Exhibit 10.13


 


COMMERCIAL AGREEMENT


 


between


 


Illinois Bell Telephone Company d/b/a AT&T Illinois,

Indiana Bell Telephone Company Incorporated d/b/a AT&T Indiana,

Michigan Bell Telephone Company d/b/a AT&T Michigan,

Nevada Bell Telephone Company d/b/a AT&T Nevada,

The Ohio Bell Telephone Company d/b/a AT&T Ohio,

Pacific Bell Telephone Company d/b/a AT&T California,

The Southern New England Telephone Company d/b/a AT&T Connecticut,

Southwestern Bell Telephone, L.P. d/b/a AT&T Arkansas,

AT&T Kansas, AT&T Missouri, AT&T Oklahoma and/or AT&T Texas,

Wisconsin Bell, Inc. d/b/a AT&T Wisconsin


 


and


 


McLeodUSA Telecommunications Services, Inc.


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION
  NUMBER

  
	
  INTRODUCTION

  	
   

  	
  1

  
	
  GENERAL
  DEFINITIONS APPLICABLE TO THE AGREEMENT (INCLUDING THE ATTACHMENTS)

  	
   

  	
  2

  
	
  PRICING

  	
   

  	
  3

  
	
  REUSE OF
  FACILITIES

  	
   

  	
  4

  
	
  TECHNOLOGY
  EVOLUTION

  	
   

  	
  5

  
	
  TERMINATION

  	
   

  	
  6

  
	
  BRANDING

  	
   

  	
  7

  
	
  FORCE
  MAJEURE

  	
   

  	
  8

  
	
  GOVERNING
  LAW

  	
   

  	
  9

  
	
  LIMITATION
  OF LIABILITY/INDEMNITY

  	
   

  	
  10

  
	
  BILLING
  AND PAYMENT OF RATES AND CHARGES AND BILLING DISPUTES

  	
   

  	
  11

  
	
  DISPUTE
  RESOLUTION

  	
   

  	
  12

  
	
  NONDISCLOSURE

  	
   

  	
  13

  
	
  PUBLICITY

  	
   

  	
  14

  
	
  ASSIGNMENT

  	
   

  	
  15

  
	
  NOTICES

  	
   

  	
  16

  
	
  THIRD
  PARTY BENEFICIARIES

  	
   

  	
  17

  
	
  TAXES

  	
   

  	
  18

  
	
  EFFECTIVE
  DATE, TERM, EXPIRATION AND TERMINATION

  	
   

  	
  19

  
	
  WAIVER

  	
   

  	
  20

  
	
  DISCLAIMER
  OF WARRANTIES

  	
   

  	
  21

  
	
  RELATIONSHIP
  OF THE PARTIES

  	
   

  	
  22

  
	
  FILING OF
  AGREEMENT; GOVERNMENTAL REQUIREMENT

  	
   

  	
  23

  
	
  AMENDMENTS
  AND MODIFICATIONS

  	
   

  	
  24

  
	
  INTERPRETATION/JOINT
  WORK PRODUCT

  	
   

  	
  25

  
	
  NO
  LICENSE

  	
   

  	
  26

  
	
  INTELLECTUAL
  PROPERTY

  	
   

  	
  27

  
	
  COMPLIANCE
  AND CERTIFICATION

  	
   

  	
  28

  
	
  NETWORK MAINTENANCE
  AND MANAGEMENT

  	
   

  	
  29

  
	
  CUSTOMER
  INQUIRIES/END USER NOTICES

  	
   

  	
  30

  
	
  INSURANCE

  	
   

  	
  31

  
	
  SEVERABILITY

  	
   

  	
  32

  
	
  SURVIVAL

  	
   

  	
  33

  
	
  AUTHORITY

  	
   

  	
  34

  



 


2

















 


	
  COUNTERPARTS

  	
   

  	
  35

  
	
  ENTIRE AGREEMENT

  	
   

  	
  36

  



 


3

















 


COMMERCIAL AGREEMENT

GENERAL TERMS AND CONDITIONS


 


This Agreement is entered
into by and between McLeodUSA Telecommunications Services, Inc. (“McLeodUSA”)
(hereinafter referred to as “CARRIER” or “CLEC”) and AT&T-13STATE (as defined herein)
(collectively, the “Parties”; each, a “Party”).


 


1.                   INTRODUCTION


 


1.1                 This
Agreement sets forth the rates, terms and conditions under which AT&T-13STATE agrees to provide CARRIER
certain non-251/252 telecommunications-related products and/or services. The
Parties acknowledge and agree that, except as may be expressly set forth in a
specific Attachment hereto and then for that Attachment only, the provisions
set forth in this Agreement are not subject to and/or required by the
Communications Act of 1934, as amended, (“Act”) including without limitation,
Sections 251/252 of the Telecommunications Act of 1996 and any regulation or
rule of the FCC or any state commission, and are not subject to negotiation
and/or arbitration under Section 252 of the Act unless both Parties otherwise
voluntarily agree in a writing signed by both Parties. Notwithstanding any
other provision in this Agreement or any Attachment, nothing in this Agreement
is intended to and has the effect of modifying any term or condition of any
Interconnection Agreement between any AT&T-13STATE
entity and CARRIER. All disputes that arise under this Agreement shall be
resolved solely pursuant to the Dispute Resolution provisions of this
Agreement.


 


1.2                 The products and/or services available under
this Agreement are set forth in the following Attachments (which are attached
and incorporated herein), and are subject to the provisions of this Agreement. All
of the provisions in this Agreement (including all Attachments, appendices,
exhibits, schedules, and addenda hereto) are integrally related and
non-severable. In the event of any inconsistency or conflict between this
Agreement (ignoring the Attachments) and an Attachment, the Attachment shall
control but only to the extent of such inconsistency or conflict.


 


1.2.1            Attachment Local Wholesale Complete, Appendix
LWC 800, Appendix LWC Alternately Billed Services “ABS”, Appendix LWC LIDB
& CNAM – SMS, Appendix LWC LIDB & CNAM – Query, Appendix LWC OSS,
Appendix LWC 911/E911, Appendix LWC Basic Analog Switching Functionality and
Non-Dedicated Transport, Appendix LWC DUF , Appendix LWC Service Assurance
Plan, Attachment 1-Service Assurance Business Rules to Appendix LWC Service
Assurance Plan, Appendix LWC Operator Services and Directory Assistance (OS/DA),
Appendix LWC Local Number Portability and LWC Pricing Schedule.


 


1.3                 This Agreement is applicable to and binding
upon both Parties in the states of California, Nevada, Texas, Missouri,
Oklahoma, Kansas, Arkansas, Illinois, Wisconsin, Michigan, Indiana, Ohio, and
Connecticut, and only applies within the Service Areas (as defined below).


 


1.4                 The facilities used by AT&T-13STATE to provide the
products and/or services hereunder shall remain the property of AT&T-13STATE.


 


1.5                 Except as may be expressly set herein forth
or in an attachment hereto (terms in attachments apply to that specific
attachment only), the Parties understand and agree that no performance measures
and remedies, including without limitation, any wholesale service quality
standards, liquidated damages, and remedies, shall apply to the products and/or
services under this Agreement. The Parties agree that the products and/or
services under this Agreement are not subject to any AT&T-13STATE change management
processes (often referred to as “CMP”), except that changes to systems and
processes that are common to both the services and/or products hereunder and
other AT&T-13STATE
offerings that are subject to any change management process, shall continue to
be subject to such process.


 


4

















 


2.                   GENERAL
DEFINITIONS APPLICABLE TO THE AGREEMENT (INCLUDING THE ATTACHMENTS)


 


2.1                 “AT&T
CALIFORNIA” means Pacific Bell Telephone Company d/b/a AT&T
California.


 


2.2                 “AT&T
CONNECTICUT” means The Southern New England Telephone Company
d/b/a AT&T Connecticut.


 


2.3                 “AT&T
MIDWEST REGION 5-STATE” means Illinois Bell Telephone Company
d/b/a AT&T Illinois, Indiana Bell
Telephone Company Incorporated d/b/a AT&T Indiana, Michigan Bell Telephone
Company d/b/a AT&T Michigan, The Ohio Bell Telephone Company d/b/a AT&T
Ohio, and/or Wisconsin Bell, Inc. d/b/a AT&T Wisconsin.


 


2.4                 “AT&T
NEVADA” means Nevada Bell Telephone Company d/b/a AT&T
Nevada.


 


2.5                 “AT&T
OKLAHOMA” means Southwestern Bell Telephone, L.P. d/b/a AT&T
Oklahoma.


 


2.6                 “AT&T
SOUTHWEST REGION 5-STATE” means Southwestern Bell Telephone,
L.P. d/b/a AT&T Arkansas, AT&T
Kansas, AT&T Missouri, AT&T Oklahoma and/or AT&T Texas in Arkansas,
Kansas, Missouri, Oklahoma, and/or Texas, respectively.


 


2.7                 “AT&T-2STATE”
means AT&T CALIFORNIA
and AT&T NEVADA.


 


2.8                 “AT&T-8STATE”
means AT&T SOUTHWEST REGION 5-STATE,
AT&T CALIFORNIA, AT&T NEVADA, and  AT&T CONNECTICUT.


 


2.9                 “AT&T-13STATE”
means AT&T-2STATE, AT&T SOUTHWEST REGION 5-STATE, AT&T MIDWEST REGION 5-STATE, and AT&T CONNECTICUT.


 


2.10              “Act”
means the federal Communications Act of 1934, as amended, including without
limitation by the federal Telecommunications Act of 1996, Public Law 104-104,
110 Stat. 56 (1996).


 


2.11              “Affiliate”
means a person that (directly or indirectly) owns or controls, is owned or
controlled by, or is under common ownership or control with, another person. For
purposes of this definition, the term “own” means to own an equity interest (or
the equivalent thereof) of more than ten (10) percent.


 


2.12              “Business
Day” means Monday through Friday, excluding holidays on which the
applicable AT&T-13STATE
ILEC does not provision new orders for retail telecommunications services. The
use of only “day” in this Agreement refers to a calendar day.


