
 other Party’s network at a point in the same Verizon local calling area.
 Verizon local calling areas shall be as defined by Verizon. For the purposes
 of this definition, a Verizon local calling area includes a Verizon
 non-optional Extended Local Calling Scope Arrangement, but does not include a
 Verizon optional Extended Local Calling Scope Arrangement. Calls originated
 on a 1+ presubscription basis, or on a casual dialed (10XXX/101XXXX) basis,
 are not considered Measured Internet Traffic. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.61

 	
 MECAB (Multiple
 Exchange Carrier Access Billing). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A document
 prepared by the Billing Committee of the Ordering and Billing Forum (OBF),
 which functions under the auspices of the Carrier Liaison Committee (CLC) of
 the Alliance for Telecommunications Industry Solutions (ATIS). The MECAB
 document, published by Telcordia Technologies as Special Report
 SR-BDS-000983, contains the recommended guidelines for the billing of an
 Exchange Access Service provided by two or more LECs, or by one LEC in two or
 more states, within a single LATA. 

 


38









	
  

 	
  

 	
  

 
	
  

 	
 2.62

 	
 MECOD (Multiple
 Exchange Carriers Ordering and Design Guidelines for Access Services -
 Industry Support Interface). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A document
 developed by the Ordering/Provisioning Committee under the auspices of the
 Ordering and Billing Forum (OBF), which functions under the auspices of the
 Carrier Liaison Committee (CLC) of the Alliance for Telecommunications
 Industry Solutions (ATIS). The MECOD document, published by Telcordia
 Technologies as Special Report SR-STS-002643, establishes methods for
 processing orders for Exchange Access Service that is to be provided by two
 or more LECs. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.63

 	
 Merger Order. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The FCC’s Order
 “In re Application of GTE Corporation, Transferor, and Bell Atlantic
 Corporation, Transferee, For Consent to Transfer Control of Domestic and
 International Section 214 and 310 Authorizations and Application to Transfer
 Control of a Submarine Cable Landing License”, Memorandum Opinion and Order,
 FCC CC Docket No. 98-184, FCC 00-221 (June 16, 2000), as modified from time
 to time. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.64

 	
 NANP (North
 American Numbering Plan). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The system of
 telephone numbering employed in the United States, Canada, Bermuda, Puerto
 Rico and certain Caribbean islands. The NANP format is a 10- digit number
 that consist of a 3-digit NPA Code (commonly referred to as the area code),
 followed by a 3-digit NXX code and 4 digit line number. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.65

 	
 Network Element. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning stated in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.66

 	
 NID (Network
 Interface Device). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Verizon
 provided interface terminating Verizon’s Telecommunications network on the
 property where the Customer’s service is located at a point determined by
 Verizon. The NID contains an FCC Part 68 registered jack from which Inside
 Wire may be connected to Verizon’s network. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.67

 	
 NPA (Numbering
 Plan Area). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Also sometimes
 referred to as an area code, is the first three-digit indicator of each
 10-digit telephone number within the NANP. There are two general categories
 of NPA, “Geographic NPAs” and “Non-Geographic NPAs”. A Geographic NPA is
 associated with a defined geographic area, and all telephone numbers bearing
 such NPA are associated with services provided within that geographic area. A
 Non-Geographic NPA, also known as a “Service Access Code” or “SAC Code” is
 typically associated with a specialized Telecommunications Service that may
 be provided across multiple geographic NPA areas. 500, 700, 800, 888 and 900
 are examples of Non-Geographic NPAs. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.68

 	
 NXX, NXX Code,
 Central Office Code or CO Code. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The three-digit
 switch entity indicator (i.e. the first three digits of a seven-digit
 telephone number).

 
	
  

 	
  

 	
  

 
	
  

 	
 2.69

 	
 Order. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 An order or
 application to provide, change or terminate a Service (including, but

 


39









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 not limited to, a
 commitment to purchase a stated number or minimum number of lines or other
 Services for a stated period or minimum period of time). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.70

 	
 POI (Point of
 Interconnection). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The physical
 location where the one Party’s facilities physically interconnect with the
 other Party’s facilities for the purpose of exchanging traffic. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.71

 	
 Port. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A line card (or
 equivalent) and associated peripheral equipment on an End Office Switch that
 interconnects individual Loops or individual Customer trunks with the
 switching components of an End Office Switch and the associated switching
 functionality in that End Office Switch. Each Port is typically associated
 with one (or more) telephone number(s) that serves as the Customer’s network
 address. The Port is part of the provision of unbundled Local Switching
 Element. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.72

 	
 Principal
 Document. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 This document,
 including, but not limited to, the Title Page, the Table of Contents, the
 Preface, the General Terms and Conditions, the signature page, this Glossary,
 the Attachments, and the Appendices to the Attachments 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.73

 	
 Providing Party. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Party offering
 or providing a Service to the other Party under this Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.74

 	
 Purchasing Party. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Party requesting
 or receiving a Service from the other Party under this Agreement.

 
	
  

 	
  

 	
  

 
	
  

 	
 2.75

 	
 Rate Center Area. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The geographic area that has been identified by a given LEC as
 being associated with a particular NPA-NXX code assigned to the LEC for its
 provision of Telephone Exchange Services. The Rate Center Area is the
 exclusive geographic area that the LEC has identified as the area within
 which it will provide Telephone Exchange Services bearing the particular
 NPA-NXX designation associated with the specific Rate Center Area. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.76

 	
 Rate Center Point.
 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A specific
 geographic point, defined by a V&H coordinate, located within the Rate
 Center Area and used to measure distance for the purpose of billing for
 distance-sensitive Telephone Exchange Services and Toll Traffic. Pursuant to
 Telcordia Practice BR-795-100-100, the Rate Center Point may be an End Office
 location, or a “LEC Consortium Point Of Interconnection.” 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.77

 	
 Rate Demarcation
 Point. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The physical point
 in a Verizon provided network facility at which Verizon’s responsibility for
 maintaining that network facility ends and the Customer’s responsibility for
 maintaining the remainder of the facility begins, as set forth in this
 Agreement, Verizon’s applicable Tariffs, if any, or as otherwise prescribed
 under Applicable Law. 

 


40









	
  

 	
  

 	
  

 
	
  

 	
 2.78

 	
 Reciprocal
 Compensation. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The arrangement
 for recovering, in accordance with Section 251(b)(5) of the Act, the FCC
 Internet Order, and other applicable FCC orders and FCC Regulations, costs incurred
 for the transport and termination of Reciprocal Compensation Traffic
 originating on one Party’s network and terminating on the other Party’s
 network (as set forth in Section 7 of the Interconnection Attachment). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.79

 	
 Reciprocal
 Compensation Traffic. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Telecommunications
 traffic originated by a Customer of one Party on that Party’s network and
 terminated to a Customer of the other Party on that other Party’s network,
 except for Telecommunications traffic that is interstate or intrastate Exchange
 Access, Information Access, or exchange services for Exchange Access or
 Information Access. The determination of whether Telecommunications traffic
 is Exchange Access or Information Access shall be based upon Verizon’s local
 calling areas as defined by Verizon. Reciprocal Compensation Traffic does not
 include: (1) any Internet Traffic; (2) traffic that does not originate and
 terminate within the same Verizon local calling area as defined by Verizon;
 (3) Toll Traffic, including, but not limited to, calls originated on a 1+
 presubscription basis, or on a casual dialed (10XXX/101XXXX) basis; (4)
 Optional Extended Local Calling Scope Arrangement Traffic; (5) special
 access, private line, Frame Relay, ATM, or any other traffic that is not
 switched by the terminating Party; (6) Tandem Transit Traffic; or, (7) Voice
 Information Service Traffic (as defined in Section 5 of the Additional
 Services Attachment). For the purposes of this definition, a Verizon local
 calling area includes a Verizon non-optional Extended Local Calling Scope
 Arrangement, but does not include a Verizon optional Extended Local Calling
 Scope Arrangement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.80

 	
 Retail Prices. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The prices at
 which a Service is provided by Verizon at retail to subscribers who are not
 Telecommunications Carriers. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.81

 	
 Routing Point. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A specific
 geographic point identified by a specific V&H coordinate. The Routing
 Point is used to route inbound traffic to specified NPA-NXXs. The Routing
 Point must be located within the LATA in which the corresponding NPA-NXX is
 located. However, the Routing Point associated with each NPA-NXX need not be
 the same as the corresponding Rate Center Point, nor must it be located
 within the corresponding Rate Center Area, nor must there be a unique and separate
 Routing Point corresponding to each unique and separate Rate Center Area. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.82

 	
 Service. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Any
 Interconnection arrangement, Network Element, Telecommunications Service,
 Collocation arrangement, or other service, facility or arrangement, offered
 by a Party under this Agreement. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.83

 	
 SS7 (Signaling
 System 7). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The common channel
 out-of-band signaling protocol developed by the Consultative Committee for
 International Telephone and Telegraph (CCITT) and the American National Standards
 Institute (ANSI). Verizon and NUI currently 

 


41









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 utilize this
 out-of-band signaling protocol. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.84

 	
 Subsidiary. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A corporation or
 other person that is controlled by a Party. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.85 

 	
 Sub-Loop
 Distribution Facility.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A two-wire or
 four-wire metallic distribution facility in Verizon’s network between a
 Verizon feeder distribution interface (“FDI”) and the Rate Demarcation Point
 for such facility (or NID if the NID is located at such Rate Demarcation
 Point). 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.86

 	
 Sub-Loop Feeder
 Facility. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A DS1 or DS3
 transmission path over a feeder facility in Verizon’s network between a
 Verizon End Office and either a Verizon remote terminal equipment enclosure
 (an “RTEE”) that subtends such End Office or a Verizon FDI that subtends the
 End Office. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.87

 	
 Switched Access
 Detail Usage Data. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A category 1101XX
 record as defined in the EMI Telcordia Practice BR-010-200-010. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.88

 	
 Switched Access
 Summary Usage Data. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A category 1150XX
 record as defined in the EMI Telcordia Practice BR-010-200-010. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.89

 	
 Switched Exchange
 Access Service. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The offering of
 transmission and switching services for the purpose of the origination or
 termination of Toll Traffic. Switched Exchange Access Services include but
 may not be limited to: Feature Group A, Feature Group B, Feature Group D, 700
 access, 800 access, 888 access and 900 access. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.90

 	
 Tandem Switch, 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A switching entity
 that has billing and recording capabilities and is used to connect and switch
 trunk circuits between and among End Office Switches and between and among
 End Office Switches and carriers’ aggregation points, points of termination,
 or points of presence, and to provide Switched Exchange Access Services.

 
	
  

 	
  

 	
  

 
	
  

 	
 2.91

 	
 Tariff.  

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.91.1

 	
 Any applicable
 Federal or state tariff of a Party, as amended from timeto-time; or 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.91.2

 	
 Any standard
 agreement or other document, as amended from time-to-time, that sets forth
 the generally available terms, conditions and prices under which a Party
 offers a Service.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The term “Tariff” does not include any Verizon statement of
 generally available terms (SGAT) which has been approved or is pending
 approval by the Commission pursuant to Section 252(f) of the Act. 

 


42









	
  

 	
  

 	
  

 
	
  

 	
 2.92

 	
 Telcordia Technologies.
 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Telcordia
 Technologies, Inc., formerly known as Bell Communications Research, Inc.
 (Bellcore).

 
	
  

 	
  

 	
  

 
	
  

 	
 2.93

 	
 Telecommunications
 Carrier. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning set forth in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.94

 	
 Telecommunications
 Services. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning set forth in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.95

 	
 Telephone Exchange
 Service. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Shall have the
 meaning set forth in the Act. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.96

 	
 Third Party Claim.
 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Claim where
 there is (a) a claim, demand, suit or action by a person who is not a Party,
 (b) a settlement with, judgment by, or liability to, a person who is not a
 Party, or (c) a fine or penalty imposed by a person who is not a Party. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.97

 	
 Toll Traffic. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Traffic that is
 originated by a Customer of one Party on that Party’s network and terminates
 to a Customer of the other Party on that other Party’s network and is not
 Reciprocal Compensation Traffic, Measured Internet Traffic, or Ancillary
 Traffic. Toll Traffic may be either “IntraLATA Toll Traffic” or “InterLATA
 Toll Traffic”, depending on whether the originating and terminating points
 are within the same LATA. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.98

 	
 Toxic or Hazardous
 Substance. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Any substance
 designated or defined as toxic or hazardous under any “Environmental Law” or
 that poses a risk to human health or safety, or the environment, and products
 and materials containing such substance. “Environmental Laws” means the
 Comprehensive Environmental Response, Compensation, and Liability Act, the
 Emergency Planning and Community Right-to-Know Act, the Water Pollution
 Control Act, the Air Pollution Control Act, the Toxic Substances Control Act,
 the Resource Conservation and Recovery Act, the Occupational Safety and
 Health Act, and all other Federal, State or local laws or governmental
 regulations or requirements, that are similar to the above-referenced laws or
 that otherwise govern releases, chemicals, products, materials or wastes that
 may pose risks to human health or safety, or the environment, or that relate
 to the protection of wetlands or other natural resources. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.99

 	
 Traffic Factor 1. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For traffic
 exchanged via Interconnection Trunks, a percentage calculated by dividing the
 number of minutes of interstate traffic (excluding Measured Internet Traffic)
 by the total number of minutes of interstate and intrastate traffic.
 ([Interstate Traffic Total Minutes of Use {excluding Measured Internet
 Traffic Total Minutes of Use} ÷ {Interstate Traffic Total Minutes of Use +
 Intrastate Traffic Total Minutes of Use}] x 100). Until the form of a Party’s
 bills is updated to use the term “Traffic Factor 1,” the term “Traffic Factor
 1” may be referred to on the 

 


43









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Party’s bills and
 in billing related communications as “Percent Interstate Usage” or “PIU.” 

 
	
  

 	
  

 
	
  

 	
 2.100

 	
 Traffic Factor 2. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For traffic
 exchanged via Interconnection Trunks, a percentage calculated by dividing the
 combined total number of minutes of Reciprocal Compensation Traffic and
 Measured Internet Traffic by the combined total number of minutes of
 intrastate traffic and Measured Internet Traffic. ([{Reciprocal Compensation
 Traffic Total Minutes of Use + Measured Internet Traffic Total Minutes of
 Use} ÷ {Intrastate Traffic Total Minutes of Use + Measured Internet Traffic
 Total Minutes of Use}] x 100). Until the form of a Party’s bills is updated
 to use the term “Traffic Factor 2,” the term “Traffic Factor 2” may be
 referred to on the Party’s bills and in billing related communications as
 “Percent Local Usage” or “PLU.” 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.101

 	
 Trunk Side. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A Central Office
 Switch connection that is capable of, and has been programmed to treat the
 circuit as, connecting to another switching entity, for example, to another
 carrier’s network. Trunk side connections offer those transmission and
 signaling features appropriate for the connection of switching entities and
 cannot be used for the direct connection of ordinary telephone station sets. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.102

 	
 UDLC (Universal
 Digital Loop Carrier). 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 UDLC arrangements
 consist of a Central Office Terminal and a Remote Terminal located in the
 outside plant or at a customer premises. The Central Office and the Remote
 Terminal units perform analog to digital conversions to allow the feeding
 facility to be digital. UDLC is deployed where the types of services to be
 provisioned by the systems cannot be integrated such as non-switched services
 and UNE Loops. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.103

 	
 V and H
 Coordinates Method. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A method of
 computing airline miles between two points by utilizing an established
 formula that is based on the vertical and horizontal coordinates of the two
 points. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.104

 	
 Voice Grade. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Either an analog
 signal of 300 to 3000 Hz or a digital signal of 56/64 kilobits per second.
 When referring to digital Voice Grade service (a 56-64 kbps channel), the
 terms “DS0” or “sub-DS1” may also be used. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.105

 	
 Wire Center. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 A building or
 portion thereof which serves as the premises for one or more Central Office
 Switches and related facilities.

 
	
  

 	
  

 	
  

 
	
  

 	
 2.106

 	
 xDSL. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 As defined and
 offered in this Agreement. The small “x” before the letters DSL signifies
 reference to DSL as a generic transmission technology, as opposed to a
 specific DSL “flavor.” 

 


44






ADDITIONAL SERVICES ATTACHMENT


	
  

 	
  

 	
  

 
	
 1.

 	
 Alternate
 Billed Calls 

 
	
  

 	
  

 	
  

 
	
  

 	
 1.1

 	
 The Parties will
 engage in settlements of intraLATA intrastate alternate-billed calls (e.g., collect, calling card, and
 third-party billed calls) originated or authorized by their respective
 Customers in accordance with an arrangement mutually agreed to by the
 Parties. 

 
	
  

 	
  

 	
  

 
	
 2.

 	
 Dialing
 Parity - Section 251(b)(3) 

 
	
  

 	
  

 	
  

 
	
  

 	
 Each Party shall
 provide the other Party with nondiscriminatory access to such services and
 information as are necessary to allow the other Party to implement local
 Dialing Parity in accordance with the requirements of Section 251(b)(3) of
 the Act.

 
	
  

 	
  

 	
  

 
	
 3.

 	
 Directory
 Assistance (DA) and Operator Services (OS) 

 
	
  

 	
  

 	
  

 
	
  

 	
 3.1

 	
 Either Party may
 request that the other Party provide the requesting Party with
 nondiscriminatory access to the other Party’s directory assistance services
 (DA), IntraLATA operator call completion services (OS), and/or directory
 assistance listings database. If either Party makes such a request, the
 Parties shall enter into a mutually acceptable written agreement for such
 access. 

 
	
  

 	
  

 	
  

 
	
  

 	
 3.2

 	
 NUI shall arrange,
 at its own expense, the trunking and other facilities required to transport
 traffic to and from the designated DA and OS switch locations. 

 
	
  

 	
  

 	
  

 
	
 4.

 	
 Directory
 Listing and Directory Distribution 

 
	
  

 	
  

 	
  

 
	
  

 	
 To the extent
 required by Applicable Law, Verizon will provide directory services to NUI.
 Such services will be provided in accordance with the terms set forth herein.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.1

 	
 Listing
 Information. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 As used herein,
 “Listing Information” means a NUI Customer’s primary name, address (including
 city, state and zip code), telephone number(s), the delivery address and
 number of directories to be delivered, and, in the case of a business
 Customer, the primary business heading under which the business Customer
 desires to be placed, and any other information Verizon deems necessary for
 the publication and delivery of directories.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.2

 	
 Listing
 Information Supply. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 NUI shall provide
 to Verizon on a regularly scheduled basis, at no charge, and in a format
 required by Verizon or by a mutually agreed upon industry standard (e.g.,
 Ordering and Billing Forum developed) all Listing Information and the service
 address for each NUI Customer whose service address location falls within the
 geographic area covered by the relevant Verizon directory. NUI shall also
 provide to Verizon on a daily basis: (a) information showing NUI Customers
 who have disconnected or terminated their service with NUI; and (b) delivery information
 for each non-listed or non-published NUI Customer to enable Verizon to
 perform its directory distribution responsibilities. Verizon shall promptly
 provide to NUI (normally within forty-eight (48) hours of receipt by Verizon,
 excluding non-business days) a query on any listing that is not acceptable.

 


45









	
  

 	
  

 	
  

 
	
  

 	
 4.3

 	
 Listing Inclusion
 and Distribution. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Verizon shall
 include each NUI Customer’s primary listing in the appropriate alphabetical
 directory and, for business Customers, in the appropriate classified (Yellow
 Pages) directory in accordance with the directory configuration, scope and
 schedules determined by Verizon in its sole discretion, and shall provide
 initial distribution of such directories to such NUI Customers in the same
 manner it provides initial distribution of such directories to its own
 Customers. “Primary Listing” means a Customer’s primary name, address, and
 telephone number. Listings of NUI’s Customers shall be interfiled with
 listings of Verizon’s Customers and the Customers of other LECs included in
 the Verizon directories. NUI shall pay Verizon’s tariffed charges for
 additional, foreign, and other listings products (as documented in local
 Tariff) for NUI’s Customers.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.4

 	
 Verizon
 Information.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Upon request by NUI,
 Verizon shall make available to NUI the following information to the extent
 that Verizon provides such information to its own business offices: a
 directory list of relevant NXX codes, directory and Customer Guide close
 dates, and Yellow Pages headings. Verizon shall also make available to NUI,
 upon written request, a copy of Verizon’s alphabetical listings standards and
 specifications handbook.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.5

 	
 Confidentiality of
 Listing Information.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Verizon shall
 accord NUI Listing Information the same level of confidentiality that Verizon
 accords its own listing information, and shall use such Listing Information
 solely for the purpose of providing directory-related services; provided,
 however, that should Verizon elect to do so, it may use or license NUI
 Listing Information for directory publishing, direct marketing, or any other
 purpose for which Verizon uses or licenses its own listing information, so
 long as NUI Customers are not separately identified as such; and provided
 further that NUI may identify those of its Customers who request that their
 names not be sold for direct marketing purposes and Verizon shall honor such
 requests to the same extent that it does for its own Customers. Verizon shall
 not be obligated to compensate NUI for Verizon’s use or licensing of NUI
 Listing Information.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.6

 	
 Accuracy.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Both Parties shall
 use commercially reasonable efforts to ensure the accurate publication of NUI
 Customer listings. At NUI’s request, Verizon shall provide NUI with a report
 of all NUI Customer listings in a reasonable timeframe prior to the service
 order close date for the applicable directory. Verizon shall process any
 corrections made by NUI with respect to its listings, provided such
 corrections are received prior to the close date of the particular directory.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.7

 	
 Indemnification.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 NUI shall adhere
 to all practices, standards, and ethical requirements established by Verizon
 with regard to listings. By providing Verizon with Listing Information, NUI
 warrants to Verizon that NUI has the right to provide such Listing
 Information to Verizon on behalf of its Customers. NUI shall make
 commercially reasonable efforts to ensure that any business or person to be
 listed is authorized and has the right (a) to provide the product or service
 offered, and (b) to use any personal or corporate name, trade name,
 trademark, service mark or language used in the listing. NUI agrees to
 release, defend, hold harmless and indemnify Verizon from and against any and
 all claims, losses, damages, suits, or other actions, or any liability
 whatsoever, suffered, made, instituted, or asserted by any person arising

 


46









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 out of Verizon’s
 publication or dissemination of the Listing Information as provided by NUI
 hereunder.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.8

 	
 Liability.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Verizon’s
 liability to NUI in the event of a Verizon error in or omission of a NUI
 Customer listing shall not exceed the amount to which Verizon would be liable
 to its own Customer for such error or omission. NUI agrees to take all
 reasonable steps, including, but not limited to, entering into appropriate
 contractual provisions with its Customers, to ensure that its and Verizon’s
 liability to NUI’s Customers in the event of a Verizon error in or omission
 of a listing shall be subject to the same limitations of liability applicable
 between Verizon and its own Customers as set forth in Verizon’s applicable
 Tariffs.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.9

 	
 Service
 Information Pages.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Verizon shall
 include all NUI NXX codes associated with the geographic areas to which each
 directory pertains, to the extent it does so for Verizon’s own NXX codes, in
 any lists of such codes that are contained in the general reference portion
 of each directory. NUI’s NXX codes shall appear in such lists in the same
 manner as Verizon’s NXX information. In addition, when NUI is authorized to,
 and is offering, local service to Customers located within the geographic
 area covered by a specific directory, at NUI’s request, Verizon shall
 include, at no charge, in the “Customer Guide” or comparable section of the applicable
 alphabetical directories, NUI’s critical contact information for NUI’s
 installation, repair and Customer service, as provided by NUI. Such critical
 contact information shall appear alphabetically by local exchange carrier and
 in accordance with Verizon’s generally applicable policies. NUI shall be
 responsible for providing the necessary information to Verizon by the
 applicable close date for each affected directory.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.10

 	
 Directory
 Publication.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Nothing in this
 Agreement shall require Verizon to publish a directory where it would not
 otherwise do so.

 
	
  

 	
  

 	
  

 
	
  

 	
 4.11

 	
 Other Directory
 Services.

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 NUI acknowledges
 that if NUI desires directory services in addition to those described herein,
 such additional services must be obtained under separate agreement with
 Verizon’s directory publishing company.

 
	
  

 	
  

 	
  

 
	
 5.

 	
 Voice
 Information Service Traffic

 
	
  

 	
  

 	
  

 
	
  

 	
 5.1

 	
 For purposes of
 this Section 5, (a) Voice Information Service means a service that provides
 [i] recorded voice announcement information or [ii] a vocal discussion
 program open to the public, and (b) Voice Information Service Traffic means
 intraLATA switched voice traffic, delivered to a Voice Information Service.
 Voice Information Service Traffic does not include any form of Internet
 Traffic. Voice Information Service Traffic also does not include 555 traffic
 or similar traffic with AIN service interfaces, which traffic shall be
 subject to separate arrangements between the Parties. Voice Information
 Service Traffic is not subject to Reciprocal Compensation charges under
 Section 7 of the Interconnection Attachment.

 


47









	
  

 	
  

 	
  

 
	
  

 	
 5.2

 	
 If a NUI Customer
 is served by resold Verizon dial tone line Telecommunications Service or a
 Verizon Local Switching UNE, to the extent reasonably feasible, Verizon will
 route Voice Information Service Traffic originating from such Service or UNE
 to the appropriate Voice Information Service connected to Verizon’s network
 unless a feature blocking such Voice Information Service Traffic has been
 installed. For such Voice Information Service Traffic, NUI shall pay to
 Verizon without discount any Voice Information Service provider charges
 billed by Verizon to NUI. NUI shall pay Verizon such charges in full
 regardless of whether or not NUI collects such charges from its Customer.

 
	
  

 	
  

 	
  

 
	
  

 	
 5.3

 	
 NUI shall have the
 option to route Voice Information Service Traffic that originates on its own
 network to the appropriate Voice Information Service connected to Verizon’s
 network. In the event NUI exercises such option, NUI will establish, at its own
 expense, a dedicated trunk group to the Verizon Voice Information Service
 serving switch. This trunk group will be utilized to allow NUI to route Voice
 Information Service Traffic originated on its network to Verizon. For such
 Voice Information Service Traffic, unless NUI has entered into a written
 agreement with Verizon under which NUI will collect from NUI’s Customer and
 remit to Verizon the Voice Information Service provider’s charges, NUI shall
 pay to Verizon without discount any Voice Information Service provider
 charges billed by Verizon to NUI. NUI shall pay Verizon such charges in full
 regardless of whether or not NUI collects such charges from its own Customer.

 
	
  

 	
  

 
	
 6.

 	
 Intercept
 and Referral Announcements

 
	
  

 	
  

 	
  

 
	
  

 	
 6.1

 	
 When a Customer
 changes its service provider from Verizon to NUI, or from NUI to Verizon, and
 does not retain its original telephone number, the Party formerly providing
 service to such Customer shall provide a referral announcement (“Referral
 Announcement”) on the abandoned telephone number which provides the
 Customer’s new number or other appropriate information, to the extent known
 to the Party formerly providing service. Notwithstanding the foregoing, a
 Party shall not be obligated under this Section to provide a Referral
 Announcement if the Customer owes the Party unpaid overdue amounts or the
 Customer requests that no Referral Announcement be provided.

 
	
  

 	
  

 	
  

 
	
  

 	
 6.2

 	
 Referral
 Announcements shall be provided, in the case of business Customers, for a
 period of not less than one hundred and twenty (120) days after the date the
 Customer changes its telephone number, and, in the case of residential
 Customers, not less than thirty (30) days after the date the Customer changes
 its telephone number; provided that if a longer time period is required by
 Applicable Law, such longer time period shall apply. Except as otherwise
 provided by Applicable Law, the period for a referral may be shortened by the
 Party formerly providing service if a number shortage condition requires
 reassignment of the telephone number.

 
	
  

 	
  

 	
  

 
	
  

 	
 6.3

 	
 This referral
 announcement will be provided by each Party at no charge to the other Party;
 provided that the Party formerly providing service may bill the Customer its
 standard Tariff charge, if any, for the referral announcement.

 
	
  

 	
  

 	
  

 
	
 7.

 	
 Originating
 Line Number Screening (OLNS)

 
	
  

 	
  

 	
  

 
	
  

 	
 Upon NUI’s
 request, Verizon will update its database used to provide originating line
 number screening (the database of information which indicates to an operator
 the acceptable billing methods for calls originating from the calling number
 (e.g., penal institutions, COCOTS).

 


48









	
  

 	
  

 	
  

 	
  

 
	
 8.

 	
 Operations
 Support Systems (OSS) Services 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.1

 	
 Definitions. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The terms listed
 below shall have the meanings stated below:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.1.1

 	
 Verizon Operations Support Systems: Verizon systems for pre-ordering,
 ordering, provisioning, maintenance and repair, and billing.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.1.2

 	
 Verizon OSS Services: Access to Verizon Operations
 Support Systems functions. The term “Verizon OSS Services” includes, but is
 not limited to: (a) Verizon’s provision of NUI Usage Information to NUI
 pursuant to Section 8.3 of this Attachment; and, (b) “Verizon OSS
 Information”, as defined in Section 8.1.4 of this Attachment.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.1.3

 	
 Verizon OSS Facilities: Any gateways, interfaces,
 databases, facilities, equipment, software, or systems, used by Verizon to
 provide Verizon OSS Services to NUI.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.1.4

 	
 Verizon OSS Information: Any information accessed by, or
 disclosed or provided to, NUI through or as a part of Verizon OSS Services.
 The term “Verizon OSS Information” includes, but is not limited to: (a) any
 Customer Information related to a Verizon Customer or a NUI Customer accessed
 by, or disclosed or provided to, NUI through or as a part of Verizon OSS
 Services; and, (b) any NUI Usage Information (as defined in Section 8.1.6 of
 this Attachment) accessed by, or disclosed or provided to, NUI.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.1.5

 	
 Verizon Retail Telecommunications Service: Any Telecommunications Service
 that Verizon provides at retail to subscribers that are not
 Telecommunications Carriers. The term “Verizon Retail Telecommunications
 Service” does not include any Exchange Access service (as defined in Section
 3(16) of the Act, 47 U.S.C. § 153(16)) provided by Verizon.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.1.6

 	
 NUI Usage Information: For a Verizon Retail
 Telecommunications Service purchased by NUI pursuant to the Resale
 Attachment, the usage information that Verizon would record if Verizon was
 furnishing such Verizon Retail Telecommunications Service to a Verizon
 end-user retail Customer. For a Verizon Local Switching Network Element
 purchased by NUI pursuant to the Network Element Attachment, the usage
 information that Verizon would record if Verizon was using such Local
 Switching Network Element to furnish a Verizon Retail Telecommunications
 Service to a Verizon end-user retail Customer.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.1.7

 	
 Customer Information: CPNI of a Customer and any other
 non-public, individually identifiable information about a Customer or the
 purchase by a Customer of the services or products of a Party.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.2

 	
 Verizon OSS
 Services.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.2.1

 	
 Upon request by NUI, Verizon shall provide
 to NUI Verizon OSS Services. Such Verizon OSS Services will be provided in
 accordance with, but only to the extent required by, Applicable Law.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.2.2

 	
 Subject to the requirements of Applicable
 Law, Verizon Operations Support Systems, Verizon Operations Support Systems
 functions, Verizon OSS Facilities, Verizon OSS Information, and the Verizon
 OSS Services that will be offered by Verizon, shall be as determined

 


49









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 by Verizon. Subject to the requirements of Applicable Law, Verizon
 shall have the right to change Verizon Operations Support Systems, Verizon
 Operations Support Systems functions, Verizon OSS Facilities, Verizon OSS
 Information, and the Verizon OSS Services, from time-to-time, without the
 consent of NUI.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.2.3

 	
 To the extent required by Applicable Law,
 in providing Verizon OSS Services to NUI, Verizon will comply with Verizon’s
 applicable OSS Change Management Guidelines, as such Guidelines are modified
 from time-to-time, including, but not limited to, the provisions of the
 Guidelines related to furnishing notice of changes in Verizon OSS Services.
 Verizon’s OSS Change Management Guidelines will be set out on a Verizon
 website.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.3

 	
 NUI Usage Information.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.3.1

 	
 Upon request by NUI, Verizon shall provide
 to NUI NUI Usage Information. Such NUI Usage Information will be provided in
 accordance with, but only to the extent required by, Applicable Law.