 


2.13              “Intellectual
Property” means copyrights, patents, trademarks, service marks,
trade secrets, mask works and all other intellectual property rights.


 


2.14              “Service
Area” means a geographic area in which AT&T-13STATE then serves as the incumbent local
exchange carrier.


 


3.                   PRICING


 


3.1                 The rates which shall apply under this
Agreement are set forth in the various pricing schedules to this Agreement,
which are incorporated herein by this reference.


 


3.2                 Where rates are shown as monthly, a month
will be defined as a calendar month. The minimum term for each product and/or
service purchased hereunder will be one (1) month. After that initial month,
billing will be on the basis of whole or fractional months used.


 


4.                   REUSE
OF FACILITIES


 


4.1                 Each Party will abide by any applicable federal
and state laws and regulations in obtaining end user authorization prior to
changing an end user customer’s provider of services and/or products made
available through use of the services and/or products provided under this
Agreement or like-services and in assuming responsibility for any charges that
may apply to the extent the FCC’s rules regarding Subscriber Carrier Selection
Changes (47 C.F.R. §§ 64.1100 through 64.1170) or any state regulation applies
to the changing of an end user customer’s provider of services and/or products
made available through use of the services and/or products provided under this
Agreement or like-services.


 


5

















 


4.2                 When an end user changes or withdraws
authorization from its carrier, each Party shall immediately release end
user-specific facilities belonging to or possessed by AT&T-13STATE in accordance with the
end user customer’s direction or that of the end user customer’s authorized
agent. Further, when an end user customer abandons its premise (that is, its
place of business or domicile), AT&T-13STATE
is free to reclaim the end user-specific facilities, and is free to issue
service orders required to reclaim such facilities. In either situation, and to
the extent that AT&T-STATE  does
not already have such information in its possession, CARRIER shall promptly
provide AT&T-13STATE,
upon its request with all information necessary for AT&T-13STATE to reclaim or reuse
the facilities, including, but not limited to the circuit ID of the affected
facility.


 


4.3                 The Parties agree to the re-use of existing
network facilities when a customer (including without limitation an end user
customer) changes its provider of service being provided by those existing
facilities, and those existing network facilities that are available for use
for providing the services and/or products provided under this Agreement.


 


5.                   TECHNOLOGY
EVOLUTION


 


5.1                 Nothing in this Agreement shall constrain or
otherwise limit AT&T-13STATE
from continuing to evolve and otherwise modify its networks by, for example,
deploying new and different technologies and altering the manner in which
products and/or services are provided, including without limitation the
products and/or services provided for in the Attachments, AT&T-13STATE shall retain the right
to deliver those products and/or services, including without limitation local
exchange service, over the technologies and in the manner that AT&T-13STATE chooses subject to
applicable law. This Section does not affect the application of 47 U.S.C. §
51.319(a)(3)(iii) and FCC orders on that rule.


 


5.1.1            AT&T-13STATE shall provide notice prior to evolving or
otherwise modifying its networks such that any product, service or other
offering provided under this Agreement will no longer be available in a Service
Area, or if such product/service/offering will no longer be available when such
product/service/offering had been or was being provided even though AT&T-13STATE was not obligated to
provide it (in either situation, an “Affected Area”). By way of example only,
if AT&T-13STATE is
providing AT&T Local Wholesale CompleteTM under this Agreement, “Basic
Analog Switching Functionality”
might become unavailable with the retirement of an existing circuit switch. Such
notice shall be provided via the public notice requirements of 47 C.F.R. §
51.325et seq. or, if not given thereunder, by providing at least 120 days’
notice before implementation. CARRIER shall discontinue using such
product/service/offering in the Affected Area by the end of such applicable
notice period.


 


6.                   TERMINATION


 


6.1                 Notwithstanding anything to the contrary in
this Agreement, upon violation of any conditions governing the furnishing of
products and/or services under this Agreement, AT&T-13STATE may, without incurring any liability,
discontinue furnishing products and/or services under this Agreement (“termination”)
upon proper notice as provided for in Section 16 below. If CARRIER disputes the
violation, it shall notify AT&T-13STATE
in writing within fourteen (14) days of receipt of notice from AT&T-13STATE  and the dispute shall
be resolved between the Parties pursuant to Section 11 below (as to billing
disputes) and Section 12 below. If CARRIER does not dispute the violation,
CARRIER shall correct the violation and notify AT&T-13STATE in writing that the violation has been
corrected prior to expiration of the thirty (30) day notice and cure period or
as otherwise agreed by the Parties. Following any such termination under this
Section 6, neither Party shall have any further obligations under this
Agreement (except for those obligations set forth in Sections 19.6 and 19.7
below). In the case of termination, all applicable charges, including without
limitation outstanding charges, interest charges, late payment fees and termination
charges shall become due. At its option, AT&T-13STATE
may net amounts owed by CARRIER against funds which otherwise might be due to
CARRIER from AT&T-13STATE
under this or any other agreement between the Parties. If AT&T-13STATE does not terminate the
provision of the products and/or services on the date specified in the thirty
(30) days’ notice and CARRIER’s noncompliance continues, nothing contained
herein shall


 


6

















 


preclude AT&T-13STATE’s right to terminate
the provision of the products and/or services to CARRIER without further
notice.


 


7.                   BRANDING


 


7.1                 Except where otherwise required by law or as
expressly permitted by this Agreement (including without limitation any
Attachment), CARRIER shall not, without AT&T-13STATE’s
written authorization, (i) offer products and/or services using the trademarks,
service marks, trade names, brand names, logos, insignia, symbols or decorative
designs of AT&T-13STATE
or its Affiliates, or (ii) state or imply that there is any joint business
association or similar arrangement with AT&T-13STATE
or its Affiliates in the provision of products and/or services to CARRIER’s own
customers (including without limitation its end user customers). CARRIER may
brand products and/or services included in this Agreement with its own brand
name, but AT&T-13STATE
will not provide for CARRIER branding of those products and/or services.


 


7.2                 AT&T-13STATE shall not be obligated by this Agreement to
provide CARRIER with branding of any kind including, but not limited to,
technician apparel, vehicles, or forms; nor shall the AT&T-13STATE  technicians carry and
provide to CARRIER’s customers (including, without limitation, its end user
customers), CARRIER-specific branded business cards or other printed materials.


 


8.                   FORCE
MAJEURE


 


8.1                 AT&T-13STATE shall not be responsible for delays or
failures in performance resulting from acts or occurrences beyond AT&T-13STATE’s reasonable control,
regardless of whether such delays or failures in performance were foreseen or
foreseeable, including, without limitation: fire, explosion, power failure,
power blackouts/brownouts, cable cuts, embargoes, epidemics, nuclear accidents,
acts of God, acts of nature, unusually severe weather conditions, acts of civil
or military authority, war, terrorist acts, riots, insurrection, revolution,
civil commotion, or acts of public enemies; any law, order, regulation,
ordinance or requirement of any government or legal body; or labor unrest,
including, without limitation, strikes, slowdowns, picketing or boycotts; or
delays caused by CARRIER or by other service or equipment vendors; or any other
circumstances beyond AT&T-13STATE’s
reasonable control. AT&T-13STATE
will give prompt notice to CARRIER
when an event, as listed above, has occurred. When possible, the notice will
identify the area(s) that is(are) affected by the event and the approximate
time frame within which the event occurred and if known, the approximate date
it is anticipated the event will conclude. When possible, AT&T-13STATE will provide
reasonable updates concerning the event and will provide notification to
CARRIER when the event will be or has completed and all affected areas are
anticipated to return to business as usual. AT&T-13STATE has a duty to use commercially reasonable
efforts to resolve the Force Majeure and reinstate services to CLEC.


 


9.                   GOVERNING
LAW


 


9.1                 Unless otherwise provided by applicable law,
this Agreement shall be governed by and construed in accordance with the laws
of the AT&T-13STATE
State in which the product(s) and/or service(s) at issue were provided, and, if agreement cannot be reached upon
which state law applies, or if the issues involve the provision of product(s)
and/or service(s) in multiple states, the laws of the State of Texas shall
apply, without regard to conflict in law principles of the applicable state’s
law.


 


10.                LIMITATON OF
LIABILITY/INDEMNITY


 


10.1              LIMITATION OF LIABILITY


 


10.1.1         Except for indemnity obligations expressly set forth herein or as
otherwise expressly provided in specific Attachments, to the maximum extent
permitted by applicable law each Party’s liability to the other Party (and its
Affiliates and their respective officers, directors, employees, agents, and
other representatives) for any and all losses, costs (including court costs),
claims, damages (including fines, penalties, and criminal or civil judgments
and settlements), injuries, liabilities and expenses (including attorneys’
fees) (“Loss” or “Losses”) relating to or arising out of such Party’s
performance under this Agreement and any and all dealings and arrangements
between the Parties relating to the


 


7

















 


products and/or services
hereunder (but excluding any Loss(es) relating to or arising out of any AT&T-13STATE tariffs and products
purchased by CARRIER from AT&T-13STATE
tariffs, which shall be governed exclusively by such tariffs) (“Commercial Relationship”),
including any negligent act or omission (whether willful or inadvertent),
whether in contract, tort or otherwise, including alleged breaches of this
Agreement and causes of action alleged to arise from allegations that breach
this Agreement also constitute a violation of a statute, shall not exceed in
total the amount AT&T-13STATE
or CARRIER has charged or would have charged to the other Party for the
affected products and/or services that was not performed or was improperly
performed (not to exceed the billings between the Parties for such affected
products and/or services for the month or months in which the condition
occurred, but not be exceed twelve (12) months in any event). To the maximum
extent permitted by applicable law, neither CARRIER nor AT&T-13STATE shall be liable to the
other Party for any indirect, incidental, reliance, special, consequential,
punitive, exemplary, or multiple damages (including without limitation for any
lost business opportunity/profits) suffered by the other Party, regardless of
the form of action, whether in contract, warranty, strict liability, tort or otherwise,
including negligence of any kind, whether active or passive (and including
alleged breaches of this Agreement and causes of action alleged to arise from
allegations that breach of this Agreement constitutes a violation of a
statute), and regardless of whether the Parties knew or had been advised of the
possibility that such damages could result in connection with or arising from
anything said, omitted, or done hereunder or related hereto, including willful
acts or omissions; provided that the foregoing shall not limit a Party’s
obligation under Section 10.1.2 to indemnify, defend, and hold the other Party
harmless against any amounts payable to a third party, including any Losses,
and indirect, incidental, reliance, special, consequential, punitive,
exemplary, or multiple damages (including without limitation for any lost
business opportunity/profits) of such third party, subject to Section 10.1.3
below; provided, however, nothing in this Section 10.1.1 shall impose indemnity
obligations on a Party for any Losses or indirect, incidental, reliance,
special, consequential, punitive, exemplary, or multiple damages (including
without limitation for any lost business opportunity/profits) suffered by that
Party’s customers (including without limitation its end user customers) in
connection with any affected products and/or services. Rather, each Party (“Indemnifying
Party”) hereby releases and holds harmless the other Party (“Indemnitee”) and
Indemnitee’s Affiliates (and their respective officers, directors, employees,
agents, and other representatives) against any Loss or claim made by or through
the Indemnifying Party’s customers (including without limitation its end user
customers).