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.3.2

 	
 NUI Usage Information will be available to
 NUI through the following:

 






	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.3.2.1

 	
 Daily Usage File on Data Tape.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.3.2.2

 	
 Daily Usage File through Network Data Mover
 (NDM).

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.3.3

 	
 NUI Usage Information will be provided in
 an Alliance for Telecommunications Industry Solutions EMI format. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.3.4

 	
 Daily Usage File Data Tapes provided
 pursuant to Section 8.3.2.1 of this Attachment will be issued each Business
 Day.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.3.5

 	
 Except as stated in this Section 8.3,
 subject to the requirements of Applicable Law, the manner in which, and the
 frequency with which, NUI Usage Information will be provided to NUI shall be
 determined by Verizon.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.4

 	
 Access to and Use of Verizon OSS
 Facilities.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.4.1

 	
 Verizon OSS Facilities may be accessed and
 used by NUI only to the extent necessary for NUI’s access to and use of
 Verizon OSS Services pursuant to this Agreement.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.4.2

 	
 Verizon OSS Facilities may be accessed and
 used by NUI only to provide Telecommunications Services to NUI Customers.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.4.3

 	
 NUI shall restrict access to and use of
 Verizon OSS Facilities to NUI. This Section 8 does not grant to NUI any right
 or license to grant sublicenses to other persons, or permission to other
 persons (except NUI’s employees, agents and contractors, in accordance with
 Section 8.4.7 of this Attachment), to access or use Verizon OSS Facilities.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.4.4

 	
 NUI shall not (a) alter, modify or damage
 the Verizon OSS Facilities (including, but not limited to, Verizon software),
 (b) copy, remove, derive, reverse engineer, or decompile, software from the
 Verizon OSS Facilities, or (c) obtain access through Verizon OSS Facilities
 to Verizon databases, facilities, equipment, software, or systems, which are
 not offered for NUI’s use under this Section 8.

 


50









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.4.5

 	
 NUI shall comply with all practices and
 procedures established by Verizon for access to and use of Verizon OSS
 Facilities (including, but not limited to, Verizon practices and procedures
 with regard to security and use of access and user identification codes).

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.4.6

 	
 All practices and procedures for access to
 and use of Verizon OSS Facilities, and all access and user identification
 codes for Verizon OSS Facilities: (a) shall remain the property of Verizon;
 (b) shall be used by NUI only in connection with NUI’s use of Verizon OSS
 Facilities permitted by this Section 8; (c) shall be treated by NUI as
 Confidential Information of Verizon pursuant to Section 10 of the General
 Terms and Conditions; and, (d) shall be destroyed or returned by NUI to
 Verizon upon the earlier of request by Verizon or the expiration or
 termination of this Agreement.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.4.7

 	
 NUI’s employees, agents and contractors may
 access and use Verizon OSS Facilities only to the extent necessary for NUI’s
 access to and use of the Verizon OSS Facilities permitted by this Agreement.
 Any access to or use of Verizon OSS Facilities by NUI’s employees, agents, or
 contractors, shall be subject to the provisions of this Agreement, including,
 but not limited to, Section 10 of the General Terms and Conditions and
 Section 8.5.3.2 of this Attachment.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.5

 	
 Verizon OSS Information.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.1

 	
 Subject to the provisions of this Section
 8, in accordance with, but only to the extent required by, Applicable Law, Verizon
 grants to NUI a non-exclusive license to use Verizon OSS Information.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.2

 	
 All Verizon OSS Information shall at all
 times remain the property of Verizon. Except as expressly stated in this
 Section 8, NUI shall acquire no rights in or to any Verizon OSS Information.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.3

 	
 The provisions of this Section 8.5.3 shall
 apply to all Verizon OSS Information, except (a) NUI Usage Information, (b)
 CPNI of NUI, and (c) CPNI of a Verizon Customer or a NUI Customer, to the
 extent the Customer has authorized NUI to use the CPNI.

 






	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.3.1

 	
 Verizon OSS
 Information may be accessed and used by NUI only to provide
 Telecommunications Services to NUI Customers.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.3.2

 	
 NUI shall treat
 Verizon OSS Information that is designated by Verizon, through written or
 electronic notice (including, but not limited to, through the Verizon OSS
 Services), as “Confidential” or “Proprietary” as Confidential Information of
 Verizon pursuant to Section 10 of the General Terms and Conditions.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.3.3

 	
 Except as
 expressly stated in this Section 8, this Agreement does not grant to NUI any
 right or license to grant sublicenses to other persons, or permission to
 other persons (except NUI’s employees, agents or contractors, in accordance
 with Section 8.5.3.4 of this Attachment), to access, use or disclose Verizon
 OSS Information.

 


51









	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.3.4

 	
 NUI’s employees,
 agents and contractors may access, use and disclose Verizon OSS Information
 only to the extent necessary for NUI’s access to, and use and disclosure of,
 Verizon OSS Information permitted by this Section 8. Any access to, or use or
 disclosure of, Verizon OSS Information by NUI’s employees, agents or
 contractors, shall be subject to the provisions of this Agreement, including,
 but not limited to, Section 10 of the General Terms and Conditions and
 Section 8.5.3.2 of this Attachment.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.3.5

 	
 NUI’s license to
 use Verizon OSS Information shall expire upon the earliest of: (a) the time
 when the Verizon OSS Information is no longer needed by NUI to provide
 Telecommunications Services to NUI Customers; (b) termination of the license
 in accordance with this Section 8; or (c) expiration or termination of this
 Agreement.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.3.6

 	
 All Verizon OSS
 Information received by NUI shall be destroyed or returned by NUI to Verizon,
 upon expiration, suspension or termination of the license to use such Verizon
 OSS Information.

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.4

 	
 Unless sooner terminated or suspended in
 accordance with this Agreement or this Section 8 (including, but not limited
 to, Section 2.2 of the General Terms and Conditions and Section 8.6.1 of this
 Attachment), NUI’s access to Verizon OSS Information through Verizon OSS
 Services shall terminate upon the expiration or termination of this
 Agreement. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.5

 	
 Audits.

 






	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.5.1

 	
 Verizon shall have
 the right (but not the obligation) to audit NUI to ascertain whether NUI is
 complying with the requirements of Applicable Law and this Agreement with
 regard to NUI ‘s access to, and use and disclosure of, Verizon OSS
 Information.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.5.2

 	
 Without in any way
 limiting any other rights Verizon may have under this Agreement or Applicable
 Law, Verizon shall have the right (but not the obligation) to monitor NUI ‘s
 access to and use of Verizon OSS Information which is made available by
 Verizon to NUI pursuant to this Agreement, to ascertain whether NUI is
 complying with the requirements of Applicable Law and this Agreement, with
 regard to NUI ‘s access to, and use and disclosure of, such Verizon OSS
 Information. The foregoing right shall include, but not be limited to, the
 right (but not the obligation) to electronically monitor NUI ‘s access to and
 use of Verizon OSS Information which is made available by Verizon to NUI
 through Verizon OSS Facilities.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 8.5.5.3

 	
 Information
 obtained by Verizon pursuant to this Section 8.5.5 shall be treated by
 Verizon as Confidential Information of NUI pursuant to Section 10 of the
 General Terms and Conditions; provided that, Verizon shall have the right
 (but not the obligation) to use and disclose information obtained by Verizon
 pursuant to Section 8.5.5 of this Attachment to

 


52









	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
 enforce Verizon’s
 rights under this Agreement or Applicable Law.

 






	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.6

 	
 NUI acknowledges that the Verizon OSS
 Information, by its nature, is updated and corrected on a continuous basis by
 Verizon, and therefore that Verizon OSS Information is subject to change from
 time to time.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.6

 	
 Liabilities and
 Remedies.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.6.1

 	
 Any breach by NUI, or NUI’s employees,
 agents or contractors, of the provisions of Sections 8.4 or 8.5 of this
 Attachment shall be deemed a material breach of this Agreement. In addition,
 if NUI or an employee, agent or contractor of NUI at any time breaches a
 provision of Sections 8.4 or 8.5 of this Attachment and such breach continues
 for more than ten (10) days after written notice thereof from Verizon, then,
 except as otherwise required by Applicable Law, Verizon shall have the right,
 upon notice to NUI, to suspend the license to use Verizon OSS Information
 granted by Section 8.5.1 of this Attachment and/or the provision of Verizon
 OSS Services, in whole or in part.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.6.2

 	
 NUI agrees that Verizon would be
 irreparably injured by a breach of Sections 8.4 or 8.5 of this Attachment by
 NUI or the employees, agents or contractors of NUI, and that Verizon shall be
 entitled to seek equitable relief, including injunctive relief and specific
 performance, in the event of any such breach. Such remedies shall not be
 deemed to be the exclusive remedies for any such breach, but shall be in
 addition to any other remedies available under this Agreement or at law or in
 equity.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.7

 	
 Relation to Applicable Law.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The provisions of
 Sections 8.4, 8.5 and 8.6 of this Attachment with regard to the
 confidentiality of information shall be in addition to and not in derogation
 of any provisions of Applicable Law with regard to the confidentiality of
 information, including, but not limited to, 47 U.S.C. § 222, and are not
 intended to constitute a waiver by Verizon of any right with regard to
 protection of the confidentiality of the information of Verizon or Verizon
 Customers provided by Applicable Law.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.8

 	
 Cooperation.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 NUI, at NUI’s
 expense, shall reasonably cooperate with Verizon in using Verizon OSS
 Services. Such cooperation shall include, but not be limited to, the
 following:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.8.1

 	
 Upon request by Verizon, NUI shall by no
 later than the fifteenth (15th) day of the last month of each Calendar
 Quarter submit to Verizon reasonable, good faith estimates of the volume of
 each type of OSS transaction that NUI anticipates submitting in each week of
 the next Calendar Quarter.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.8.2

 	
 NUI shall reasonably cooperate with Verizon
 in submitting orders for Verizon Services and otherwise using the Verizon OSS
 Services, in order to avoid exceeding the capacity or capabilities of such
 Verizon OSS Services. 

 
	
  

 
	
  

 	
  

 	
 8.8.3

 	
 NUI shall participate in cooperative
 testing of Verizon OSS Services and shall provide assistance to Verizon in
 identifying and correcting

 


53









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 mistakes, omissions, interruptions, delays, errors, defects, faults,
 failures, or other deficiencies, in Verizon OSS Services. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.9

 	
 Verizon Access to Information Related to
 NUI Customers.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.9.1

 	
 Verizon shall have the right to access, use
 and disclose information related to NUI Customers that is in Verizon’s
 possession (including, but not limited to, in Verizon OSS Facilities) to the
 extent such access, use and/or disclosure has been authorized by the NUI Customer
 in the manner required by Applicable Law.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.9.2

 	
 Upon request by Verizon, NUI shall
 negotiate in good faith and enter into a contract with Verizon, pursuant to
 which Verizon may obtain access to NUI’s operations support systems
 (including, systems for pre-ordering, ordering, provisioning, maintenance and
 repair, and billing) and information contained in such systems, to permit
 Verizon to obtain information related to NUI Customers (as authorized by the
 applicable NUI Customer), to permit Customers to transfer service from one
 Telecommunications Carrier to another, and for such other purposes as may be
 permitted by Applicable Law.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.10

 	
 Verizon Pre-OSS Services.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.10.1

 	
 As used in this Section 8, “Verizon Pre-OSS
 Service” means a service which allows the performance of an activity which is
 comparable to an activity to be performed through a Verizon OSS Service and
 which Verizon offers to provide to NUI prior to, or in lieu of, Verizon’s
 provision of the Verizon OSS Service to NUI. The term “Verizon Pre-OSS
 Service” includes, but is not limited to, the activity of placing orders for
 Verizon Services through a telephone facsimile communication.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.10.2

 	
 Subject to the requirements of Applicable
 Law, the Verizon Pre-OSS Services that will be offered by Verizon shall be as
 determined by Verizon and Verizon shall have the right to change Verizon
 Pre-OSS Services, from time-to-time, without the consent of NUI.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.10.3

 	
 Subject to the requirements of Applicable
 Law, the rates for Verizon Pre-OSS Services shall be as determined by Verizon
 and shall be subject to change by Verizon from time to time.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.10.4

 	
 The provisions of Sections 8.4 through 8.8
 of this Attachment shall also apply to Verizon Pre-OSS Services. For the purposes
 of this Section 8.10: (a) references in Sections 8.4 through 8.8 of this
 Attachment to Verizon OSS Services shall be deemed to include Verizon Pre-OSS
 Services; and, (b) references in Sections 8.4 through 8.8 of this Attachment
 to Verizon OSS Information shall be deemed to include information made
 available to NUI through Verizon Pre-OSS Services.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.11

 	
 Cancellations.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Verizon may cancel
 orders for service which have had no activity within thirty-one (31)
 consecutive calendar days after the original service due date.

 


54









	
  

 	
  

 	
  

 
	
 9.

 	
 Poles,
 Ducts, Conduits and Rights-of-Way

 
	
  

 	
  

 	
  

 
	
  

 	
 9.1

 	
 Verizon shall
 afford NUI non-discriminatory access to poles, ducts, conduits and
 rights-of-way owned or controlled by Verizon. Such access shall be provided
 in accordance with, but only to the extent required by, Applicable Law,
 pursuant to Verizon’s applicable Tariffs, or, in the absence of an applicable
 Verizon Tariff, Verizon’s generally offered form of license agreement, or, in
 the absence of such a Tariff and license agreement, a mutually acceptable
 agreement to be negotiated by the Parties. 

 
	
  

 	
  

 	
  

 
	
  

 	
 9.2

 	
 NUI shall afford
 Verizon non-discriminatory access to poles, ducts, conduits and rights-of-way
 owned or controlled by NUI. Such access shall be provided pursuant to NUI’s
 applicable Tariffs, or, in the absence of an applicable NUI Tariff, NUI’s
 generally offered form of license agreement, or, in the absence of such a
 Tariff and license agreement, a mutually acceptable agreement to be
 negotiated by the Parties. The terms, conditions and prices offered to
 Verizon by NUI for such access shall be no less favorable than the terms,
 conditions and prices offered to NUI by Verizon for access to poles, ducts,
 conduits and rights of way owned or controlled by Verizon.

 
	
  

 	
  

 
	
 10.

 	
 Telephone
 Numbers 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.1

 	
 This Section
 applies in connection with NUI Customers served by Telecommunications
 Services provided by Verizon to NUI for resale or a Local Switching Network
 Element provided by Verizon to NUI.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.2

 	
 NUI’s use of
 telephone numbers shall be subject to Applicable Law the rules of the North
 American Numbering Council and the North American Numbering Plan
 Administrator, the applicable provisions of this Agreement (including, but
 not limited to, this Section 10), and Verizon’s practices and procedures for
 use and assignment of telephone numbers, as amended from time-to-time.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.3

 	
 Subject to
 Sections 10.2 and 10.4 of this Attachment, if a Customer of either Verizon or
 NUI who is served by a Verizon Telecommunications Service (“VTS”) or a
 Verizon Local Switching Network Element (“VLSNE”) changes the LEC that serves
 the Customer using such VTS or VLSNE (including a change from Verizon to NUI,
 from NUI to Verizon, or from NUI to a LEC other than Verizon), after such
 change, the Customer may continue to use with such VTS or VLSNE the telephone
 numbers that were assigned to the VTS or VLSNE for the use of such Customer
 by Verizon immediately prior to the change.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.4

 	
 Verizon shall have
 the right to change the telephone numbers used by a Customer if at any time:
 (a) the Customer requests service at a new location, that is not served by
 the Verizon switch and the Verizon rate center from which the Customer
 previously had service; (b) continued use of the telephone numbers is not
 technically feasible; or, (c) in the case of Telecommunications Service
 provided by Verizon to NUI for resale, the type or class of service
 subscribed to by the Customer changes.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.5

 	
 If service on a
 VTS or VLSNE provided by Verizon to NUI under this Agreement is terminated
 and the telephone numbers associated with such VTS or VLSNE have not been
 ported to a NUI switch, the telephone numbers shall be available for
 reassignment by Verizon to any person to whom Verizon elects to assign the
 telephone numbers, including, but not limited to, Verizon, Verizon Customers,
 NUI, or Telecommunications Carriers other than Verizon and NUI. 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.6

 	
 NUI may reserve
 telephone numbers only to the extent Verizon’s Customers may reserve
 telephone numbers.

 


55









	
  

 	
  

 
	
  

 	
 For a Verizon
 Telecommunications Service dial tone line purchased by NUI for resale
 pursuant to the Resale Attachment, upon request by NUI, Verizon will
 establish an arrangement that will permit NUI to route the NUI Customer’s
 calls for operator and directory assistance services to a provider of
 operator and directory assistance services selected by NUI. Verizon will
 provide this routing arrangement in accordance with, but only to the extent
 required by, Applicable Law. Verizon will provide this routing arrangement
 pursuant to an appropriate written request submitted by NUI and a mutually
 agreed-upon schedule. This routing arrangement will be implemented at NUI’s
 expense, with charges determined on an individual case basis. In addition to
 charges for initially establishing the routing arrangement, NUI will be
 responsible for ongoing monthly and/or usage charges for the routing
 arrangement. NUI shall arrange, at its own expense, the trunking and other
 facilities required to transport traffic to NUI’s selected provider of
 operator and directory assistance services. 

 


56






INTERCONNECTION
ATTACHMENT


	
  

 	
  

 	
  

 	
  

 	
  

 
	
 1.

 	
 General

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Each Party (“Providing Party”) shall
 provide to the other Party, in accordance with this Agreement, the Providing
 Party’s applicable Tariffs, and Applicable Law, interconnection with the
 Providing Party’s network for the transmission and routing of Telephone
 Exchange Service and Exchange Access. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 2.

 	
 Methods for Interconnection and Trunk Types
 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.1

 	
 Methods for Interconnection.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.1.1

 	
 In accordance with, but only to the extent
 required by, Applicable Law, the Parties shall provide interconnection of
 their networks at any technically feasible point as specified in this
 Agreement. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.1.2

 	
 Each Party (“Originating Party”), at its
 own expense, shall provide for delivery to the relevant IP of the other Party
 (“Receiving Party”) Reciprocal Compensation Traffic and Measured Internet
 Traffic that the Originating Party wishes to deliver to the Receiving Party. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.1.3

 	
 NUI may use any of the following methods
 for interconnection with Verizon: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.1.3.1

 	
 a Collocation arrangement NUI has
 established at the Verizon-IP pursuant to the Collocation Attachment; and/or 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.1.3.2

 	
 a Collocation arrangement that has been
 established separately at the Verizon-IP by a third party and that is used by
 NUI to interconnect with Verizon; and/or 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.1.3.3

 	
 an Entrance Facility and transport obtained
 from Verizon (and any necessary multiplexing) pursuant to the applicable
 Verizon access Tariff, from the NUI network to the Verizon-IP. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.1.4

 	
 NUI may order from Verizon, in accordance
 with the rates, terms and conditions set forth in this Agreement and
 applicable Verizon Tariff(s) (or in the absence of applicable rates, terms
 and conditions set forth in this Agreement and Verizon Tariff(s), in
 accordance with rates, terms and conditions to be negotiated by the Parties),
 any of the methods for interconnection specified in Section 2.1.3 of this
 Attachment. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.1.5

 	
 Verizon may use any of the following
 methods for interconnection with NUI: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.1.5.1

 	
 a Collocation arrangement Verizon has
 established at the NUI-IP pursuant to the Collocation Attachment, or an
 interconnection arrangement Verizon has established at the NUI-IP that is
 operationally equivalent to a Collocation arrangement (including, but not
 limited to, a Verizon provided Entrance Facility); and/or 

 


57









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.1.5.2

 	
 a Collocation arrangement that has been
 established separately at the NUI-IP by a third party and that is used by
 Verizon to interconnect with NUI; and/or 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.1.5.3

 	
 a non-distance sensitive Entrance Facility
 obtained from NUI (and any necessary multiplexing), from the Verizon network
 to the NUI-IP (including, but not limited to, at Verizon’s election, an
 Entrance Facility accessed by Verizon through interconnection at a
 Collocation arrangement that NUI has established at a Verizon Wire Center
 pursuant to the Collocation Attachment, or through interconnection at a
 Collocation arrangement that has been established separately at a Verizon
 Wire Center by a third party and that is used by NUI), or an Entrance
 Facility obtained from a third party that has established an interconnection
 arrangement with NUI. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.1.6

 	
 Verizon may order from NUI, in accordance
 with the rates, terms and conditions set forth in this Agreement and
 applicable NUI Tariff(s) (or in the absence of applicable rates, terms and
 conditions set forth in this Agreement and NUI Tariff(s), in accordance with
 rates, terms and conditions to be negotiated by the Parties), any of the
 methods for interconnection specified in Section 2.1.5 of this Attachment. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.2

 	
 Trunk Types.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.1

 	
 In interconnecting their networks pursuant
 to this Attachment, the Parties will use, as appropriate, the following
 separate and distinct trunk groups: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.2.1.1

 	
 Interconnection Trunks for the transmission
 and routing of Reciprocal Compensation Traffic, translated LEC IntraLATA toll
 free service access code (e.g., 800/888/877) traffic, and IntraLATA Toll
 Traffic, between their respective Telephone Exchange Service Customers,
 Tandem Transit Traffic, and, Measured Internet Traffic, all in accordance
 with Sections 5 through 8 of this Attachment; 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.2.1.2

 	
 Access Toll Connecting Trunks for the
 transmission and routing of Exchange Access traffic, including translated
 InterLATA toll free service access code (e.g., 800/888/877) traffic, between
 NUI Telephone Exchange Service Customers and purchasers of Switched Exchange
 Access Service via a Verizon access Tandem in accordance with Sections 9
 through 11 of this Attachment; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.2.1.3

 	
 Miscellaneous Trunk Groups as mutually
 agreed to by the Parties, including, but not limited to: (a) choke trunks for
 traffic congestion and testing; and, (b) untranslated IntraLATA/InterLATA
 toll free service access code (e.g. 800/888/877) traffic.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.2

 	
 Other types of trunk groups may be used by
 the Parties as provided in other Attachments to this Agreement (e.g.,
 911/E911 Trunks; Information Services Trunks) or in other separate agreements
 between the Parties (e.g., Directory Assistance Trunks, Operator Services
 Trunks, BLV/BLVI Trunks). 

 


58









	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.3

 	
 Except as otherwise provided in this
 Agreement, the Parties will mutually agree upon where One-Way Interconnection
 Trunks (trunks with traffic going in one direction, including one-way trunks
 and uni-directional two-way trunks) and/or Two-Way Interconnection Trunks
 (trunks with traffic going in both directions) will be deployed. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.4

 	
 In the event the volume of traffic between
 a Verizon End Office and the NUI network, which is carried by a Final Tandem
 Interconnection Trunk group, exceeds the Centium Call Second (Hundred Call
 Second) busy hour equivalent of one (1) DS-1 at any time and/or 200,000
 minutes of use for a single month: (a) if One-Way Interconnection Trunks are
 used, the originating Party shall promptly establish new End Office One-Way
 Interconnection Trunk groups between the Verizon End Office and the NUI
 network; or, (b) if Two-Way Interconnection Trunks are used, NUI shall
 promptly submit an ASR to Verizon to establish new End Office Two-Way
 Interconnection Trunk group(s) between that Verizon End Office and the NUI
 network. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.5

 	
 Except as otherwise agreed in writing by
 the Parties, the total number of Tandem Interconnection Trunks between NUI’s
 network and a Verizon Tandem will be limited to a maximum of 240 trunks. In
 the event that the volume of traffic between NUI’s network and a Verizon
 Tandem exceeds, or reasonably can be expected to exceed, the capacity of the
 240 trunks, NUI shall promptly submit an ASR to Verizon to establish new or
 additional End Office Trunks to insure that the volume of traffic between
 NUI’s network and the Verizon Tandem does not exceed the capacity of the 240
 trunks. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.3

 	
 One-Way Interconnection Trunks.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.3.1

 	
 Where the Parties have agreed to use
 One-Way Interconnection Trunks for the delivery of traffic from NUI to
 Verizon, NUI, at NUI’s own expense, shall: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.3.1.1

 	
 provide its own facilities for delivery of
 the traffic to the NUI Collocation arrangement at the Verizon-IP or to the
 third-party Collocation arrangement used by NUI at the Verizon-IP; and/or 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.3.1.2

 	
 obtain transport for delivery of the
 traffic to the NUI Collocation arrangement at the Verizon-IP or to the
 third-party Collocation arrangement used by NUI at the Verizon-IP (a) from a
 third-party, or, (b) if Verizon offers such transport pursuant to this
 Agreement or an applicable Verizon Tariff, from Verizon; and/or 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.3.1.3

 	
 order the One-Way Trunks from Verizon in
 accordance with the rates, terms and conditions set forth in this Agreement
 and applicable Verizon Tariffs, for installation on an Entrance Facility
 obtained by NUI from Verizon pursuant to Sections 2.1.3.3 and 2.1.4 of this
 Attachment, and also order multiplexing and transport from Verizon pursuant
 to Sections 2.1.3.3 and 2.1.4 of this Attachment. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 2.3.1.3.1

 	
 For each Tandem One -Way Interconnection
 Trunk group provided by Verizon to NUI with a utilization level of less than
 sixty percent (60%), 

 


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 unless the Parties agree otherwise, NUI
 will promptly submit ASRs to disconnect a sufficient number of
 Interconnection Trunks to attain a utilization level of approximately sixty
 percent (60%). 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.3.2

 	
 Where the Parties have agreed to use
 One-Way Interconnection Trunks for the delivery of traffic from Verizon to
 NUI, Verizon, at Verizon’s own expense, shall: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.3.2.1

 	
 provide its own facilities for delivery of
 the traffic to the Verizon Collocation arrangement or interconnection
 arrangement at the NUI-IP or to the third-party Collocation arrangement used
 by Verizon at the NUI-IP; or 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.3.2.2

 	
 obtain transport for delivery of the
 traffic to the Verizon Collocation arrangement or interconnection arrangement
 at the NUI-IP or to the third-party Collocation arrangement used by Verizon
 at the NUI-IP (a) from a third-party, or, (b) if NUI offers such transport
 pursuant to this Agreement or an applicable NUI Tariff, from NUI; or 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 2.3.2.3

 	
 order the One-Way Trunks from NUI in
 accordance with the rates, terms and conditions set forth in this Agreement
 and applicable NUI Tariffs for installation on an Entrance Facility obtained
 by Verizon from NUI pursuant to Sections 2.1.5.3 and 2.1.6 of this
 Attachment, or obtain the One-Way Trunks from a third-party that has
 established an interconnection arrangement with NUI. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.4

 	
 Two-Way Interconnection Trunks.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.1

 	
 Where the Parties have agreed to use
 Two-Way Interconnection Trunks for the exchange of traffic between Verizon
 and NUI, NUI shall order from Verizon, and Verizon shall provide, the Two-Way
 Interconnection Trunks and the Entrance Facility, on which such Trunks will
 ride, and transport and multiplexing, in accordance with the rates, terms and
 conditions set forth in this Agreement and Verizon’s applicable Tariffs. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.2

 	
 Prior to ordering any Two-Way
 Interconnection Trunks from Verizon, NUI shall meet with Verizon to conduct a
 joint planning meeting (“Joint Planning Meeting”). At that Joint Planning
 Meeting, each Party shall provide to the other Party originating Centium Call
 Second (Hundred Call Second) information, and the Parties shall mutually
 agree on the appropriate initial number of Two-Way End Office and Tandem
 Interconnection Trunks and the interface specifications at the Point of
 Interconnection (POI). Where the Parties have agreed to convert existing
 One-Way Interconnection Trunks to Two-Way Interconnection Trunks, at the
 Joint Planning Meeting, the Parties shall also mutually agree on the
 conversion process and project intervals for conversion of such One-Way
 Interconnection Trunks to Two-Way Interconnection Trunks.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.3

 	
 Two-Way Interconnection Trunks shall be
 from a Verizon End Office or Tandem to a mutually agreed upon POI. 

 


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 2.4.4

 	
 On a semi-annual basis, NUI shall submit a
 good faith forecast to Verizon of the number of End Office and Tandem Two-Way
 Interconnection Trunks that NUI anticipates Verizon will need to provide
 during the ensuing two (2) year period to carry traffic from NUI to Verizon
 and from Verizon to NUI. NUI’s trunk forecasts shall conform to the Verizon
 CLEC trunk forecasting guidelines as in effect at that time. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.5

 	
 The Parties shall meet (telephonically or
 in person) from time to time, as needed, to review data on End Office and
 Tandem Two-Way Interconnection Trunks to determine the need for new trunk
 groups and to plan any necessary changes in the number of Two-Way
 Interconnection Trunks. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.6

 	
 Two-Way Interconnection Trunks shall have
 SS7 Common Channel Signaling. The Parties agree to utilize B8ZS and Extended
 Super Frame (ESF) DS1 facilities, where available. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.7

 	
 With respect to End Office Two-Way
 Interconnection Trunks, both Parties shall use an economic Centium Call
 Second (Hundred Call Second) equal to five (5). 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.8

 	
 Two-Way Interconnection Trunk groups that
 connect to a Verizon access Tandem shall be engineered using a design
 blocking objective of Neal-Wilkinson B.005 during the average time consistent
 busy hour. Two-Way Interconnection Trunk groups that connect to a Verizon
 local Tandem shall be engineered using a design blocking objective of
 Neal-Wilkinson B.01 during the average time consistent busy hour. Verizon and
 NUI shall engineer Two-Way Interconnection Trunks using BOC Notes on the LEC
 Networks SR-TSV-002275. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.9

 	
 The performance standard for final Two-Way
 Interconnection Trunk groups shall be that no such Interconnection Trunk
 group will exceed its design blocking objective (B.005 or B.01, as
 applicable) for three (3) consecutive calendar traffic study months. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.10

 	
 NUI shall determine and order the number of
 Two-Way Interconnection Trunks that are required to meet the applicable
 design blocking objective for all traffic carried on each Two-Way
 Interconnection Trunk group. NUI shall order Two-Way Interconnection Trunks
 by submitting ASRs to Verizon setting forth the number of Two-Way Interconnection
 Trunks to be installed and the requested installation dates within Verizon’s
 effective standard intervals or negotiated intervals, as appropriate. NUI
 shall complete ASRs in accordance with OBF Guidelines as in effect from time
 to time. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.11

 	
 Verizon may (but shall not be obligated to)
 monitor Two-Way Interconnection Groups using service results for the
 applicable design blocking objective. If Verizon observes blocking in excess
 of the applicable design objective on any Tandem Two-Way Interconnection
 Trunk group and NUI has not notified Verizon that it has corrected such
 blocking, Verizon may submit to NUI a Trunk Group Service Request directing
 NUI to remedy the blocking. Upon receipt of a Trunk Group Service Request,
 NUI will complete an ASR to establish or augment the End Office Two-Way
 Interconnection Trunk Group(s), or, if mutually agreed, to augment the Tandem
 Two-Way Interconnection 

 


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 Trunk Group with excessive blocking and
 submit the ASR to Verizon within five (5) Business Days. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.12