 


10.1.2         Except as otherwise expressly provided in specific Attachments, in the
case of any Loss alleged or claimed by a third party to have arisen out of the
gross negligence or willful misconduct of any Party, each Party shall bear, and
its obligation shall be limited to, that portion (as mutually agreed to by the
Parties or as otherwise established) of the resulting expense caused by its own
gross negligence or willful misconduct or that of its officers, directors,
employees, agents, contractors, or others acting in aid or concert with it.


 


10.1.3         A Party may, in its sole discretion, provide in its tariffs and
contracts with its customers (including without limitation its end user
customers) or third parties that relate to any products and/or services
provided or contemplated by this Agreement that, to the maximum extent permitted
by applicable law, such Party shall not be liable to such customer or third
party for (i) any Loss relating to or arising out of this Agreement, whether in
contract, tort or otherwise, that exceeds the amount such Party would have
charged such customer or third party for the products and/or services that gave
rise to such Loss and (ii) any indirect, incidental, reliance, special,
consequential, punitive, exemplary, or multiple damages (including without
limitation for any lost business opportunity/profits). If a Party elects not to
place in its tariffs or contracts such limitation(s) of liability, and the
other Party incurs a Loss as a result thereof, the first Party shall indemnify
and reimburse the other Party for that portion of the Loss that would have been
limited had the first Party included in its tariffs and contracts the
limitation(s) of liability described in this Section 10.1.3.


 


8

















 


10.1.4         AT&T-13STATE (and its Affiliates and their respective
officers, directors, employees, agents, and other representatives) shall not be
liable for damages to a customer’s premises (including without limitation the
premises of its end user customers) resulting from the furnishing of any
products and/or services hereunder including, if applicable, the installation
and removal of equipment and associated wiring, unless the damage is caused by AT&T-13STATE’s gross negligence or
willful misconduct, subject to Section 10.1.5 below.


 


10.1.5         NOTWITHSTANDING ANYTHING TO
THE CONTRARY IN THIS AGREEMENT, THE PARTIES VOLUNTARILY AGREE, AFTER
CONSULTATION WITH THEIR RESPECTIVE COUNSEL, THAT THE RIGHTS AND REMEDIES AS
STATED IN THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, DISPUTE RESOLUTION,
SECTION 12, OF THIS AGREEMENT (AS TO THE SUBJECT-MATTER OF THIS AGREEMENT) ARE
THE SOLE AND EXCLUSIVE REMEDIES AVAILABLE TO EITHER PARTY WITH RESPECT TO ANY
CLAIMS, LOSS(ES) AND DISPUTES ARISING OUT OF OR RELATING TO THIS AGREEMENT AND
ALL DEALINGS, ARRANGEMENTS, NEGOTIATIONS, AND/OR COMMUNICATIONS BETWEEN THE
PARTIES RELATING TO THE COMMERCIAL RELATIONSHIP, INCLUDING SUCH MATTERS WITH
RESPECT TO ACTUAL OR POTENTIAL WHOLESALE TERMS AND CONDITIONS APPLICABLE TO ANY
AREA WITHIN THE DOMESTIC UNITED STATES IN WHICH AT&T-13STATE
OPERATES (BUT EXCLUDING ANY CLAIMS, LOSS(ES) AND DISPUTES RELATING TO OR
ARISING OUT OF ANY AT&T-13STATE TARIFFS, WHICH SHALL BE GOVERNED
EXCLUSIVELY BY SUCH
TARIFFS), AND ARE IN LIEU OF ANY OTHER RIGHTS OR REMEDIES THAT A PARTY MAY
POSSESS PURSUANT TO STATUTE, OR AT COMMON LAW OR IN EQUITY.


 


10.2              INDEMNITY


 


10.2.1         Responsibility of Each Party
for its Services: Except as
otherwise expressly provided in this Agreement (including without limitation in
a product/service-specific Attachment), each Party shall be responsible only for
the products and/or services which are provided by such Party, its agents,
contractors, subcontractors, or others retained by such Party, and neither
Party shall bear any responsibility for the products and/or services provided
by the other Party, its agents, contractors, subcontractors, or others retained
by such other Party.


 


10.2.2         Claims of Loss by Third
Party(ies):  Except as otherwise expressly provided in
this Agreement (including without limitation in a product/service-specific
Attachment) and subject to Section 10.1, Limitation of Liability above, and to
the extent not prohibited by applicable law and not otherwise controlled by
tariff, each Party (the “Indemnifying Party”) shall release, defend and
indemnify the other Party (the “Indemnified Party”) and hold such Indemnified
Party harmless against any Losses to a third party arising out of the gross
negligence, recklessness, or willful misconduct (“Fault”) of such Indemnifying
Party, its officers, directors, employees, agents, its customers (including
without limitation its end user customers), contractors, or others retained by
the Indemnifying Party, in connection with the Indemnifying Party’s provision
of products and/or services and performance under this Agreement and the
Commercial Relationship; provided, however, that (i) with respect to employees
or agents of the Indemnifying Party, such Fault occurs while performing within
the scope of their employment or agency, respectively, (ii) with respect to
subcontractors of the Indemnifying Party, such Fault occurs in the course of
performing duties of the subcontractor under its subcontract with the
Indemnifying Party, and (iii) with respect to the Fault of employees or agents
of such subcontractor, such Fault occurs while performing within the scope of
their employment by the subcontractor with respect to such duties of the
subcontractor under the subcontract.


 


10.2.3         Claims of Loss by a Customer
(including without limitation an end user customer) of a Party: Except as otherwise expressly provided in
this Agreement (including without limitation in a product/service-specific
Attachment) and subject to Section 10.1, Limitation of Liability above, in the
case of any Loss alleged or claimed by a customer (including without limitation
an end user customer) of either Party, the Party whose customer alleged or
claimed such Loss (the “Indemnifying Party”) shall defend and indemnify the
other Party (the “Indemnified Party”) against any and all such


 


9

















 


claims or Losses by such
Indemnifying Party customer regardless of whether the underlying product and/or
service or performance giving rise to such claim or Loss was provided or
provisioned by the Indemnified Party, unless the claim or Loss was caused by
the gross negligence, recklessness, or willful misconduct of the Indemnified
Party. Notwithstanding anything to the contrary in this Section 10.2.3 and this
Agreement, AT&T-13STATE
shall have no liability to the customers (including without limitation its end
user customers) of CARRIER for claims arising from the provision of the
products and/or services hereunder to CARRIER, including but not limited to
claims related to CARRIER’s marketing or sales of CARRIER’s offerings that are
based on or use the products and/or services provided hereunder, delayed
restoral or nonrestoral of the products and/or services hereunder, quality of
service or any resulting billing or any other type of dispute. CARRIER agrees
to indemnify, defend, and hold AT&T-13STATE
harmless from and against any and all claims, demands, costs, damages,
liabilities, and expenses (including reasonable attorney fees) arising from any
claim or action initiated by CARRIER’s customer (including without limitation
an end user customer) for any products and/or services provided hereunder.


 


10.2.4         Claims of Loss by a Party
Against other Party:  Subject to Section 10.1, Limitation of
Liability above, a Party (the “Indemnifying Party”) shall defend, indemnify and
hold harmless the other Party (“Indemnified Party”) against any claim or Loss
arising from the Indemnifying Party’s use of products and/or services provided
hereunder, or performance, under this Agreement, including, without limitation,
any claim(s) or Loss(es) arising from: Indemnifying Party’s use of products
and/or services offered under this Agreement, involving any claim for libel,
slander, invasion of privacy, or infringement of Intellectual Property rights
arising from the Indemnifying Party’s or its customer’s use (including without
limitation use by an end user customer) use.


 


10.2.5         CARRIER Indemnity for Damage
to Facilities:  CARRIER shall reimburse AT&T-13STATE for damages to AT&T-13STATE’s facilities utilized
to provide any products and/or services hereunder caused by the gross
negligence or willful act of CARRIER, its officers, directors, employees,
agents, contractors, or subcontractors or CARRIER’s customers (including
without limitation its end user customers) or resulting from CARRIER’s or its
customer’s improper use of AT&T-13STATE’s
facilities, or due to malfunction of any facilities, functions, products,
services or equipment provided by any person or entity other than AT&T-13STATE. Upon reimbursement
for damages, AT&T-13STATE
will cooperate with CARRIER in prosecuting a claim against the person or entity
causing such damage. CARRIER shall be subrogated to the right of recovery by AT&T-13STATE  for the damages to the
extent of such payment. In addition, CARRIER hereby agrees to assume any and
all liability for any such intrusive testing it performs, including the payment
of all costs associated with any damage, service interruption, or other service
degradation or damage to AT&T-13STATE
facilities and hereby agrees to release, defend and indemnify AT&T-13STATE, and hold AT&T-13STATE harmless, from any
claims for loss or damages, including but not limited to direct, indirect,
incidental, reliance, special, consequential, punitive, exemplary, or multiple
damages (including without limitation for any lost business
opportunity/profits), made against AT&T-13STATE
by a customer (including without limitation an end user customer), any
telecommunications service provider or telecommunications user relating to such
testing by CARRIER.


 


10.2.6         Indemnification Procedures: 
Whenever a claim shall arise for indemnification under this Section
10.2, the relevant Indemnified Party, as appropriate, shall promptly notify the
Indemnifying Party and request in writing the Indemnifying Party to defend the
same. Failure to so notify the Indemnifying Party shall not relieve the
Indemnifying Party of any liability that the Indemnifying Party might have,
except to the extent that such failure prejudices the Indemnifying Party’s
ability to defend such claim. The Indemnifying Party shall have the right to
defend against such liability or assertion, in which event the Indemnifying
Party shall give written notice to the Indemnified Party of acceptance of the
defense of such claim and the identity of counsel selected by the Indemnifying
Party. Until such time as Indemnifying Party provides written notice of
acceptance of the defense of such claim, the Indemnified Party shall defend
such claim, at the expense of the Indemnifying Party, subject to any right of
the Indemnifying Party to seek reimbursement for the costs of such defense in
the event that it is determined that Indemnifying Party had no obligation to
indemnify the Indemnified Party for such


 


10

















 


claim. Upon accepting the
defense, the Indemnifying Party shall have exclusive right to control and
conduct the defense and settlement of any such claims, subject to consultation
with the Indemnified Party. So long as the Indemnifying Party is controlling
and conducting the defense, the Indemnifying Party shall not be liable for any
settlement by the Indemnified Party unless such Indemnifying Party has approved
such settlement in advance and agrees to be bound by the agreement
incorporating such settlement. At any time, an Indemnified Party shall have the
right to refuse a compromise or settlement, and, at such refusing Party’s cost,
to take over such defense; provided that, in such event the Indemnifying Party
shall not be responsible for, nor shall it be obligated to indemnify the
refusing Party against, any cost or liability in excess of such refused
compromise or settlement. With respect to any defense accepted by the
Indemnifying Party, the Indemnified Party will be entitled to participate with
the Indemnifying Party in such defense if the claim requests equitable relief
or other relief that could affect the rights of the Indemnified Party, and
shall also be entitled to employ separate counsel for such defense at such
Indemnified Party’s expense. If the Indemnifying Party does not accept the
defense of any indemnified claim as provided above, the Indemnified Party shall
have the right to employ counsel for such defense at the expense of the
Indemnifying Party. In the event of a failure to assume the defense, the
Indemnified Party may negotiate a settlement, which shall be presented to the
Indemnifying Party. If the Indemnifying Party refuses to agree to the presented
settlement, the Indemnifying Party may take over the defense. If the
Indemnifying Party refuses to agree to the presented settlement and refuses to
take over the defense, the Indemnifying Party shall be liable for any
reasonable cash settlement not involving any admission of liability by the
Indemnifying Party, though such settlement may have been made by the
Indemnified Party without approval of the Indemnifying Party, it being the
Parties’ intent that no settlement involving a non-monetary concession by the
Indemnifying Party, including an admission of liability by such Party, shall
take effect without the written approval of the Indemnifying Party. Each Party
agrees to cooperate and to cause its officers, directors, employees, agents,
and other representatives to cooperate with the other Party in the defense of
any such claim and the relevant records of each Party shall be available to the
other Party with respect to any such defense, subject to the restrictions and
limitations set forth in Nondisclosure, Section 13, of this Agreement.


 


11.                BILLING AND
PAYMENT OF RATES AND CHARGES AND BILLING DISPUTES


 


11.1              See Attachment Local Wholesale Complete for
applicable provisions regarding billing and payment, and billing disputes,
particularly Section 16 of that Attachment.


 


12.                DISPUTE RESOLUTION


 


12.1              Finality of Disputes


 


12.1.1         Except as otherwise specifically provided for in this Agreement
including without limitation, Section 11 above (as to billing disputes), no
claim may be brought for any dispute arising from this Agreement and the
Commercial Relationship more than twenty-four (24) months from the date the
occurrence which gives rise to the dispute is discovered or reasonably should
have been discovered with the exercise of due care and attention.


 


12.2                    Alternative to Litigation


 


12.2.1         The Parties desire to resolve disputes arising out of or relating to
this Agreement and with respect to all dealings, arrangements, negotiations
and/or communications between the Parties relating to this Agreement and the
Commercial Relationship without litigation. Accordingly, the Parties agree to
use the following Dispute Resolution procedures with respect to any controversy
or claim arising out of or relating to this Agreement and the Commercial
Relationship.


 


12.3              Commencing Dispute
Resolution


 


12.3.1         Dispute Resolution shall commence upon one Party’s receipt of written
notice of a controversy or claim arising out of or relating to this Agreement
or its breach and Commercial Relationship. No


 


11

















 


Party may pursue any claim
unless such written notice has first been given to the other Party. There are
three (3) separate Dispute Resolution methods:


 


12.3.1.1     Billing disputes: Billing Disputes between the Parties arising out of
or relating to this Agreement shall be resolved in accordance with the
procedures set forth in Section 11 above and Section 12.5 below.


 


12.3.1.2     Informal Dispute Resolution (described below); and


 


12.3.1.3     Formal Dispute Resolution (described below).


 


12.4              Informal Resolution of
Non-Billing Disputes


 


12.4.1         Billing disputes which are addressed in Section 11 of this Agreement
are not subject to this Informal Resolution Process.


 


12.4.2         Upon receipt by one Party of notice of a non-billing related dispute by
the other Party pursuant to Section 12.3.1 above, each Party will appoint,
within 15 days of that receipt, a knowledgeable, responsible representative to
meet and negotiate in good faith to resolve any dispute arising under this
Agreement and the Commercial Relationship. Upon agreement, the representatives
may utilize other alternative Dispute Resolution procedures such as mediation
to assist in the negotiations. Discussions and the correspondence among the
representatives for purposes of settlement are exempt from discovery and
production and will not be admissible in the arbitration described below or in
any lawsuit without the concurrence of both Parties. Documents identified in or
provided with such communications that were not prepared for purposes of the
negotiations are not so exempted, and, if otherwise admissible, may be admitted
in evidence in the arbitration or lawsuit. If the Parties are unable to resolve
the non-billing dispute through informal dispute resolution procedures within
sixty (60) calendar days after receipt of the letter initiating Dispute
Resolution under Section 12.3.1 of this Agreement, then either Party may invoke
Formal Dispute Resolution under Section 12.5 of this Agreement, or the Parties
may agree, in writing, to extend the informal dispute resolution period for the
number of days that they deem necessary to resolve the dispute.


 


12.5              Formal Dispute Resolution


 


12.5.1         If the Parties are unable to resolve the dispute through the informal
procedure described in Section 11 above (as to billing disputes) or Section
12.4 above (as to non-billing related disputes), then either Party may invoke
the formal Dispute Resolution procedures described in this Section 12.5. Formal
Dispute Resolution procedures may not be invoked by either Party with respect
to non-billing related disputes earlier than the date that is sixty (60)
calendar days after receipt of the letter initiating Dispute Resolution under
Section 12.3.1 of this Agreement.


 


12.5.2         Claims Subject to Mandatory Arbitration. The following claims, if not
settled through the informal procedure described in Section 11 above (as to
billing disputes) will be subject to mandatory arbitration pursuant to Section
12.6 below:


 


12.5.2.1     Each unresolved billing dispute involving one percent (1%) or less of
the amounts charged to the Disputing Party under this Agreement and the
Commercial Relationship in the state in which the dispute arises during the
twelve (12) months immediately preceding receipt of the letter initiating a
billing dispute under Section 11 above. If the disputing Party has not been
billed for a minimum of twelve (12) months immediately preceding receipt of the
letter initiating a billing dispute under Section 11 the Parties will annualize
the actual number of months billed.


 


12.5.2.2     All Other Claims and Relief. Any claim and any relief other than as
specified in Section 12.5.2.1 is not subject to mandatory arbitration. Except
to the extent that both parties otherwise agree, either Party may proceed with
any remedy available to it pursuant to law or equity before any appropriate
judicial or regulatory authority with jurisdiction over the parties and subject
matter of the claim which shall be subject to the Limitation of Liability and
Indemnity provisions set forth in this Agreement.


 


12

















 


12.5.3         All Other Claims and Relief. Any claim and any relief other than as
specified in Section 12.5.2.1 is not subject to mandatory arbitration. Except
to the extent that both parties otherwise agree, either Party may proceed with
any remedy available to it pursuant to law or equity before any appropriate
judicial or regulatory authority with jurisdiction over the parties and subject
matter of the claim which shall be subject to the Limitation of Liability and
Indemnity provisions set forth in this Agreement.


 


12.6              Arbitration


 


12.6.1         Disputes subject to mandatory arbitration (or when arbitration is
agreed to by both Parties) under the provisions of this Agreement will be
submitted to a single arbitrator pursuant to the Commercial Arbitration Rules
of the American Arbitration Association or pursuant to such other provider of
arbitration services or rules as the Parties may agree. The arbitrator shall be
knowledgeable of telecommunications issues. All arbitrations will be held in
Chicago, Illinois unless the Parties agree otherwise. The arbitration hearing
will be requested to commence within sixty (60) calendar days of the demand for
arbitration. The arbitrator will control the scheduling so as to process the
matter expeditiously. The Parties may submit written briefs upon a schedule
determined by the arbitrator. The Parties will request that the arbitrator rule
on the dispute by issuing a written opinion within thirty (30) calendar days
after the close of hearings. The Federal Arbitration Act, 9 U.S.C. §§ 1-16, not
state law, shall govern the arbitrability of all disputes. The arbitrator will
have no authority to award punitive damages, exemplary damages, consequential
Damages, multiple damages, or any other damages not measured by the prevailing
Party’s actual damages, and may not, in any event, make any ruling, finding or
award that does not conform to the terms and conditions of this Agreement. The
times specified in this Section may be extended or shortened upon mutual
agreement of the Parties or by the arbitrator upon a showing of good cause. Each
Party will bear its own costs of these procedures, including attorneys’ fees.
The Parties will equally split the fees of the arbitration and the arbitrator. The
arbitrator’s award shall be final and binding and may be entered in any court
having jurisdiction thereof. Judgment upon the award rendered by the arbitrator
may be entered in any court having jurisdiction.