 	
 The Parties will review all Tandem Two-Way
 Interconnection Trunk groups that reach a utilization level of seventy
 percent (70%), or greater, to determine whether those groups should be
 augmented. NUI will promptly augment all Tandem Two-Way Interconnection Trunk
 groups that reach a utilization level of eighty percent (80%) by submitting
 ASRs for additional trunks sufficient to attain a utilization level of
 approximately seventy percent (70%), unless the Parties agree that additional
 trunking is not required. For each Tandem Two-Way Interconnection Trunk group
 with a utilization level of less than sixty percent (60%), unless the Parties
 agree otherwise, NUI will promptly submit ASRs to disconnect a sufficient
 number of Interconnection Trunks to attain a utilization level of
 approximately sixty percent (60%) for each respective group, unless the
 Parties agree that the Two-Way Interconnection Trunks should not be
 disconnected. In the event NUI fails to submit an ASR for Two-Way Interconnection
 Trunks in conformance with this section, Verizon may bill NUI for the excess
 Interconnection Trunks at the applicable Verizon rates. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.13

 	
 Because Verizon will not be in control of
 when and how many Two-Way Interconnection Trunks are established between its
 network and NUI’s network, Verizon’s performance in connection with these
 Two-Way Interconnection Trunk groups shall not be subject to any performance
 measurements and remedies under this Agreement, and, except as otherwise
 required by Applicable Law, under any FCC or Commission approved
 carrier-to-carrier performance assurance guidelines or plan. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.14

 	
 Upon three (3) months prior written notice
 and with the mutual agreement of the Parties, either Party may withdraw its
 traffic from a Two-Way Interconnection Trunk group and install One-Way
 Interconnection Trunks to the other Party’s relevant POI, provided that, if a
 Party has failed to comply with this Agreement with regard to Two-Way
 Interconnection Trunks, the other Party may upon three (3) months prior
 written notice and without mutual agreement of the non-complying Party,
 withdraw its traffic from a Two-Way Interconnection Trunk group and install
 One-Way Interconnection Trunks to the non-complying Party’s relevant POI. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.15

 	
 NUI will route its traffic to Verizon over
 the End Office and Tandem Two-Way Interconnection Trunks in accordance with
 SR-TAP-000191, including but not limited to those standards requiring that a
 call from NUI to a Verizon End Office will first be routed to the End Office
 Interconnection Trunk group between NUI and the Verizon End Office. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.4.16

 	
 When the Parties implement Two-Way
 Interconnection Trunks, the Parties will work cooperatively to calculate a
 Proportionate Percentage of Use (“PPU”) factor for each facility on which the
 Two-Way Interconnection Trunks ride, based on the total number of minutes of
 traffic that each Party sends over the Two-Way Interconnection Trunks riding
 on that facility. NUI will pay a percentage of Verizon’s monthly recurring
 charges for each facility on which the Two-Way Interconnection Trunks ride
 equal to NUI’s percentage of use of that facility as shown by the PPU. The
 PPU shall not be applied to calculate the charges for any portion of a
 facility that is on NUI’s side of NUI’s-IP, which charges shall be solely the
 financial responsibility of 

 


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 NUI. During the first full calendar quarter
 (and any partial calendar quarter preceding such first full calendar quarter)
 after the first Two-Way Interconnection Trunk is established on a facility,
 the PPU for that facility will be fifty percent (50%) for each Party. For
 each calendar quarter thereafter, the Parties shall recalculate the PPU using
 actual traffic usage data for the preceding calendar quarter. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Non-recurring charges for the facility on
 which the Two-Way Interconnection Trunks ride shall be apportioned as
 follows: (a) for the portion of the facility on Verizon’s side of the NUI-IP,
 NUI shall pay fifty percent (50%) of the Verizon non-recurring charges; and,
 (b) for the portion of the facility on NUI’s side of the NUI-IP, NUI shall be
 solely responsible for the non-recurring charges. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Notwithstanding the foregoing provisions of
 this Section 2.4.16, if NUI fails to provide NUI-IPs in accordance with this
 Agreement, NUI will be responsible for one hundred percent (100%) of all
 recurring and non-recurring charges associated with Two-Way Interconnection
 Trunk groups until NUI establishes such NUI-IPs. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 3.

 	
 Alternative Interconnection Arrangements 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.1

 	
 In addition to the foregoing methods of
 Interconnection, and subject to mutual agreement of the Parties, the Parties
 may agree to establish an End Point Fiber Meet arrangement, which may include
 a SONET backbone with an optical interface at the OC-n level in accordance
 with the terms of this Section. The Fiber Distribution Frame at the NUI
 location shall be designated as the POI for both Parties. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.2

 	
 The establishment of any End Point Fiber
 Meet arrangement is expressly conditioned upon the Parties’ reaching prior
 written agreement on routing, appropriate sizing and forecasting, equipment,
 ordering, provisioning, maintenance, repair, testing, augment, and
 compensation, procedures and arrangements, reasonable distance limitations,
 and on any other arrangements necessary to implement the End Point Fiber Meet
 arrangement. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.3

 	
 Except as otherwise agreed by the Parties,
 End Point Fiber Meet arrangements shall be used only for the termination of
 Reciprocal Compensation Traffic, Measured Internet Traffic, and IntraLATA
 Toll Traffic. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 4.

 	
 Initiating Interconnection 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.1

 	
 If NUI determines to offer Telephone
 Exchange Services and to interconnect with Verizon in any LATA in which
 Verizon also offers Telephone Exchange Services and in which the Parties are
 not already interconnected pursuant to this Agreement, NUI shall provide
 written notice to Verizon of the need to establish Interconnection in such
 LATA pursuant to this Agreement. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.2

 	
 The notice provided in Section 4.1 of this
 Attachment shall include (a) the initial Routing Point(s); (b) the applicable
 NUI-IPs to be established in the relevant LATA in accordance with this
 Agreement; (c) NUI’s intended Interconnection activation date; (d) a forecast
 of NUI’s trunking requirements conforming to Section 14.3 of this Attachment;
 and (e) such other information as Verizon shall reasonably request in order
 to facilitate Interconnection. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 4.3

 	
 The interconnection activation date in the
 new LATA shall be mutually agreed to by the Parties after receipt by Verizon
 of all necessary information as indicated 

 


63









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 above. Within ten (10) Business Days of
 Verizon’s receipt of NUI’s notice provided for in Section 4.1 of this
 Attachment, Verizon and NUI shall confirm the Verizon-IP(s), the NUI-IP(s)
 and the mutually agreed upon Interconnection activation date for the new
 LATA. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 5.

 	
 Transmission and Routing of Telephone
 Exchange Service Traffic 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.1

 	
 Scope of Traffic.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Section 5 prescribes parameters for
 Interconnection Trunks used for Interconnection pursuant to Sections 2
 through 4 of this Attachment. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.2

 	
 Trunk Group Connections and Ordering.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.2.1

 	
 For One-Way or Two-Way Interconnection
 Trunks, both Parties shall use either a DS-1 or DS-3 facilities interface at
 the POI. When and where an STS-1 interface is available, the Parties may
 agree to use such an interface. Upon mutual agreement, the Parties may agree
 to use an optical interface (such as OC-n). 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.2.2

 	
 When One-Way or Two-Way Interconnection
 Trunks are provisioned using a DS-3 interface facility, then NUI shall order
 the multiplexed DS- 3 facilities to the Verizon Central Office that is
 designated in the NECA 4 Tariff as an Intermediate Hub location, unless
 otherwise agreed to in writing by Verizon. The specific NECA 4 Intermediate
 Hub location to be used for One-Way or Two-Way Interconnection Trunks shall
 be in the appropriate Tandem subtending area based on the LERG. In the event
 the appropriate DS-3 Intermediate Hub is not used, then NUI shall pay 100% of
 the facility charges for the One-Way or Two-Way Interconnection Trunks. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.2.3

 	
 Each Party will identify its Carrier
 Identification Code, a three or four digit numeric code obtained from
 Telcordia, to the other Party when ordering a trunk group. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.2.4

 	
 Unless mutually agreed to by both Parties,
 each Party will outpulse ten (10) digits to the other Party. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.2.5

 	
 Each Party will use commercially reasonable
 efforts to monitor trunk groups under its control and to augment those groups
 using generally accepted trunk-engineering standards so as to not exceed
 blocking objectives. Each Party agrees to use modular trunk-engineering
 techniques for trunks subject to this Attachment. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.3

 	
 Switching System Hierarchy and Trunking
 Requirements. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For purposes of routing NUI traffic to
 Verizon, the subtending arrangements between Verizon Tandem Switches and
 Verizon End Office Switches shall be the same as the Tandem/End Office
 subtending arrangements Verizon maintains for the routing of its own or other
 carriers’ traffic. For purposes of routing Verizon traffic to NUI, the
 subtending arrangements between NUI Tandem Switches and NUI End Office
 Switches shall be the same as the Tandem/End Office subtending arrangements
 that NUI maintains for the routing of its own or other carriers’ traffic. 

 


64









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.4

 	
 Signaling.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Each Party will provide the other Party
 with access to its databases and associated signaling necessary for the
 routing and completion of the other Party’s traffic in accordance with the
 provisions contained in the Unbundled Network Element Attachment or
 applicable access tariff. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.5

 	
 Grades of Service.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Parties shall initially engineer and
 shall monitor and augment all trunk groups consistent with the Joint Process
 as set forth in Section 14.1 of this Attachment. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 6.

 	
 Traffic Measurement and Billing over
 Interconnection Trunks 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.1

 	
 For billing purposes, each Party shall pass
 Calling Party Number (CPN) information on at least ninety-five percent (95%)
 of calls carried over the Interconnection Trunks. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 6.1.1

 	
 As used in this Section 6, “Traffic Rate”
 means the applicable Reciprocal Compensation Traffic rate, Measured Internet
 Traffic rate, intrastate Switched Exchange Access Service rate, interstate
 Switched Exchange Access Service rate, or intrastate/interstate Tandem
 Transit Traffic rate, as provided in the Pricing Attachment, an applicable
 Tariff, or, for Measured Internet Traffic, the FCC Internet Order. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 6.1.2

 	
 If the originating Party passes CPN on
 ninety-five percent (95%) or more of its calls, the receiving Party shall
 bill the originating Party the Traffic Rate applicable to each relevant minute
 of traffic for which CPN is passed. For any remaining (up to 5%) calls
 without CPN information, the receiving Party shall bill the originating Party
 for such traffic at the Traffic Rate applicable to each relevant minute of
 traffic, in direct proportion to the minutes of use of calls passed with CPN
 information. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 6.1.3

 	
 If the originating Party passes CPN on less
 than ninety-five percent (95%) of its calls and the originating Party chooses
 to combine Reciprocal Compensation Traffic and Toll Traffic on the same trunk
 group, the receiving Party shall bill the higher of its interstate Switched
 Exchange Access Service rates or its intrastate Switched Exchange Access
 Services rates for all traffic that is passed without CPN, unless the Parties
 agree that other rates should apply to such traffic. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.2

 	
 At such time as a receiving Party has the
 capability, on an automated basis, to use such CPN to classify traffic
 delivered over Interconnection Trunks by the other Party by Traffic Rate type
 (e.g., Reciprocal Compensation Traffic/Measured Internet Traffic, intrastate
 Switched Exchange Access Service, interstate Switched Exchange Access
 Service, or intrastate/interstate Tandem Transit Traffic), such receiving
 Party shall bill the originating Party the Traffic Rate applicable to each
 relevant minute of traffic for which CPN is passed. If the receiving Party
 lacks the capability, on an automated basis, to use CPN information on an
 automated basis to classify traffic delivered by the other Party by Traffic
 Rate type, the originating Party will supply Traffic Factor 1 and Traffic
 Factor 2. The Traffic Factors shall be supplied in writing by the originating
 Party within thirty (30) days of the Effective Date and shall be updated in
 writing by the originating Party quarterly. Measurement of billing minutes
 for purposes of determining terminating compensation shall be in conversation
 seconds (the time in seconds that the Parties equipment is used for a
 completed call, measured from the receipt of answer supervision to the
 receipt of disconnect supervision). Measurement of billing minutes for
 originating toll free service access code (e.g.,

 


65









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 800/888/877) calls shall be in accordance
 with applicable Tariffs. Determination as to whether traffic is Reciprocal
 Compensation Traffic or Measured Internet Traffic shall be made in accordance
 with Paragraphs 8 and 79, and other applicable provisions, of the FCC
 Internet Order (including, but not limited to, in accordance with the
 rebuttable presumption established by the FCC Internet Order that traffic
 delivered to a carrier that exceeds a 3:1 ratio of terminating to originating
 traffic is Measured Internet Traffic, and in accordance with the process
 established by the FCC Internet Order for rebutting such presumption before
 the Commission). 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.3

 	
 Each Party reserves the right to audit all
 Traffic, up to a maximum of two audits per calendar year, to ensure that
 rates are being applied appropriately; provided, however, that either Party
 shall have the right to conduct additional audit(s) if the preceding audit
 disclosed material errors or discrepancies. Each Party agrees to provide the
 necessary Traffic data in conjunction with any such audit in a timely manner.
 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 6.4

 	
 Nothing in this Agreement shall be
 construed to limit either Party’s ability to designate the areas within which
 that Party’s Customers may make calls which that Party rates as “local” in
 its Customer Tariffs. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 7.

 	
 Reciprocal Compensation Arrangements
 Pursuant to Section 251(b)(5) of the Act 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.1

 	
 Reciprocal Compensation Traffic
 Interconnection Points.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.1.1

 	
 Except as otherwise agreed by the Parties,
 the Interconnection Points (“IPs”) from which NUI will provide transport and
 termination of Reciprocal Compensation Traffic to its Customers (“NUI-IPs”)
 shall be as follows: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 7.1.1.1

 	
 For each LATA in which NUI requests to
 interconnect with Verizon, except as otherwise agreed by the Parties, NUI
 shall establish a NUI IP in each Verizon Local Calling Area (as defined
 below) where NUI chooses to assign telephone numbers to its Customers. NUI
 shall establish such NUI-IP consistent with the methods of interconnection
 and interconnection trunking architectures that it will use pursuant to
 Section 2 or Section 3 of this Attachment. For purposes of this Section
 7.1.1.1, Verizon Local Calling Areas shall be as defined in Verizon’s
 effective Customer tariffs and include a non-optional Extended Local Calling
 Scope Arrangement, but do not include an optional Extended Local Calling
 Scope Arrangement. If NUI fails to establish IPs in accordance with the
 preceding sentences of this Section 7.1.1.1, (a) Verizon may pursue available
 dispute resolution mechanisms; and, (b) NUI shall bill and Verizon shall pay
 the lesser of the negotiated intercarrier compensation rate or the End Office
 Reciprocal Compensation rate for the relevant traffic less Verizon’s
 transport rate, tandem switching rate (to the extent traffic is tandem
 switched), and other costs (to the extent that Verizon purchases such
 transport from NUI or a third party), from the originating Verizon End Office
 to the receiving NUI-IP. 

 


66









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 7.1.1.2

 	
 At any time that NUI establishes a
 Collocation site at a Verizon End Office Wire Center in a LATA in which NUI
 is interconnected or requesting interconnection with Verizon, either Party
 may request in writing that such NUI Collocation site be established as the
 NUI-IP for traffic originated by Verizon Customers served by that End Office.
 Upon such request, the Parties shall negotiate in good faith mutually
 acceptable arrangements for the transition to such NUI-IP. If the Parties
 have not reached agreement on such arrangements within thirty (30) days, (a)
 either Party may pursue available dispute resolution mechanisms; and, (b) NUI
 shall bill and Verizon shall pay the lesser of the negotiated intercarrier
 compensation rate or the End Office Reciprocal Compensation rate for the
 relevant traffic less Verizon’s transport rate, tandem switching rate (to the
 extent traffic is tandem switched), and other costs (to the extent that
 Verizon purchases such transport from NUI or a third party), from the
 originating Verizon End Office to the receiving NUI-IP. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 7.1.1.3

 	
 In any LATA where the Parties are already
 interconnected prior to the effective date of this Agreement, NUI may
 maintain existing CLEC-IPs, except that Verizon may request in writing to
 transition such NUI-IPs to the NUI-IPs described in subsections 7.1.1.1 and
 7.1.1.2 of this Attachment. Upon such request, the Parties shall negotiate
 mutually satisfactory arrangements for the transition to CLEC-IPs that
 conform to subsections 7.1.1.1 and 7.1.1.2 of this Attachment. If the Parties
 have not reached agreement on such arrangements within thirty (30) days, (a)
 either Party may pursue available dispute resolution mechanisms; and, (b) NUI
 shall bill and Verizon shall pay only the lesser of the negotiated
 intercarrier compensation rate or the End Office reciprocal compensation rate
 for relevant traffic, less Verizon’s transport rate, tandem switching rate
 (to the extent traffic is tandem switched), and other costs (to the extent
 that Verizon purchases such transport from NUI or a third party), from
 Verizon’s originating End Office to the NUI IP. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.1.2

 	
 Except as otherwise agreed by the Parties,
 the Interconnection Points (“IPs”) from which Verizon will provide transport
 and termination of Reciprocal Compensation Traffic to its Customers
 (“Verizon-IPs”) shall be as follows: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 7.1.2.1

 	
 For Reciprocal Compensation Traffic
 delivered by NUI to the Verizon Tandem subtended by the terminating End
 Office serving the Verizon Customer, the Verizon-IP will be the Verizon
 Tandem switch. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 7.1.2.2

 	
 For Reciprocal Compensation Traffic
 delivered by NUI to the Verizon terminating End Office serving the Verizon
 Customer, the Verizon-IP will be the Verizon End Office switch.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.1.3

 	
 Should either Party offer additional IPs to
 any Telecommunications Carrier that is not a Party to this Agreement, the
 other Party may elect 

 


67









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 to deliver traffic to such IPs for the NXXs
 or functionalities served by those IPs. To the extent that any such NUI-IP is
 not located at a Collocation site at a Verizon Tandem Wire Center or Verizon
 End Office Wire Center, then NUI shall permit Verizon to establish physical
 Interconnection through collocation or other operationally comparable
 arrangements acceptable to Verizon at the NUI-IP. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.1.4

 	
 Each Party is responsible for delivering
 its Reciprocal Compensation Traffic that is to be terminated by the other
 Party to the other Party’s relevant IP. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.2

 	
 Reciprocal Compensation.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Parties shall compensate each other for
 the transport and termination of Reciprocal Compensation Traffic delivered to
 the terminating Party in accordance with Section 251(b)(5) of the Act at the
 rates stated in the Pricing Attachment. These rates are to be applied at the
 NUI-IP for traffic delivered by Verizon for termination by NUI, and at the
 Verizon-IP for traffic delivered by NUI for termination by Verizon. Except as
 expressly specified in this Agreement, no additional charges shall apply for
 the termination from the IP to the Customer of Reciprocal Compensation
 Traffic delivered to the Verizon-IP by NUI or the NUIIP by Verizon. When such
 Reciprocal Compensation Traffic is delivered over the same trunks as Toll
 Traffic, any port or transport or other applicable access charges related to
 the delivery of Toll Traffic from the IP to an end user shall be prorated to
 be applied only to the Toll Traffic. The designation of traffic as Reciprocal
 Compensation Traffic for purposes of Reciprocal Compensation shall be based
 on the actual originating and terminating points of the complete end-to-end
 communication. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.3

 	
 Traffic Not Subject to Reciprocal
 Compensation.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.3.1

 	
 Reciprocal Compensation shall not apply to
 interstate or intrastate Exchange Access, Information Access, or exchange
 services for Exchange Access or Information Access. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.3.2

 	
 Reciprocal Compensation shall not apply to
 Internet Traffic. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.3.3

 	
 Reciprocal Compensation shall not apply to
 Toll Traffic, including, but not limited to, calls originated on a 1+
 presubscription basis, or on a casual dialed (10XXX/101XXXX) basis. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.3.4

 	
 Reciprocal Compensation shall not apply to
 Optional Extended Local Calling Area Traffic. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.3.5

 	
 Reciprocal Compensation shall not apply to
 special access, private line, or any other traffic that is not switched by
 the terminating Party. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.3.6

 	
 Reciprocal Compensation shall not apply to
 Tandem Transit Traffic. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 7.3.7

 	
 Reciprocal Compensation shall not apply to
 Voice Information Service Traffic (as defined in Section 5 of the Additional
 Services Attachment). 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 7.4

 	
 The Reciprocal Compensation rates
 (including, but not limited to, the Reciprocal Compensation per minute of use
 charges) billed by NUI to Verizon shall not exceed the Reciprocal
 Compensation rates (including, but not limited to, Reciprocal Compensation
 per minute of use charges) billed by Verizon to NUI. 

 


68







	
  

 	
  

 	
  

 	
  

 
	
 8.

 	
 Other
 Types of Traffic 

 
	
  

 	
  

 
	
  

 	
 8.1

 	
 Notwithstanding any other provision of this
 Agreement or any Tariff: (a) the Parties’ rights and obligations with respect
 to any intercarrier compensation that may be due in connection with their
 exchange of Internet Traffic shall be governed by the terms of the FCC
 Internet Order and other applicable FCC orders and FCC Regulations; and, (b)
 a Party shall not be obligated to pay any intercarrier compensation for
 Internet Traffic that is in excess of the intercarrier compensation for
 Internet Traffic that such Party is required to pay under the FCC Internet
 Order and other applicable FCC orders and FCC Regulations. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.2

 	
 Subject to Section
 8.1 of this Attachment, interstate and intrastate Exchange Access, Information
 Access, exchange services for Exchange Access or Information Access, and Toll
 Traffic, shall be governed by the applicable provisions of this Agreement and
 applicable Tariffs. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.3

 	
 For any traffic
 originating with a third party carrier and delivered by NUI to Verizon, NUI
 shall pay Verizon the same amount that such third party carrier would have
 been obligated to pay Verizon for termination of that traffic at the location
 the traffic is delivered to Verizon by NUI. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.4

 	
 Any traffic not specifically addressed in
 this Agreement shall be treated as required by the applicable Tariff of the
 Party transporting and/or terminating the traffic. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 8.5

 	
 Interconnection
 Points. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.1

 	
 The IP of a Party (“Receiving Party”) for
 Measured Internet Traffic delivered to the Receiving Party by the other Party
 shall be the same as the IP of the Receiving Party for Reciprocal
 Compensation Traffic under Section 7.1 of this Attachment. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.2

 	
 Except as otherwise set forth in the
 applicable Tariff of a Party (“Receiving Party”) that receives Toll Traffic
 from the other Party, the IP of the Receiving Party for Toll Traffic
 delivered to the Receiving Party by the other Party shall be the same as the
 IP of the Receiving Party for Reciprocal Compensation Traffic under Section
 7.1 of this Attachment. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 8.5.3

 	
 The IP for traffic exchanged between the
 Parties that is not Reciprocal Compensation Traffic, Measured Internet
 Traffic or Toll Traffic, shall be as specified in the applicable provisions of
 this Agreement or the applicable Tariff of the receiving Party, or in the
 absence of applicable provisions in this Agreement or a Tariff of the
 receiving Party, as mutually agreed by the Parties. 

 
	
  

 	
  

 	
  

 	
  

 
	
 9.

 	
 Transmission
 and Routing of Exchange Access Traffic 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 9.1

 	
 Scope of Traffic. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Section 9
 prescribes parameters for certain trunks to be established over the
 Interconnections specified in Sections 2 through 5 of this Attachment for the
 transmission and routing of traffic between NUI Telephone Exchange Service
 Customers and Interexchange Carriers (“Access Toll Connecting Trunks”), in
 any case where NUI elects to have its End Office Switch subtend a Verizon
 Tandem. This includes casually-dialed (1010XXX and 101XXXX) traffic.

 


69









	
  

 	
  

 	
  

 	
  

 
	
  

 	
 9.2

 	
 Access Toll
 Connecting Trunk Group Architecture. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 9.2.1

 	
 If NUI chooses to subtend a Verizon access
 Tandem, NUI’s NPA/NXX must be assigned by NUI to subtend the same Verizon
 access Tandem that a Verizon NPA/NXX serving the same Rate Center Area
 subtends as identified in the LERG. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 9.2.2

 	
 NUI shall establish Access Toll Connecting
 Trunks pursuant to applicable access Tariffs by which it will provide
 Switched Exchange Access Services to Interexchange Carriers to enable such
 Interexchange Carriers to originate and terminate traffic to and from NUI’s
 Customers. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 9.2.3

 	
 The Access Toll Connecting Trunks shall be
 two-way trunks. Such trunks shall connect the End Office NUI utilizes to
 provide Telephone Exchange Service and Switched Exchange Access to its
 Customers in a given LATA to the Tandem Verizon utilizes to provide Exchange
 Access in such LATA. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 9.2.4

 	
 Access Toll Connecting Trunks shall be used
 solely for the transmission and routing of Exchange Access to allow NUI’s
 Customers to connect to or be connected to the interexchange trunks of any
 Interexchange Carrier which is connected to a Verizon access Tandem. 

 
	
  

 	
  

 	
  

 	
  

 
	
 10.

 	
 Meet-Point
 Billing Arrangements 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.1

 	
 NUI and Verizon
 will establish Meet-Point Billing (MPB) arrangements in order to provide a
 common transport option to Switched Exchange Access Services customers via a
 Verizon access Tandem Switch in accordance with the Meet Point Billing
 guidelines contained in the OBF’s MECAB and MECOD documents, except as
 modified herein, and in Verizon’s applicable Tariffs. The arrangements
 described in this Section 10 are intended to be used to provide Switched
 Exchange Access Service where the transport component of the Switched
 Exchange Access Service is routed through an access Tandem Switch that is
 provided by Verizon. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.2

 	
 In each LATA, the
 Parties shall establish MPB arrangements for the applicable NUI Routing
 Point/Verizon Serving Wire Center combinations. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.3

 	
 Interconnection
 for the MPB arrangement shall occur at the Verizon access Tandems in the
 LATA, unless otherwise agreed to by the Parties. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.4

 	
 NUI and Verizon
 will use reasonable efforts, individually and collectively, to maintain
 provisions in their respective state access Tariffs, and/or provisions within
 the National Exchange Carrier Association (NECA) Tariff No. 4, or any
 successor Tariff sufficient to reflect the MPB arrangements established
 pursuant to this Agreement. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.5

 	
 In general, there
 are four alternative Meet-Point Billing arrangements possible, which are:
 Single Bill/Single Tariff, Multiple Bill/Single Tariff, Multiple
 Bill/Multiple Tariff, and Single Bill/Multiple Tariff, as outlined in the OBF
 MECAB Guidelines.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Each Party shall implement the “Multiple Bill/Single
 Tariff” or “Multiple Bill/Multiple Tariff” option, as appropriate, in order
 to bill an IXC for the portion of the MPB arrangement provided by that Party.
 Alternatively, in former Bell Atlantic service areas, upon agreement of the
 Parties, each Party may use the New York State Access Pool on its behalf to
 implement the Single Bill/Multiple Tariff or Single 

 


70









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Bill/Single Tariff
 option, as appropriate, in order to bill an IXC for the portion of the MPB
 arrangement provided by that Party.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.6

 	
 The rates to be
 billed by each Party for the portion of the MPB arrangement provided by it
 shall be as set forth in that Party’s applicable Tariffs, or other document
 that contains the terms under which that Party’s access services are offered.
 For each NUI Routing Point/Verizon Serving Wire Center combination, the MPB
 billing percentages for transport between the NUI Routing Point and the
 Verizon Serving Wire Center shall be calculated in accordance with the
 formula set forth in Section 10.17 of this Attachment. 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.7

 	
 Each Party shall
 provide the other Party with the billing name, billing address, and Carrier
 Identification Code (CIC) of the IXC, and identification of the Verizon Wire
 Center serving the IXC in order to comply with the MPB notification process
 as outlined in the MECAB document. 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.8

 	
 Verizon shall
 provide NUI with the Switched Access Detail Usage Data (EMI category 1101XX
 records) on magnetic tape or via such other media as the Parties may agree
 to, no later than ten (10) Business Days after the date the usage occurred. 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.9

 	
 NUI shall provide
 Verizon with the Switched Access Summary Usage Data (EMI category 1150XX
 records) on magnetic tape or via such other media as the Parties may agree,
 no later than ten (10) Business Days after the date of its rendering of the
 bill to the relevant IXC, which bill shall be rendered no less frequently
 than monthly. 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.10

 	
 All usage data to
 be provided pursuant to Sections 10.8 and 10.9 of this Attachment shall be
 sent to the following addresses: 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 To NUI: 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Andrew Roser 

 
	
  

 	
  

 	
 40 SE 5th Street

 
	
  

 	
  

 	
 Boca Raton,
 Florida 33432 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 For Verizon
 (Former BA service area): 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 New York State
 Access Pool 

 
	
  

 	
  

 	
 C/O ACM, Inc. 

 
	
  

 	
  

 	
 120 Erie Blvd. 

 
	
  

 	
  

 	
 Schenectady, NY
 12305 

 
	
  

 	
  

 	
 Attn: Mark Ferri 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Either Party may
 change its address for receiving usage data by notifying the other Party in
 writing pursuant to Section 29 of the General Terms and Conditions. 

 
	
  

 	
  

 	
  

 
	
  

 	
 10.11

 	
 NUI and Verizon shall coordinate and
 exchange the billing account reference (BAR) and billing account cross
 reference (BACR) numbers or Operating Company Number (“OCN”), as appropriate,
 for the MPB arrangements described in this Section 10. Each Party shall
 notify the other if the level of billing or other BAR/BACR elements change,
 resulting in a new BAR/BACR number, or if the OCN changes. 

 


71









	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.12

 	
 Each Party agrees to provide the other
 Party with notification of any errors it discovers in MPB data within thirty
 (30) calendar days of the receipt of the original data. The other Party shall
 attempt to correct the error and resubmit the data within ten (10) Business
 Days of the notification. In the event the errors cannot be corrected within
 such ten- (10) Business-Day period, the erroneous data will be considered
 lost. In the event of a loss of data, whether due to uncorrectable errors or
 otherwise, both Parties shall cooperate to reconstruct the lost data and, if
 such reconstruction is not possible, shall accept a reasonable estimate of
 the lost data based upon prior usage data.

 
	
  

 	
  

 	
  

 
	
  

 	
 10.13

 	
 Either Party may request a review or audit
 of the various components of access recording up to a maximum of two (2)
 audits per calendar year. All costs associated with each review and audit
 shall be borne by the requesting Party. Such review or audit shall be
 conducted subject to Section 7 of the General Terms and Conditions and during
 regular business hours. A Party may conduct additional audits, at its
 expense, upon the other Party’s consent, which consent shall not be
 unreasonably withheld.

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.14

 	
 Except as expressly set forth in this
 Agreement, nothing contained in this Section 10 shall create any liability
 for damages, losses, claims, costs, injuries, expenses or other liabilities
 whatsoever on the part of either Party. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.15

 	
 MPB will apply for all traffic bearing the
 500, 900, toll free service access code (e.g. 800/888/877) (to the extent
 provided by an IXC) or any other non-geographic NPA which may be
 designated for such traffic in the future. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.16

 	
 In the event NUI determines to offer
 Telephone Exchange Services in a LATA in which Verizon operates an access
 Tandem Switch, Verizon shall permit and enable NUI to subtend the Verizon
 access Tandem Switch(es) designated for the Verizon End Offices in the area
 where there are located NUI Routing Point(s) associated with the NPA NXX(s)
 to/from which the Switched Exchange Access Services are homed. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.17

 	
 Except as otherwise mutually agreed by the
 Parties, the MPB billing percentages for each Routing Point/Verizon Serving
 Wire Center combination shall be calculated according to the following
 formula, unless as mutually agreed to by the Parties:

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 a / (a + b)

 	
  

 	
 =

 	
 NUI Billing
 Percentage 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
 and

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  b / (a + b)

 	
  

 	
 =

 	
 Verizon Billing
 Percentage

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 where:

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 a          =          the
 airline mileage between NUI Routing Point and the actual point of
 interconnection for the MPB arrangement; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 b          =          the
 airline mileage between the Verizon Serving Wire Center and the actual point
 of interconnection for the MPB arrangement. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 10.18

 	
 NUI shall inform Verizon of each LATA in
 which it intends to offer Telephone Exchange Services and its calculation of
 the billing percentages which should apply for such arrangement. Within ten
 (10) Business Days of NUI’s delivery of notice to Verizon, Verizon and NUI
 shall confirm the Routing Point/Verizon Serving Wire Center combination and
 billing percentages.