 


13.                NONDISCLOSURE


 


13.1              Each Party anticipates and recognizes that it
will come into possession of technical or business information or data about
the other Party and/or its customers (including without limitation its end user
customers) as a result of this Agreement which will be considered confidential
by such other Party. The Parties agree (1) to treat all such information and
data as strictly confidential; and (2) to use such information only for
purposes of performance under this Agreement. Each Party agrees not to disclose
confidential information and/or data of or pertaining to the other Party or its
customers (including without limitation its end user customers) to any third
party without first securing the written consent of such Party. The foregoing
shall not apply to information which is in the public domain. Nothing in this
Agreement prevents either Party from disclosing operations results or other
data that might reflect the results of this Agreement as a part of that Party’s
aggregate operating data as long as the disclosed data is at a level of
aggregation sufficient to avoid disclosing with specificity information
obtained in the operation of this Agreement.


 


13.2              If a court or governmental agency orders or a
third-party requests a Party to disclose or to provide any data or information
covered by this Section 13, that Party will immediately inform the other Party
of the order or request before such data or information is provided and will
inform the other Party both by telephone and certified mail. Notification and
consent requirements described above are not applicable in cases where a court
order requires the production of billing and/or usage records of or pertaining
to an individual customer (including without limitation an end user customer).


 


13.3              This Section 13 will not preclude the
disclosure by a Party of information or data subject to this Section to
consultants, agents, or attorneys representing that Party, or the Office of the
Public Counsel for a State, or appropriate State Commissions or staffs, or FCC
Staff, provided that such representatives are informed of the confidential
nature of the information and/or date prior to disclosure and are bound by
confidentiality requirements that are at least as restrictive as applicable to
the Parties to this Agreement.


 


13

















 


13.4              The provisions of this Section 13 shall
survive the expiration and/or termination of this Agreement, unless agreed to
in writing by the Parties.


 


14.                PUBLICITY


 


14.1              Except as may be expressly provided elsewhere
in this Agreement (including without limitation the Attachments), the Parties
agree not to use in any advertising or sales promotion, press releases or other
publicity matters any endorsements, direct or indirect quotes, or pictures
implying endorsement or business relationships by the other Party or any of its
employees without such Party’s prior written approval. Each Party will submit
to each other for written approval, prior to publication, all publicity matters
that mention or display one another’s name and/or marks or contain symbols,
pictures, or language from which a connection to said name and/or marks may be
inferred or implied.


 


15.                ASSIGNMENT


 


15.1              CARRIER may not assign, subcontract, or
otherwise transfer any of its rights or obligations under this Agreement except
under such terms and conditions as are mutually acceptable to CARRIER and AT&T-13STATE and with AT&T-13STATE’s prior written
consent, which consent shall not be unreasonably withheld. Notwithstanding the
foregoing, CARRIER may assign, subcontract, or otherwise transfer any or all of
its rights and/or obligations to an Affiliate resulting from a merger or
acquisition of CARRIER, so long as (i) such Affiliate’s day-to-day operations,
management expertise, and financial ability are significantly the same as
CARRIER’s, (ii) CARRIER provides no less than 60 days notice to AT&T-13STATE, (iii) such Affiliate
otherwise meets the requirements for purchasing LWCALs under this Agreement,
and (iv) this Agreement is amended to substitute such Affiliate for CARRIER no
later than the effective date of the assignment.


 


16.                NOTICES


 


16.1              Except as otherwise explicitly provided
herein, notices given by one Party to the other Party under this Agreement
shall be in writing, and shall be: (a) delivered personally; or (b) delivered
by express overnight delivery service; or (c) mailed, via certified mail or
first class U.S. Postal Service, with postage prepaid, and a return receipt requested;
or (d) delivered by facsimile; provided that a paper copy is also sent by a
method described above in subsections (a), (b) or (c).


 


16.2              Except as otherwise explicitly provided
herein notices will be deemed given as of the earliest of: (a) the date of
actual receipt; or (b) the next Business Day when sent via express overnight
delivery service; or (c) five (5) calendar days after mailing in the case of
first class or certified U.S. Postal Service; or (d) on the date set forth on
the confirmation produced by the sending facsimile machine when delivered by
facsimile prior to 5:00 p.m. in the recipient’s time zone, but the next
Business Day when delivered by facsimile at 5:00 p.m. or later in the recipient’s
time zone.


 


16.3              Except as otherwise explicitly provided
herein, notices will be addressed to the Parties as follows:


 


	
  NOTICE CONTACT

  	
   

  	
  CARRIER
  CONTACT

  	
   

  	
  AT&T-13STATE CONTACT

  
	
  NAME/TITLE

  	
   

  	
  General Counsel

  	
   

  	
  Contract Management

  
	
   

  	
   

  	
   

  	
   

  	
  ATTN: Notices Manager

  
	
  STREET ADDRESS

  	
   

  	
  6400 C Street SW

  	
   

  	
  311 S. Akard, 9th
  Floor

  
	
   

  	
   

  	
   

  	
   

  	
  Four AT&T Plaza

  
	
  CITY/STATE/ZIP CODE

  	
   

  	
  Cedar Rapids, Iowa 52406

  	
   

  	
  Dallas, TX 75202

  
	
  FACSIMILE NUMBER

  	
   

  	
  (319) 790-7901

  	
   

  	
  (214) 464-2006

  



 


Either Party may
unilaterally change its designated contact, address, telephone number and/or
facsimile number for the receipt of notices by giving written notice to the
other Party in compliance with this Section. Any notice to change the
designated contact, address, telephone and/or facsimile number for the receipt
of notices shall be deemed effective ten (10) calendar days following receipt
by the other Party.


 


14

















 


16.4              In addition, Carrier agrees that it is
responsible for providing AT&T-13STATE
with Carrier’s OCN and ACNA
numbers for the states in which Carrier is authorized to do business and in
which Carrier is requesting that this Agreement apply. Notwithstanding the
other provisions of this Section 16, Carrier shall provide the OCN and ACNA
numbers to AT&T-13STATE
through its “CLEC Profile”, using the web-based interface that AT&T-13STATE provides for such
purposes. If CARRIER already has a CLEC Profile on file with AT&T-13STATE, then CARRIER is not
required to file a new Profile but is required to review its CLEC Profile(s)
for accuracy and, if necessary, update and/or correct it, all within 15 days of
CARRIER’s execution of this Agreement. In the event that CARRIER wants to
change and/or add to the OCN and/or ACNA information in the CLEC Profile,
CARRIER shall send written notice to AT&T-13STATE
to be received at least 30 days prior to the change and/or addition in
accordance with this Section 16 notice provision; Carrier shall also update its
CLEC Profile through the web-based interface.


 


17.                THIRD PARTY
BENEFICIARIES


 


17.1              This Agreement is for the sole benefit of the
Parties and their permitted assigns, and nothing herein expressed or implied
shall create or be construed to create any third party beneficiary rights
hereunder. This Agreement shall not provide any non-party with any remedy,
claim, cause of action or other right.


 


18.                TAXES


 


18.1              CARRIER shall be responsible for all federal,
state or local, sales, use, excise, gross receipts, municipal fees, transfer,
transaction or similar taxes, fees, or surcharges (hereinafter “Tax(es)”)
imposed on or with respect to the products and/or services provided under this
Agreement including those Taxes the incidence of which is imposed on AT&T-13STATE  other than taxes
imposed on the income of AT&T-13STATE. CARRIER shall reimburse AT&T-13STATE for the amount of any such
Taxes that AT&T-13STATE
is required to pay or collect. CARRIER agrees to indemnify and hold harmless AT&T-13STATE for any costs incurred
by AT&T-13STATE as a
result of actions taken by the applicable taxing authority to collect the Tax
from AT&T-13STATE due
to the failure of CARRIER to pay or collect and remit any Tax to such authority.
Nothing shall prevent AT&T-13STATE
from paying any Tax to the appropriate taxing authority prior to the time: (1)
it bills CARRIER for such Tax, or (2) it collects the Tax from CARRIER. Notwithstanding
anything in this Agreement to the contrary, CARRIER shall be liable for and AT&T-13STATE may collect Taxes
which were assessed by or paid to an appropriate taxing authority within the
statute of limitations period but not included on an invoice within four (4)
years after the Tax otherwise was owed or due.


 


18.2              CARRIER acknowledges and agrees that it is
required to comply with Chapter 283 of the Texas Local Government Code, as it
may be amended from time to time, and the reporting and compensation
requirements of Subchapter R of the P.U.C. Substantive Rules – Chapter 26,
Applicable to Telecommunications Service Providers, as they may be amended from
time to time. With respect to municipal fees charged pursuant to Chapter 283,
Tex. Loc. Gov’t Code, CARRIER agrees that it will directly report its access
lines to the Texas Public Utility Commission, will remit the related payments
to municipalities, and will otherwise comply with Chapter 283 and applicable
P.U.C rules, as they may be amended from time to time.


 


18.3              To the extent a purchase of any products
and/or services provided under this Agreement is claimed to be for resale and
thus subject to tax exemption, CARRIER shall furnish AT&T-13STATE a proper resale tax
exemption certificate as authorized or required by statute or regulation of the
jurisdiction providing said resale tax exemption to the extent that CARRIER has
not already provided such documentation to AT&T-13STATE.
Failure to timely provide said resale tax exemption certificate will result in
no exemption being available to the CARRIER for any period prior to the date
that CARRIER presents a valid certificate. If applicable law excludes or
exempts a purchase of a product and/or service provided under this Agreement from
a Tax, but does not also provide an exemption procedure, then AT&T-13STATE will not collect such Tax if CARRIER (a) furnishes AT&T-13STATE with a letter signed
by an officer of the CARRIER claiming an exemption and identifying the
applicable law that both allows such exemption and does not require an
exemption certificate; and (b) supplies AT&T-13STATE
with an indemnification agreement, reasonably


 


15

















 


acceptable to AT&T-13STATE, which holds AT&T-13STATE harmless from any Tax,
interest, penalties, loss, cost or expense with respect to forbearing to
collect such Tax.


 


18.4              With respect to any Tax or Tax controversy
covered by this Section18, CARRIER is entitled to contest with the imposing
jurisdiction, pursuant to applicable law and at its own expense, any Tax that
it is ultimately obligated to pay. CARRIER will ensure that no lien is attached
to any asset of AT&T-13STATE
as a result of any contest. CARRIER shall be entitled to the benefit of any
refund or recovery of amounts that it had previously paid resulting from such a
contest. Amounts previously paid by AT&T-13STATE
shall be refunded to AT&T-13STATE.


 


18.5              If a Party is assessed by a taxing authority
or jurisdiction any Tax which has been paid by or been invoiced to the other
Party that arises in conjunction with or directly related to this Agreement,
then the Parties will work cooperatively and assist each other as necessary in
resolving the matter with the taxing authority or jurisdiction.


 


19.                EFFECTIVE DATE,
TERM, EXPIRATION AND TERMINATION


 


19.1              The Effective Date of this Agreement shall be ten (10) Business Days
after both Parties’ final authorizing signatures have been affixed to this
Agreement (the “Effective Date”).


 


19.2              Except as otherwise provided herein, the term
(the “Term”) of this Agreement shall commence upon the Effective Date of this
Agreement and shall expire on December 31, 2008 (the “Expiration Date”). This
Agreement shall automatically terminate on the first day following the Expiration
Date of the Term (“Termination Date”), unless both Parties otherwise agree to
extend the Term in writing via an amendment to this Agreement. Otherwise, upon
the Termination Date of this Agreement, neither Party shall have any further
obligation under this Agreement, except as otherwise set forth in Section 19.7
below and pursuant to Survival, Section 32.


 


19.3              In
the event that CARRIER should wish to pursue a successor agreement with AT&T-13STATE to have in place upon
the Termination Date of this Agreement, CARRIER must provide AT&T-13STATE with a written request
to negotiate no later than 180 days prior to the Expiration Date of this
Agreement. Upon AT&T-13STATE’s
receipt of CARRIER’s request to negotiate, the Parties shall commence good
faith negotiations for a successor agreement for the services and/or products
provided under this Agreement that AT&T-13STATE
continues to offer. For avoidance of doubt, nothing in this Agreement obligates
AT&T-13STATE  after the
Termination Date to continue to offer or provide any services and/or product
that were provided under this Agreement.


 


19.4              The
rates, terms and conditions of this Agreement shall continue in full force and
effect until the earlier of: (i) the effective date of the successor agreement,
if any; or (ii) the Termination Date set forth in Section 19.2 above.


 


19.5              Notwithstanding any other provision of this
Agreement, and in addition to AT&T-13STATE’s
rights to terminate under other Sections of this Agreement, including without
limitation Sections 19.8, 19.9, and 32, a Party may terminate this Agreement in
the event that the other Party fails to perform a material obligation or
breaches a material provision of this Agreement and the other Party fails to
cure such nonperformance or breach by 5:00 p.m. Central Time on the 45th
calendar day after receipt of written notice thereof. If the Party against
which the claim of nonperformance or breach is made materially and in good
faith disagrees with the claim, it shall notify the claiming Party of its disagreement
in writing by 5:00 p.m. Central Time of the 14th day following receipt of the
nonperformance/breach notice, providing with specificity the basis for its
disagreement, and the dispute shall then be resolved between the Parties
pursuant to Section 11 above (as to billing disputes) and Section 12 above. If
the nonperformance/breach is not disputed in a timely manner, the Party shall
cure the nonperformance/breach and certify in writing to the other by deadline
on the 45th day that the nonperformance/breach has been cured. Any termination
of this Agreement pursuant to this Section 19 shall take effect in accordance
with the written notice delivered to the nonperforming/breaching Party after it
failed to cure and/or to certify by the deadline on that 45th day.


 


16

















 


19.6              By
the Expiration Date or Termination Date of this Agreement, AT&T-13STATE and CARRIER shall
cooperate in good faith to effect an orderly transition of CARRIER’s customers
(including without limitation its end user customers) who are being served by
CARRIER using the products and/or services hereunder; provided that CARRIER
shall be solely responsible (from a financial, operational and administrative
standpoint) to ensure that its customers (including without limitation its end
user customers) have been transitioned to another serving arrangement or to a
different telecommunications carrier by the Expiration Date or Termination Date
of this Agreement or that such customers (including without limitation its end
user customers) have otherwise been informed by CARRIER that their
CARRIER-provided products and/or services will be discontinued/disconnected by
CARRIER on or before the Expiration Date or Termination Date, unless otherwise
provided herein or agreed by both Parties. If, before the Expiration Date or
Termination Date, CARRIER has not transitioned or disconnected/discontinued the
services that are being provided using the products and/or services hereunder,
then AT&T-13STATE may
terminate any such CARRIER services still in-service on the first day following
such Expiration Date or Termination Date unless otherwise agreed in a writing
signed by both Parties.


 


19.7              Upon the Expiration Date or Termination Date
of this Agreement, in one or more State, neither Party shall have any further
obligation under this Agreement in such State or State(s), except:


 


19.7.1         Each Party’s confidentiality obligations shall survive; and


 


19.7.2         Each Party shall promptly pay all amounts (including any late payment
charges) owed under this Agreement;


 


19.7.3         As provided in Survival, Section 32; and


 


19.7.4         As may be provided elsewhere in the Agreement (including without
limitation the Attachments).


 


In any event, AT&T-13STATE shall be under no
obligation to provision any products and/or services pursuant to this Agreement
as of and after the Expiration Date or Termination Date.


 


19.8              In the event that any federal or state
government action (including by a regulatory agency, a court, or a legislature)
requires AT&T-13STATE
to: a) provide, modify or otherwise make available this Agreement or any part
of this Agreement to CARRIER, any other telecommunications carrier, or any
other person or entity, or b) permit or otherwise allow CARRIER, any other
telecommunications carrier or any other person or entity to obtain any of the
provisions of this Agreement as they were agreed to by the Parties without all
of the other provisions of this Agreement, including by way of example, at
prices or price structure/application or arrangements different than agreed to
in this Agreement as a whole by the Parties, the Parties both agree, except to
the extent prohibited by law, to waive their respective rights to such change
in the Agreement, including but not limited to waiving any right they may have
to obtain the terms available to other carriers, persons or entities as a
result of such government action. However, if the Parties are prohibited from
legally waiving the effects of such government action, then as between the
Parties the procedures of Section 32 (Severability) shall be invoked to address
those provisions that were required to be provided, modified, or otherwise made
available to CARRIER, any other telecommunications carrier, or any other person
or entity. Where the foregoing invocation of Section 32 (Severability) results
in a right to terminate and is the result of a state government action, the
right shall arise only in the state in which such action occurred and any
termination of this Agreement would be for that state only (unless this
Agreement is terminated pursuant to Section 19.9).


 


19.9              Section 19.9 (all references to Section 19.9
expressly includes its subsections) applies in accordance with its provisions,
notwithstanding Section 19.8 or any other provision in this Agreement to the
contrary.


 


19.9.1         AT&T-13STATE shall have the right to terminate this
Agreement in whole or in part, upon written notice to CARRIER, in the event
that any federal action, or state government actions in two or more states,
(including by a regulatory agency, a court, or a legislature) requires AT&T-13STATE to: a) provide, modify
or otherwise make available this Agreement or any part of this Agreement to any
other telecommunications carrier, or any other person or entity, or b) permit
or otherwise allow CARRIER, any other telecommunications carrier or any other
person or entity to obtain any of the provisions of this Agreement as they were
agreed to by the Parties without all of the other provisions


 


17

















 


of this Agreement as they
were agreed to by the Parties, including by way of example, at prices or price
structure/application or arrangements different than agreed to in this
Agreement as a whole by the Parties. If such state government action only occurs
in one state, AT&T-13STATE
shall have the right to terminate the Agreement in that state by written notice
to CARRIER. If such government action occurs at the federal level or in two or
more states, AT&T-13STATE
shall have the right to terminate, at its election, the Agreement in its
entirety or, alternatively, only in one or more of the affected states, by
written notice to CARRIER.


 


19.9.2         This Agreement shall be null and void, automatically and in its
entirety in any single state if this Section 19.9 (in whole or in part) is
rejected or held to be illegal, invalid and/or unenforceable, or otherwise not
given effect in such state. This Agreement shall be null and void,
automatically and in its entirety if either a) by state government action in
two or more states, or b) by federal government action, this Section 19.9 (in
whole or in part) is rejected or held to be illegal, invalid and/or
unenforceable, or otherwise not given effect by such state and/or federal
government action(s).


 


19.9.3         Any termination or invalidation of this Agreement under this Section
19.9 shall be effective as of the day before the effective date of such
governmental action that triggered the invalidation or right to terminate, and AT&T-13STATE and CARRIER agree to
expeditiously adopt and implement a transition plan to avoid or minimize impact
on CARRIER’s customers (including without limitation its end user customers)
who are being served using the products and/or services hereunder.


 


19.9.4         Each Party understands and acknowledges that (i) any right to terminate
under this Section 19.9 becomes available even if this Agreement between the
Parties themselves would otherwise be unaffected by the triggering federal or
state government action; and (ii) that this Section 19.9 (as well as Section
19.8) is triggered and applies on each occurrence of any federal or state
government action described in Sections 19.8, 19.9.1 and/or 19.9.2.