 


72









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 The following
 terms shall apply when either Party delivers toll free service access code
 (e.g., 800/877/888)(“8YY”) calls to the other Party. For the purposes of this
 Section 11, the terms “translated” and “untranslated” refers to those toll
 free service access code calls that have been queried (“translated”) or have not
 been queried (“untranslated”) to an 8YY database. Except as otherwise agreed
 to by the Parties, all NUI originating “untranslated” 8YY traffic will be
 routed over a separate one-way trunk group.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 11.1

 	
 When NUI delivers
 translated 8YY calls to Verizon for completion, 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 11.1.1

 	
 to an IXC, NUI
 shall: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.1.1.1

 	
 provide an appropriate EMI record to
 Verizon for processing and Meet Point Billing in accordance with Section 10
 of this Attachment; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.1.1.2

 	
 bill the IXC the NUI
 query charge associated with the call. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 11.1.2

 	
 to Verizon or another LEC that is a toll
 free service access code service provider in the LATA, NUI shall: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.1.2.1

 	
 provide an
 appropriate EMI record to the toll free service access code service provider;
 and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.1.2.2

 	
 bill to the toll free service access code
 service provider the NUI’s Tariffed Feature Group D (“FGD”) Switched Exchange
 Access or Reciprocal Compensation rates, as applicable, and the NUI query
 charge; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.1.2.3

 	
 Verizon shall bill applicable Tandem
 Transit Service charges and associated passthrough charges to NUI. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 11.2

 	
 When Verizon
 performs the query and delivers translated 8YY calls, originated by Verizon’s
 or another LEC’s Customer, 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 11.2.1

 	
 to NUI in it’s
 capacity as a toll free service access code service provider, Verizon shall: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.2.1.1

 	
 bill NUI the
 Verizon query charge associated with the call as specified in the Pricing
 Attachment; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.2.1.2

 	
 provide an appropriate
 EMI record to NUI; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.2.1.3

 	
 bill NUI Verizon’s Tariffed FGD Switched
 Exchange Access or Reciprocal Compensation rates as applicable. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 11.3

 	
 When NUI: delivers
 untranslated 8YY calls to Verizon for completion, 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 11.3.1

 	
 to an IXC, Verizon
 shall: 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.3.1.1

 	
 query the call and
 route the call to the appropriate IXC; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.3.1.2

 	
 provide an appropriate EMI record to NUI to
 facilitate billing to the IXC; and

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.3.1.3

 	
 bill the IXC the Verizon query
 charge associated with the call and any other applicable Verizon charges. 

 


73









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 11.3.2

 	
 to Verizon or
 another LEC that is a toll free service access code service provider in the
 LATA, Verizon shall: 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.3.2.1

 	
 query the call and route the call to the
 appropriate LEC toll free service access code service provider; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.3.2.2

 	
 provide an appropriate EMI record to NUI;
 to facilitate billing to the LEC toll free service access code service
 provider; and 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 11.3.2.3

 	
 bill the LEC toll free service access code
 service provider the query charge associated with the call and any other
 applicable Verizon charges. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 11.4

 	
 Verizon will not
 direct untranslated toll free service access code call to NUI. 

 






	
  

 	
  

 	
  

 
	
 12.

 	
 Tandem
 Transit Traffic 

 
	
  

 	
  

 	
  

 
	
  

 	
 12.1

 	
 As used in this
 Section 12, Tandem Transit Traffic is Telephone Exchange Service traffic that
 originates on NUI’s network, and is transported through a Verizon Tandem to
 the Central Office of a CLEC, ILEC other than Verizon, Commercial Mobile Radio
 Service (CMRS) carrier, or other LEC, that subtends the relevant Verizon
 Tandem to which NUI delivers such traffic. Neither the originating nor
 terminating customer is a Customer of Verizon. Subtending Central Offices
 shall be determined in accordance with and as identified in the Local
 Exchange Routing Guide (LERG). Switched Exchange Access Service traffic is
 not Tandem Transit Traffic. 

 
	
  

 	
  

 	
  

 
	
  

 	
 12.2

 	
 Tandem Transit
 Traffic Service provides NUI with the transport of Tandem Transit Traffic as
 provided below. 

 
	
  

 	
  

 	
  

 
	
  

 	
 12.3

 	
 Tandem Transit
 Traffic may be routed over the Interconnection Trunks described in Sections 2
 through 6 of this Attachment. NUI shall deliver each Tandem Transit Traffic
 call to Verizon with CCS and the appropriate Transactional Capabilities
 Application Part (“TCAP”) message to facilitate full interoperability of
 CLASS Features and billing functions. 

 
	
  

 	
  

 	
  

 
	
  

 	
 12.4

 	
 NUI shall exercise
 its best efforts to enter into a reciprocal Telephone Exchange Service
 traffic arrangement (either via written agreement or mutual Tariffs) with any
 CLEC, ILEC, CMRS carrier, or other LEC, to which it delivers Telephone
 Exchange Service traffic that transits Verizon’s Tandem Office. If NUI does
 not enter into and provide notice to Verizon of the above referenced arrangement
 within 180 days of the initial traffic exchange with relevant third party
 carriers, then Verizon may, at its sole discretion, terminate Tandem Transit
 Service at anytime upon thirty (30) days written notice to NUI. 

 
	
  

 	
  

 	
  

 
	
  

 	
 12.5

 	
 NUI shall pay
 Verizon for Transit Service that NUI originates at the rate specified in the
 Pricing Attachment, plus any additional charges or costs the receiving CLEC,
 ILEC, CMRS carrier, or other LEC, imposes or levies on Verizon for the
 delivery or termination of such traffic, including any Switched Exchange
 Access Service charges. 

 
	
  

 	
  

 	
  

 
	
  

 	
 12.6

 	
 Verizon will not
 provide Tandem Transit Traffic Service for Tandem Transit Traffic to be
 delivered to a CLEC, ILEC, CMRS carrier, or other LEC, if the volume of
 Tandem Transit Traffic to be delivered to that carrier exceeds one (1) DS1
 level volume of calls. 

 


74









	
  

 	
  

 	
  

 
	
  

 	
 12.7

 	
 If or when a third
 party carrier’s Central Office subtends a NUI Central Office, then NUI shall
 offer to Verizon a service arrangement equivalent to or the same as Tandem
 Transit Service provided by Verizon to NUI as defined in this Section 12 such
 that Verizon may terminate calls to a Central Office of a CLEC, ILEC, CMRS
 carrier, or other LEC, that subtends a NUI Central Office (“Reciprocal Tandem
 Transit Service”). NUI shall offer such Reciprocal Transit Service
 arrangements under terms and conditions no less favorable than those provided
 in this Section 12. 

 
	
  

 	
  

 	
  

 
	
  

 	
 12.8

 	
 Neither Party
 shall take any actions to prevent the other Party from entering into a direct
 and reciprocal traffic exchange agreement with any carrier to which it
 originates, or from which it terminates, traffic. 

 
	
  

 	
  

 	
  

 
	
 13.

 	
 Number
 Resources, Rate Center Areas and Routing Points 

 
	
  

 	
  

 	
  

 
	
  

 	
 13.1

 	
 Nothing in this
 Agreement shall be construed to limit or otherwise adversely affect in any
 manner either Party’s right to employ or to request and be assigned any
 Central Office Codes (“NXX”) pursuant to the Central Office Code Assignment
 Guidelines and any relevant FCC or Commission orders, as may be amended from time
 to time, or to establish, by Tariff or otherwise, Rate Center Areas and
 Routing Points corresponding to such NXX codes. 

 
	
  

 	
  

 	
  

 
	
  

 	
 13.2

 	
 It shall be the
 responsibility of each Party to program and update its own switches and
 network systems pursuant to information provided on ASRs as well as the LERG
 in order to recognize and route traffic to the other Party’s assigned NXX
 codes. Except as expressly set forth in this Agreement, neither Party shall
 impose any fees or charges whatsoever on the other Party for such activities.
 

 
	
  

 	
  

 	
  

 
	
  

 	
 13.3

 	
 Unless otherwise
 required by Commission order, the Rate Center Areas will be the same for each
 Party. During the term of this Agreement, NUI shall adopt the Rate Center
 Area and Rate Center Points that the Commission has approved for Verizon
 within the LATA and Tandem serving area. NUI shall assign whole NPA-NXX codes
 to each Rate Center Area unless otherwise ordered by the FCC, the Commission
 or another governmental entity of appropriate jurisdiction, or the LEC
 industry adopts alternative methods of utilizing NXXs. 

 
	
  

 	
  

 	
  

 
	
  

 	
 13.4

 	
 NUI will also
 designate a Routing Point for each assigned NXX code. NUI shall designate one
 location for each Rate Center Area in which the NUI has established NXX
 code(s) as the Routing Point for the NPA-NXXs associated with that Rate
 Center Area, and such Routing Point shall be within the same LATA as the Rate
 Center Area but not necessarily within the Rate Center Area itself. Unless
 specified otherwise, calls to subsequent NXXs of NUI will be routed in the
 same manner as calls to NUI’s initial NXXs. 

 
	
  

 	
  

 	
  

 
	
  

 	
 13.5

 	
 Notwithstanding
 anything to the contrary contained herein, nothing in this Agreement is
 intended, and nothing in this Agreement shall be construed, to in any way
 constrain NUI’s choices regarding the size of the local calling area(s) that
 NUI may establish for its Customers, which local calling areas may be larger
 than, smaller than, or identical to Verizon’s local calling areas. 

 
	
  

 	
  

 	
  

 
	
 14.

 	
 Joint
 Network Implementation and Grooming Process; and Installation, Maintenance,
 Testing and Repair 

 
	
  

 	
  

 	
  

 
	
  

 	
 14.1

 	
 Joint Network
 Implementation and Grooming Process. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Upon request of
 either Party, the Parties shall jointly develop an implementation and
 grooming process (the “Joint Grooming Process” or “Joint Process”) which

 



75









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 may define and
 detail, inter alia:

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 14.1.1

 	
 standards to ensure that Interconnection
 Trunks experience a grade of service, availability and quality which is
 comparable to that achieved on interoffice trunks within Verizon’s network
 and in accord with all appropriate relevant industry-accepted quality,
 reliability and availability standards. Except as otherwise stated in this
 Agreement, trunks provided by either Party for Interconnection services will
 be engineered using a design-blocking objective of B.01. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 14.1.2

 	
 the respective duties and responsibilities
 of the Parties with respect to the administration and maintenance of the
 trunk groups, including, but not limited to, standards and procedures for
 notification and discoveries of trunk disconnects; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 14.1.3

 	
 disaster recovery
 provision escalations; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 14.1.4

 	
 additional technically feasible and
 geographically relevant IP(s) in a LATA as provided in Section 2 of this
 Attachment; and 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 14.1.5

 	
 such other matters as the Parties may
 agree, including, e.g., End Office to End Office high usage trunks as good
 engineering practices may dictate. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 14.2

 	
 Installation,
 Maintenance, Testing and Repair. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Unless otherwise
 agreed in writing by the Parties, to the extent required by Applicable Law,
 Interconnection provided by a Party shall be equal in quality to that
 provided by such Party to itself, any subsidiary, affiliates or third party.
 If either Party is unable to fulfill its obligations under this Section 14.2,
 it shall notify the other Party of its inability to do so and will negotiate
 alternative intervals in good faith. The Parties agree that to the extent
 required by Applicable Law, the standards to be used by a Party for isolating
 and clearing any disconnections and/or other outages or troubles shall be at
 parity with standards used by such Party with respect to itself, any
 subsidiary, affiliate or third party.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 14.3

 	
 Forecasting
 Requirements for Trunk Provisioning. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Within ninety (90)
 days of executing this Agreement, NUI shall provide Verizon a two (2) year
 traffic forecast. This initial forecast will provide the amount of traffic to
 be delivered to and from Verizon over each of the Interconnection Trunk
 groups over the next eight (8) quarters. The forecast shall be updated and
 provided to Verizon on an as-needed basis but no less frequently than
 semiannually. All forecasts shall comply with the Verizon CLEC
 Interconnection Trunking Forecast Guide and shall include, at a minimum,
 Access Carrier Terminal Location (ACTL), traffic type (Reciprocal
 Compensation Traffic/Toll Traffic, Operator Services, 911, etc.), code
 (identifies trunk group), A location/Z location (CLLI codes for NUI-IPs and
 Verizon-IPs), interface type (e.g., DS1), and trunks in service each year
 (cumulative).

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 14.3.1

 	
 Initial Forecasts/Trunking Requirements. Because Verizon’s trunking
 requirements will, at least during an initial period, be dependent on the
 Customer segments and service segments within Customer segments to whom NUI
 decides to market its services, Verizon will be largely dependent on NUI to
 provide accurate trunk forecasts for both inbound (from Verizon) and outbound
 (to Verizon) traffic. Verizon will, as an initial matter, provide the same number
 of trunks to terminate 

 


76









	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 Reciprocal Compensation Traffic to NUI as
 NUI provides to terminate Reciprocal Compensation Traffic to Verizon. At
 Verizon’s discretion, when NUI expressly identifies particular situations
 that are expected to produce traffic that is substantially skewed in either
 the inbound or outbound direction, Verizon will provide the number of trunks
 NUI suggests; provided, however, that in all cases Verizon’s provision of the
 forecasted number of trunks to NUI is conditioned on the following: that such
 forecast is based on reasonable engineering criteria, there are no capacity
 constraints, and NUI’s previous forecasts have proven to be reliable and
 accurate.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 14.3.1.1

 	
 Monitoring and Adjusting Forecasts. Verizon
 will, for ninety (90) days, monitor traffic on each trunk group that it
 establishes at NUI’s suggestion or request pursuant to the procedures
 identified in Section 14.3 of this Attachment. At the end of such ninety-(90)
 day period, Verizon may disconnect trunks that, based on reasonable
 engineering criteria and capacity constraints, are not warranted by the
 actual traffic volume experienced. If, after such initial ninety (90) day
 period for a trunk group, Verizon determines that any trunks in the trunk
 group in excess of two (2) DS-1s are not warranted by actual traffic volumes
 (considering engineering criteria for busy Centium Call Second (Hundred Call
 Second) and blocking percentages), then Verizon may hold NUI financially
 responsible for the excess facilities. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 14.3.1.2

 	
 In subsequent periods, Verizon may also
 monitor traffic for ninety (90) days on additional trunk groups that NUI
 suggests or requests Verizon to establish. If, after any such (90) day
 period, Verizon determines that any trunks in the trunk group are not
 warranted by actual traffic volumes (considering engineering criteria for
 busy hour Centium Call Second (Hundred Call Second) and blocking
 percentages), then Verizon may hold NUI financially responsible for the
 excess facilities. At any time during the relevant ninety-(90) day period,
 NUI may request that Verizon disconnect trunks to meet a revised forecast. In
 such instances, Verizon may hold NUI financially responsible for the
 disconnected trunks retroactive to the start of the ninety (90) day period
 through the date such trunks are disconnected. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
 15.

 	
 Number
 Portability - Section 251(B)(2) 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 15.1

 	
 Scope. 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Parties shall
 provide Number Portability (NP) in accordance with rules and regulations as
 from time to time prescribed by the FCC.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 15.2

 	
 Procedures for
 Providing LNP (“Long-term Number Portability”). 

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Parties will
 follow the LNP provisioning process recommended by the North American
 Numbering Council (NANC) and adopted by the FCC. In addition, the Parties
 agree to follow the LNP ordering procedures established at the OBF. The
 Parties shall provide LNP on a reciprocal basis.