 


19.10           In addition, AT&T-13STATE
shall have the right, at its sole discretion, to terminate this Agreement
if an “Event of Default” occurs, with neither any notice of default by AT&T-13STATE nor an opportunity for
cure by CARRIER required. Such right shall be exercised by providing a written
notice to terminate to CARRIER. Events of Default include the following, each
of which the Parties agree would be a material breach of this Agreement:


 


19.10.1      The filing of a bankruptcy by CARRIER or any of its Affiliates
(including the corporate parent of CARRIER, if any), pursuant to Chapter 7 or
11 of Title 11 of the United States Code, subsequent to the Effective Date of
this Agreement.


 


19.10.2      The assignment, subcontracting, or otherwise transferring of CARRIER’s
rights or obligations under this Agreement in violation of Section 15.


 


20.                WAIVER


 


20.1              The failure of either Party to enforce or
insist that the other Party comply with the terms or conditions of this
Agreement, or the waiver by either Party in a particular instance of any of the
terms or conditions of this Agreement, shall not be construed as a general waiver
or relinquishment of the terms and conditions, but this Agreement shall be and
remain at all times, in full force and effect, unless terminated or amended as
provided for herein.


 


21.                DISCLAIMER OF
WARRANTIES


 


21.1              AT&T-13STATE MAKES NO REPRESENTATIONS OR
WARRANTIES, EXPRESS OR IMPLIED,  INCLUDING BUT NOT LIMITED TO ANY WARRANTY AS TO
MERCHANTABILITY OR FITNESS FOR INTENDED OR PARTICULAR PURPOSE WITH RESPECT TO
PRODUCTS AND/OR SERVICES PROVIDED HEREUNDER, AND AT&T-13STATE
DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY AND/OR OF FITNESS FOR
INTENDED OR PARTICULAR PURPOSE FOR EACH PRODUCT AND SERVICE. ADDITIONALLY, AT&T-13STATE
ASSUMES NO RESPONSIBILITY WITH REGARD TO THE CORRECTNESS OF DATA OR INFORMATION
SUPPLIED BY CARRIER WHEN THIS DATA OR INFORMATION IS ACCESSED AND USED BY A
THIRD PARTY.


 


18

















 


22.                RELATIONSHIP OF
THE PARTIES


 


22.1              Each Party is an independent contractor, and
has and hereby retains the right to exercise full control of and supervision over
its own performance of its obligations under this Agreement and retains full
control over the employment, direction, compensation and discharge of its
employees assisting in the performance of such obligations. Each Party (and
each Party’s contractor(s), if any) shall be solely responsible for all matters
relating to payment of such employees, including the withholding or payment of
all applicable federal, state and local income taxes, social security taxes and
other payroll taxes with respect to its employees, as well as any taxes,
contributions or other obligations imposed by applicable state unemployment or
workers’ compensation acts and all other regulations governing such matters. Each
Party has sole authority and responsibility to hire, fire and otherwise control
its employees.


 


22.2              This Agreement shall not establish, be
interpreted as establishing, or be used by either Party to establish or to
represent their relationship as any form of agency, partnership or joint
venture. Neither Party shall have any authority to bind the other or to act as
an agent or representative for the other unless written authority, separate
from this Agreement, is provided. Nothing in this Agreement shall be construed
as providing for the sharing of profits or losses arising out of the efforts of
either or both of the Parties. Nothing herein shall be construed as making
either Party responsible or liable for the obligations and undertakings of the
other 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 or in the name or on behalf of the other Party unless
otherwise expressly permitted by such other Party. 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.


 


23.                FILING OF
AGREEMENT; GOVERNMENTAL REQUIREMENT


 


23.1              To the extent required (and not exempted),
the Parties understand and agree that this Agreement will be filed with the
Federal Communications Commission pursuant to 47 U.S.C. § 211.


 


23.2              The Parties further understand and agree that
to the extent a Party (“Disclosing Party”) is requested, required or ordered by
a state regulatory body or a court of competent jurisdiction finds, that this
Agreement should be filed, or that such Agreement should be submitted to a
state regulatory body for approval, or should a regulatory body or court of
competent jurisdiction find that its provisions should be tariffed pursuant to
applicable law or regulation, the Disclosing Party must provide the other Party
(“Receiving Party”) with written notice of such requirement as soon as possible
and the Receiving Party shall cooperate with the Disclosing Party in
expeditiously complying with any such request, order or finding.


 


24.                AMENDMENTS AND
MODIFICATIONS


 


24.1              Except as otherwise provided for in this
Agreement, no provision of this Agreement shall be deemed amended or modified
by either Party unless such an amendment or modification is in writing, dated,
and signed by an authorized representative of both Parties. Neither Party shall
be bound by any preprinted terms additional to or different from those in this
Agreement that may appear subsequently in the other Party’s form documents,
purchase orders, quotations, acknowledgments, invoices or other communications.


 


25.                INTERPRETATION/JOINT
WORK PRODUCT


 


25.1              This Agreement is the joint work product of
the Parties and has been negotiated by the Parties and their respective
representatives and legal counsel, and shall be fairly interpreted in
accordance with its provisions and, in the event of any ambiguities, no
inferences shall be drawn against either Party.


 


26.                NO LICENSE


 


26.1              Except as otherwise expressly provided in
this Agreement (including without limitation any Attachment), no license under
patents, copyrights or any other Intellectual Property right (other than the
limited license to


 


19

















 


use consistent with the
terms, conditions and restrictions of this Agreement) is granted by either
Party or shall be implied or arise by estoppel with respect to any transactions
contemplated under this Agreement.


 


27.                INTELLECTUAL
PROPERTY


 


27.1              Any Intellectual Property originating from or
developed by a Party shall remain in the exclusive ownership of that Party.


 


28.                COMPLIANCE AND
CERTIFICATION


 


28.1              Each Party shall comply at its own expense
with all applicable laws that relate to that Party’s obligations to the other
Party under this Agreement. Nothing in this Agreement shall be construed as
requiring or permitting either Party to contravene any mandatory requirement of
applicable law.


 


28.2              CARRIER warrants that, to the extent
applicable and required, it has obtained all necessary State certification
required in each State covered by this Agreement. Upon request, each Party
shall provide proof of certification.


 


28.3              Each Party shall be responsible for obtaining
and keeping in effect all approvals from, and rights granted by, governmental
authorities, building and property owners, other carriers, and any other third
parties that may be required in connection with the performance of its
obligations under this Agreement.


 


28.4              Each Party represents and warrants that any
equipment, facilities or services provided to the other Party under this
Agreement comply with the CALEA, to the extent applicable.


 


29.                NETWORK MAINTENANCE
AND MANAGEMENT


 


29.1              The Parties will exchange information
appropriate for the implementation and performance of this Agreement (for
example, as applicable, maintenance contact numbers, network information,
information required to comply with law enforcement and other security agencies
of the government, escalation processes, etc.).


 


29.2              Each Party will provide a 24-hour contact
number for network management issues to the other’s surveillance management
center.


 


29.3              CARRIER shall not use any products and/or
services hereunder in any manner that interferes with or impairs or undermines
service over any facilities of AT&T-13STATE,
its Affiliated companies or other connecting telecommunications carriers,
prevents any telecommunications carrier from using its telecommunications
service, impairs the quality or the privacy of telecommunications service to
other carriers or to either Party’s end users, causes hazards to either Party’s
personnel or the public, damage to either Party’s or any connecting carrier’s
facilities or equipment, including any malfunction of ordering or billing
systems or equipment. Upon such occurrence either Party may discontinue using
or refuse to provide the products and/or services hereunder, but only for so
long as the other Party is violating this provision. Upon any such violation,
either Party shall provide the other Party notice of the violation at the
earliest practicable time.


 


30.                CUSTOMER
INQUIRIES/END USER NOTICES


 


30.1              Except as may otherwise be required
hereunder, each Party will refer all questions regarding the other Party’s
services or products directly to the other Party.


 


30.2              Except as may otherwise be required
hereunder, each Party will ensure that its representatives who receive
inquiries regarding the other Party’s services:


 


30.2.1         Direct the caller to the other Party if the caller inquires about the
other Party’s services or products; and


 


30.2.2         Do not in any way disparage or discriminate against the other Party or
its products or services.


 


20

















 


30.3              CARRIER shall be responsible for all notices
and other communications with its customers (including without limitation end
user customers), including without limitation any notices of pending
disconnection due to the termination or expiration of this Agreement.


 


31.                INSURANCE


 


31.1              At all times during the term of this
Agreement, each Party shall keep and maintain in force at its own expense the
following minimum insurance coverage and limits and any additional insurance and/or
bonds required by applicable law:


 


31.1.1         Workers’ Compensation insurance with benefits afforded under the laws
of each state covered by this Agreement and Employers Liability insurance with
minimum limits of $1,000,000 for Bodily Injury-each accident, $1,000,000 for
Bodily Injury by disease-policy limits and $1,000,000 for Bodily Injury by
disease-each employee.


 


31.1.2         Commercial General Liability insurance with minimum limits of:
$10,000,000 General Aggregate limit; $5,000,000 each occurrence sub-limit for
all bodily injury or property damage incurred in any one occurrence; $1,000,000
each occurrence sub-limit for Personal Injury and Advertising; $10,000,000
Products/Completed Operations Aggregate limit, with a $5,000,000 each
occurrence sub-limit for Products/Completed Operations. Fire Legal Liability
sub-limits of $2,000,000 are also required if this Agreement involves
collocation. AT&T-13STATE,
its affiliates, officers, agents and employees shall be listed as additional insured
on the Commercial General Liability policy. A waiver of subrogation shall be in
favor of AT&T-13STATE. The
liability policies shall be primary and noncontributory from any insurance that
is maintained by AT&T-13STATE.


 


31.1.3         If use of a motor vehicle is required, Automobile Liability insurance
with minimum limits of $1,000,000 combined single limits per occurrence for
bodily injury and property damage, which coverage shall extend to all owned,
hired and non-owned vehicles.


 


31.1.4         Each Party shall require subcontractors providing services under this
Agreement to maintain in force the insurance coverage and limits required in
Sections 31.1.1 through 31.1.3 of this Agreement.