 
	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.2.1

 	
 A Customer of one Party (“Party A”) elects
 to become a Customer of the other Party (“Party B”). The Customer elects to
 utilize the original 

 


77









	
  

 	
  

 	
  

 
	
  

 	
  

 	
 telephone number(s) corresponding to the Telephone Exchange
 Service(s) it previously received from Party A, in conjunction with the
 Telephone Exchange Service(s) it will now receive from Party B. After Party B
 has received authorization from the Customer in accordance with Applicable
 Law and sends an LSR to Party A, Parties A and B will work together to port
 the Customer’s telephone number(s) from Party A’s network to Party B’s
 network.

 
	
  

 	
  

 	
  

 
	
  

 	
 15.2.2

 	
 When a telephone number is ported out of
 Party A’s network, Party A will remove any non-proprietary line based calling
 card(s) associated with the ported number(s) from its Line Information
 Database (LIDB). Reactivation of the line-based calling card in another LIDB,
 if desired, is the responsibility of Party B or Party B’s Customer. 

 
	
  

 	
  

 	
  

 
	
  

 	
 15.2.3

 	
 When a Customer of Party A ports their
 telephone numbers to Party B and the Customer has previously secured a
 reservation of line numbers from Party A for possible activation at a future
 point, these reserved but inactive numbers may be ported along with the
 active numbers to be ported provided the numbers have been reserved for the
 Customer. Party B may request that Party A port all reserved numbers assigned
 to the Customer or that Party A port only those numbers listed by Party B. As
 long as Party B maintains reserved but inactive numbers ported for the
 Customer, Party A shall not reassign those numbers. Party B shall not
 reassign the reserved numbers to another Customer. 

 
	
  

 	
  

 	
  

 
	
  

 	
 15.2.4

 	
 When a Customer of Party A ports their
 telephone numbers to Party B, in the process of porting the Customer’s
 telephone numbers, Party A shall implement the ten-digit trigger feature
 where it is available. When Party A receives the porting request, the
 unconditional trigger shall be applied to the Customer’s line before the due
 date of the porting activity. When the ten-digit unconditional trigger is not
 available, Party A and Party B must coordinate the disconnect activity. 

 
	
  

 	
  

 	
  

 
	
  

 	
 15.2.5

 	
 The Parties shall furnish each other with
 the Jurisdiction Information Parameter (JIP) in the Initial Address Message
 (IAM), containing a Local Exchange Routing Guide (LERG)-assigned NPA-NXX (6
 digits) identifying the originating switch on calls originating from LNP
 capable switches. 

 
	
  

 	
  

 	
  

 
	
  

 	
 15.2.6

 	
 Where LNP is commercially available, the
 NXXs in the office shall be defined as portable, except as noted in 15.2.7,
 and translations will be changed in the Parties’ switches to open those NXXs
 for database queries in all applicable LNP capable offices within the LATA of
 the given switch(es). On a prospective basis, all newly deployed switches
 will be equipped with LNP capability and so noted in the LERG. 

 
	
  

 	
  

 	
  

 
	
  

 	
 15.2.7

 	
 All NXXs assigned to LNP capable switches
 are to be designated as portable unless a NXX(s) has otherwise been
 designated as non-portable. Non-portable NXXs include NXX codes assigned to
 paging, cellular and wireless services; codes assigned for internal testing
 and official use and any other NXX codes required to be designated as
 non-portable by the rules and regulations of the FCC. NXX codes assigned to
 mass calling on a choked network may not be ported using LNP technology but
 are portable using methods established by the NANC and adopted by the FCC. On
 a prospective basis, newly assigned codes in switches capable of porting
 shall become

 


78









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 commercially available for porting with the effective date in the
 network.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.2.8

 	
 Both Parties’ use of LNP shall meet the
 performance criteria specified by the FCC. Both Parties will act as the
 default carrier for the other Party in the event that either Party is unable
 to perform the routing necessary for LNP. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 15.3

 	
 Procedures for
 Providing NP Through Full NXX Code Migration. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 Where a Party has
 activated an entire NXX for a single Customer, or activated at least eighty
 percent (80%) of an NXX for a single Customer, with the remaining numbers in
 that NXX either reserved for future use by that Customer or otherwise unused,
 if such Customer chooses to receive Telephone Exchange Service from the other
 Party, the first Party shall cooperate with the second Party to have the
 entire NXX reassigned in the LERG (and associated industry databases, routing
 tables, etc.) to an End Office operated by the second Party. Such transfer
 will be accomplished with appropriate coordination between the Parties and
 subject to appropriate industry lead times for movements of NXXs from one
 switch to another. Neither Party shall charge the other in connection with this
 coordinated transfer.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 15.4

 	
 Procedures for
 Providing INP (Interim Number Portability). 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Parties shall
 provide Interim Number Portability (INP) in accordance with rules and
 regulations prescribed from time to time by the FCC and state regulatory
 bodies, the Parties respective company procedures, and as set forth in this
 Section 15.4. The Parties shall provide INP on a reciprocal basis.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.4.1

 	
 In the event that either Party, Party B,
 wishes to serve a Customer currently served at an End Office of the other
 Party, Party A, and that End Office is not LNP-capable, Party A shall make
 INP available only where LNP is not commercially available or not required by
 FCC orders and regulations. INP will be provided by remote call forwarding (RCF)
 and/or direct inward dialing (DID) technology, which will forward terminating
 calls to Party B’s End Office. Party B shall provide Party A with an
 appropriate “forward-to” number. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.4.2

 	
 Prices for INP and formulas for sharing
 Terminating access revenues associated with INP shall be provided where
 applicable, upon request by either Party. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.4.3

 	
 Either Party wishing to use DID to provide
 for INP must request a dedicated trunk group from the End Office where the
 DID numbers are currently served to the new serving-End Office. If there are
 no existing facilities between the respective End Offices, the dedicated
 facilities and transport trunks will be provisioned as unbundled service
 through the ASR provisioning process. The requesting party will reroute the
 DID numbers to the pre-positioned trunk group using the LSR provisioning
 process. DID trunk rates are contained in the Parties’ respective tariffs. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.4.4

 	
 The Parties Agree that, per FCC 98-275,
 Paragraph 16, effective upon the date LNP is available at any End Office of
 one Party, Party A, providing INP for Customers of the other Party, Party B,
 no further orders will be accepted for new INP at that End Office. Orders for
 new INP received prior to that date, and change orders for existing INP,

 



79









	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
 shall be worked by Party A. Orders for new INP received by Party A on
 or after that date shall be rejected. Existing INP will be grandfathered,
 subject to Section 15.4.5 of this Attachment.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.4.5

 	
 In offices equipped with LNP prior to
 September 1, 1999 for former Bell Atlantic offices and October 1, 2000 for
 former GTE offices, the Parties agree to work together to convert all
 existing INP-served Customers to LNP by December 31, 2000 in accordance with
 a mutually agreed to conversion process and schedule. If mutually agreed to
 by the Parties, the conversion period may be extended one time by no more
 than 90 days from December 31, 2000. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.4.6

 	
 Upon availability of LNP after October 1,
 2000 at an End Office of either Party, both Parties agree to work together to
 convert the existing INP-served Customers to LNP by no later than 90 days
 from the date of LNP availability unless otherwise agreed to by the Parties. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.4.7

 	
 When, through no fault of Verizon’s, all
 INP has not been converted to LNP at the end of the agreed to conversion
 period, then the remaining INPs will be changed to a functionally equivalent
 tariff service and billed to NUI at the tariff rate(s) for the subject
 jurisdiction. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 15.5

 	
 Procedures for LNP
 Request. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 The Parties shall
 provide for the requesting of End Office LNP capability on a reciprocal basis
 through a written request. The Parties acknowledge that Verizon has deployed
 LNP throughout its network in compliance with FCC 96-286 and other applicable
 FCC Regulations.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.5.1

 	
 If Party B desires to have LNP capability
 deployed in an End Office of Party A, which is not currently capable, Party B
 shall issue a LNP request to Party A. Party A will respond to the Party B, within
 ten (10) days of receipt of the request, with a date for which LNP will be
 available in the requested End Office. Party A shall proceed to provide for
 LNP in compliance with the procedures and timelines set forth in FCC 96-286,
 Paragraph 80, and FCC 97-74, Paragraphs 65 through 67. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 15.5.2

 	
 The Parties acknowledge that each can
 determine the LNP-capable End Offices of the other through the Local Exchange
 Routing Guide (LERG). In addition the Parties shall make information
 available upon request showing their respective LNP-capable End Offices, as
 set forth in this Section 15.5. 

 


80





RESALE ATTACHMENT


	
  

 	
  

 	
  

 	
  

 
	
 1.

 	
 General
 

 
	
  

 	
  

 
	
  

 	
 Verizon shall
 provide to NUI, in accordance with this Agreement (including, but not limited
 to, Verizon’s applicable Tariffs) and the requirements of Applicable Law,
 Verizon’s Telecommunications Services for resale by NUI; provided, that
 notwithstanding any other provision of this Agreement, Verizon shall be
 obligated to provide Telecommunications Services to NUI only to the extent
 required by Applicable Law and may decline to provide a Telecommunications
 Service to NUI to the extent that provision of such Telecommunications
 Service is not required by Applicable Law.

 
	
  

 	
  

 	
  

 	
  

 
	
 2.

 	
 Use
 of Verizon Telecommunications Services 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.1

 	
 Verizon
 Telecommunications Services may be purchased by NUI under this Resale
 Attachment only for the purpose of resale by NUI as a Telecommunications
 Carrier. Verizon Telecommunications Services to be purchased by NUI for other
 purposes (including, but not limited to, NUI’s own use) must be purchased by
 NUI pursuant to other applicable Attachments to this Agreement (if any), or
 separate written agreements, including, but not limited to, applicable
 Verizon Tariffs. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.2

 	
 NUI shall not
 resell: 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.1

 	
 Residential
 service to persons not eligible to subscribe to such service from Verizon
 (including, but not limited to, business or other nonresidential Customers); 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.2

 	
 Lifeline, Link Up America, or other
 means-tested service offerings, to persons not eligible to subscribe to such
 service offerings from Verizon; 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.3

 	
 Grandfathered or discontinued service
 offerings to persons not eligible to subscribe to such service offerings from
 Verizon; or 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.4

 	
 Any other Verizon service in violation of a
 restriction stated in this Agreement (including, but not limited to, a
 Verizon Tariff) that is not prohibited by Applicable Law. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.5

 	
 In addition to any other actions taken by
 NUI to comply with this Section 2.2, NUI shall take those actions required by
 Applicable Law to determine the eligibility of NUI Customers to purchase a
 service, including, but not limited to, obtaining any proof or certification
 of eligibility to purchase Lifeline, Link Up America, or other means-tested
 services, required by Applicable Law. NUI shall indemnify Verizon from any
 Claims resulting from NUI’s failure to take such actions required by
 Applicable Law. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 2.2.6

 	
 Verizon may perform audits to confirm NUI’s
 conformity to the provisions of this Section 2.2. Such audits may be
 performed twice per calendar year and shall be performed in accordance with
 Section 7 of the General Terms and Conditions. 

 


81









	
  

 	
  

 	
  

 	
  

 
	
  

 	
 2.3

 	
 NUI shall be
 subject to the same limitations that Verizon’s Customers are subject to with
 respect to any Telecommunications Service that Verizon grandfathers or
 discontinues offering. Without limiting the foregoing, except to the extent
 that Verizon follows a different practice for Verizon Customers in regard to
 a grandfathered Telecommunications Service, such grandfathered
 Telecommunications Service: (a) shall be available only to a Customer that
 already has such Telecommunications Service; (b) may not be moved to a new
 service location; and (c) will be furnished only to the extent that
 facilities continue to be available to provide such Telecommunications
 Service. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.4

 	
 NUI shall not be
 eligible to participate in any Verizon plan or program under which Verizon
 Customers may obtain products or services, which are not Verizon Telecommunications
 Services, in return for trying, agreeing to purchase, purchasing, or using
 Verizon Telecommunications Services. 

 
	
  

 	
  

 	
  

 
	
  

 	
 2.5

 	
 In accordance with
 47 CFR § 51.617(b), Verizon shall be entitled to all charges for Verizon
 Exchange Access services used by interexchange carriers to provide service to
 NUI Customers. 

 
	
  

 	
  

 	
  

 
	
 3.

 	
 Availability
 of Verizon Telecommunications Services 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.1

 	
 Verizon will
 provide a Verizon Telecommunications Service to NUI for resale pursuant to
 this Attachment where and to the same extent, but only where and to the same
 extent that such Verizon Telecommunications Service is provided to Verizon’s
 Customers. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.2

 	
 Except as
 otherwise required by Applicable Law, subject to Section 3.1 of this
 Attachment, Verizon shall have the right to add, modify, grandfather,
 discontinue or withdraw Verizon Telecommunications Services at any time,
 without the consent of NUI. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 3.3

 	
 To the extent
 required by Applicable Law, the Verizon Telecommunications Services to be
 provided to NUI for resale pursuant to this Attachment will include a Verizon
 Telecommunications Service customer-specific contract service arrangement
 (“CSA”) (such as a customer specific pricing arrangement or individual case
 based pricing arrangement) that Verizon is providing to a Verizon Customer at
 the time the CSA is requested by NUI. 

 
	
  

 	
  

 	
  

 	
  

 
	
 4.

 	
 Responsibility
 for Charges 

 
	
  

 	
  

 
	
  

 	
 NUI shall be
 responsible for and pay all charges for any Verizon Telecommunications
 Services provided by Verizon pursuant to this Resale Attachment.

 
	
  

 	
  

 
	
 5.

 	
 Operations
 Matters 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.1

 	
 Facilities. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.1.1

 	
 Verizon and
 its suppliers shall retain all of their right, title and interest in all
 facilities, equipment, software, information, and wiring used to provide
 Verizon Telecommunications Services. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.1.2

 	
 Verizon shall have access at all reasonable
 times to NUI Customer locations for the purpose of installing, inspecting,
 maintaining, repairing, and removing, facilities, equipment, software, and
 wiring used to provide the Verizon Telecommunications Services. NUI shall, at
 NUI’s expense, obtain any rights and authorizations necessary for such
 access.

 


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 5.1.3

 	
 Except as
 otherwise agreed to in writing by Verizon, Verizon shall not be responsible
 for the installation, inspection, repair, maintenance, or removal of
 facilities, equipment, software, or wiring provided by NUI or NUI Customers
 for use with Verizon Telecommunications Services. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 5.2

 	
 Branding. 

 
	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.2.1

 	
 Except as stated in Section 5.2.2 of this
 Attachment, in providing Verizon Telecommunications Services to NUI, Verizon
 shall have the right (but not the obligation) to identify the Verizon
 Telecommunications Services with Verizon’s trade names, trademarks and
 service marks (“Verizon Marks”), to the same extent that these Services are
 identified with Verizon’s Marks when they are provided to Verizon’s
 Customers. Any such identification of Verizon’s Telecommunications Services
 shall not constitute the grant of a license or other right to NUI to use
 Verizon’s Marks. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.2.2

 	
 To the extent required by Applicable Law,
 upon request by NUI and at prices, terms and conditions to be negotiated by
 NUI and Verizon, Verizon shall provide Verizon Telecommunications Services
 for resale that are identified by NUI’s trade name, or that are not
 identified by trade name, trademark or service mark. 

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
 5.2.3

 	
 If Verizon uses a third-party contractor to
 provide Verizon Operator Services or Verizon Directory Assistance Services,
 NUI will be responsible for entering into a direct contractual arrangement
 with the third-party contractor at NUI’s expense (a) to obtain identification
 of Verizon Operator Services or Verizon Directory Assistance Services
 purchased by NUI for resale with NUI’s trade name, or (b) to obtain removal
 of Verizon Marks from Verizon Operator Services or Verizon Directory
 Assistance Services purchased by NUI for resale. 

 
	
  

 	
  

 	
  

 	
  

 
	
 6.

 	
 Rates
 and Charges 

 
	
  

 	
  

 
	
  

 	
 The rates and
 charges for Verizon Telecommunication Services purchased by NUI for resale
 pursuant to this Attachment shall be as provided in this Attachment and the
 Pricing Attachment.

 


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