 


31.1.5         The Parties agree that companies affording the insurance coverage
required under this Section 31 shall have a rating of A or better and a
Financial Size Category rating of VIII or better, as rated in the A.M. Best Key
Rating Guide for Property and Casualty Insurance Companies. Upon request from
the other Party, each Party shall provide to the other Party evidence of such
insurance coverage.


 


31.1.6         Each Party agrees to provide the other Party with at least thirty (30)
calendar days advance written notice of cancellation, material reduction or
non-renewal of any of the insurance policies required herein.


 


31.1.7         Each Party agrees to accept the other Party’s program of self-insurance
in lieu of insurance coverage if certain requirements are met. These
requirements are as follows:


 


31.1.7.1     The Party desiring to satisfy its Workers’ Compensation and Employers
Liability obligations through self-insurance shall submit to the other Party a
copy of its Certificate of Authority to Self-Insure its Workers’ Compensation
obligations issued by each state covered by this Agreement or the employer’s
state of hire; and


 


31.1.7.2     The Party desiring to satisfy its automobile liability obligations
through self-insurance shall submit to the other Party a copy of the
state-issued letter approving self-insurance for automobile liability issued by
each state covered by this Agreement; and


 


31.1.7.3     The Party desiring to satisfy its general liability obligations through
self-insurance must provide evidence acceptable to the other Party that it
maintains at least an investment grade (e.g., B+ or higher) debt or credit
rating as determined by a nationally recognized debt or credit rating agency
such as Moody’s, Standard and Poor’s or Duff and Phelps.


 


31.1.7.4     A certificate of insurance stating the types of insurance and policy
limits provided the contractor must be received prior to the commencement of
any work.


 


21

















 


31.1.8         This Section 31 is a general statement of insurance requirements and
shall be in addition to any specific requirement of insurance referenced
elsewhere in this Agreement, including without limitation any LWC Appendix.


 


32.                SEVERABILITY


 


32.1              Except as otherwise provided herein, if any
provision of this Agreement is rejected or held to be illegal, invalid or
unenforceable, the Parties shall negotiate in good faith and diligent efforts
to amend this Agreement to replace the unenforceable provision with an
enforceable provision that is mutually acceptable and that reflects the intent
of the unenforceable provision as closely as possible; provided, however, that
failure to reach such mutually acceptable new provisions within ninety (90)
days after such rejection or holding shall permit either Party to terminate
this Agreement upon 90 days written notice to the other, during which time the
Parties shall work cooperatively to establish an orderly transition of CARRIER’s
customers/End Users to other serving arrangements. In any situation in which
the right to terminate under this Section 32.1 is triggered by State government
action, the right to terminate shall arise only in the State in which such
action occurred and would apply for that State only unless this Agreement
otherwise permits a Party to terminate this Agreement in more than one State,
including without limitation in its entirety.


 


33.                SURVIVAL


 


33.1              The Parties’ obligations under this Agreement
which by their nature are intended to continue beyond the termination or
expiration of this Agreement shall survive the termination or expiration of
this Agreement. Without limiting the general applicability of the foregoing,
the following sections are specifically agreed by the Parties to continue
beyond the termination or expiration of this Agreement:  Sections 19 (Effective Date, Term, Expiration
and Termination), 10 (Limitation of Liability/Indemnity), 21 (Disclaimer of
Warranties), 11 (as to any billing/charges matters hereunder), 12 (as to any
disputes hereunder), 13 (Nondisclosure) and 18 (Taxes).


 


34.                AUTHORITY


 


34.1              Each of the AT&T-13STATE ILEC(s) for which this Agreement is
executed represents and warrants that it is a corporation or limited
partnership duly organized, validly existing and in good standing under the
laws of its state of incorporation or formation. Each of the AT&T-13STATE ILEC(s) for which this
Agreement is executed represents and warrants that AT&T Operations, Inc.
has full power and authority to execute and deliver this Agreement as agent for
that AT&T-13STATE ILEC.
Each of the AT&T-13STATE
ILEC(s) for which this Agreement is executed represents and warrants that it
has full power and authority to perform its obligations hereunder.


 


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


 


34.3              Each individual whose signature appears below
represents and warrants that he or she has authority to bind the Party on whose
behalf he or she has executed this Agreement.


 


35.                COUNTERPARTS


 


35.1              This Agreement may be executed in
counterparts. Each counterpart shall be considered an original and such
counterparts shall together constitute one and the same instrument.


 


36.                ENTIRE AGREEMENT


 


36.1              AT&T-12STATE only: 
The rates, terms and condition contained in this Agreement and any
Attachments, appendices, exhibits, schedules, and addenda and other documents
or instruments referred to herein and incorporated into this Agreement by
reference (if any) constitute the entire agreement between the Parties with respect
to the subject matter hereof, superseding all prior understandings, proposals
and other communications, oral or written between the Parties during the
negotiations of this Agreement and through the execution and/or Effective Date
of this Agreement. This Agreement shall not operate as or constitute a


 


22

















 


novation of any agreement or
contract between the Parties that predates the execution and/or Effective Date
of this Agreement.


 


36.2              AT&T CONNECTICUT only: The rates, terms and conditions
contained in this Agreement and any Attachments, appendices, exhibits, schedules, Addenda, and commission
tariffs and other documents or instruments referred to herein and incorporated
into this Agreement by reference constitute the entire agreement between the
Parties with respect to the subject matter hereof, superseding all prior
understandings, proposals and other communications, oral or written between the
Parties pre-dating the execution of this Agreement; provided, however, that
none of the rates, terms or conditions of this Agreement shall be construed to
apply in any manner to any period prior to the termination and/or expiration
date of any agreement that this Agreement replaces. This Agreement shall not
operate as or constitute a novation of any agreement or contract between the
Parties that predates the execution and/or Effective Date of this Agreement.


 


23

















 


COMMERCIAL AGREEMENT


Signatures


 


	
  McLeodUSA
  Telecommunications Services, Inc.

  	
   

  	
  Illinois
  Bell Telephone Company d/b/a AT&T Illinois, 

  Indiana Bell Telephone Company Incorporated d/b/a AT&T Indiana, Michigan
  Bell Telephone Company d/b/a AT&T Michigan, The Ohio Bell Telephone
  Company d/b/a AT&T Ohio, and Wisconsin Bell, Inc. d/b/a AT&T
  Wisconsin, Nevada Bell Telephone Company d/b/a AT&T Nevada, Pacific Bell
  Telephone Company d/b/a AT&T California, The Southern New England
  Telephone Company d/b/a AT&T Connecticut, Southwestern Bell Telephone,
  L.P. d/b/a AT&T Arkansas, AT&T Kansas, AT&T Missouri, AT&T
  Oklahoma and/or AT&T Texas by AT&T Operations, Inc., its authorized
  agent

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Signature:

  	
   

  	
   

  	
  Signature:

  	
   

  
	
   

  	
   

  	
   

  
	
  Name:

  	
   

  	
   

  	
  Name:

  	
   

  
	
   

  	
  (Print
  or Type)

  	
   

  	
   

  	
  (Print
  or Type)

  
	
   

  	
   

  	
   

  
	
  Title:

  	
   

  	
   

  	
  Title:

  	
   

  
	
   

  	
    (Print
  or Type)

  	
   

  	
   

  	
    (Print
  or Type)

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Date:

  	
   

  	
   

  	
   

  	
  Date:

  	
   

  	
   

  
											



 


24














 


ATTACHMENT


 


LOCAL WHOLESALE COMPLETE


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION

  	
   

  	
  1

  
	
  DEFINITIONS

  	
   

  	
  2

  
	
  APPENDICES
  INCORPORATED BY REFERENCE

  	
   

  	
  3

  
	
  LWC
  DESCRIPTION

  	
   

  	
  4

  
	
  SCOPE;
  INTEGRATED OFFERING

  	
   

  	
  5

  
	
  PRICING
  DISCOUNTS

  	
   

  	
  6

  
	
  PHASED-IN
  IMPLEMENTATION

  	
   

  	
  7

  
	
  SERVICE
  ASSURANCE PLAN

  	
   

  	
  8

  
	
  PAY-PER-CALLS

  	
   

  	
  9

  
	
  CARRIER
  RECIPROCITY

  	
   

  	
  10

  
	
  WHITE
  PAGES DIRECTORY LISTINGS

  	
   

  	
  11

  
	
  TERMINATING
  TRAFFIC COOPERATION

  	
   

  	
  12

  
	
  INTERCARRIER
  COMPENSATION RESPONSIBILITIES

  	
   

  	
  13

  
	
  OPERATIONAL
  ISSUES

  	
   

  	
  14

  
	
  LWC-SPECIFIC
  EVENTS OF DEFAULT

  	
   

  	
  15

  
	
  BILLING
  AND PAYMENT OF RATES AND CHARGES AND BILLING DISPUTES

  	
   

  	
  16

  
	
  FALSE
  TECHNICIAN DISPATCH

  	
   

  	
  17

  
	
  SEVERABILITY

  	
   

  	
  18

  
	
  END USER
  FRAUD

  	
   

  	
  19

  
	
  LAW
  ENFORCEMENT

  	
   

  	
  20

  
	
  NETWORK
  MAINTENANCE AND MANAGEMENT

  	
   

  	
  21

  
	
  CUSTOMER
  INQUIRIES/END USER NOTICES

  	
   

  	
  22

  
	
  SURVIVAL

  	
   

  	
  23

  
	
  PUBLICITY

  	
   

  	
  24

  
	
  PRESERVATION
  OF LEGAL POSITIONS

  	
   

  	
  25

  



 


2

















 


ATTACHMENT LOCAL WHOLESALE COMPLETE


 


1.             INTRODUCTION


 


1.1           The Parties understand and agree that this Attachment sets forth the
terms and conditions, including prices, under which AT&T-13STATE will make available to
CARRIER its end-to-end “Local Wholesale Complete” or “LWC” service within AT&T-13STATE’s Service Areas, which
CARRIER agrees to purchase to provide local exchange telecommunications
services to Eligible End Users (as defined herein) within those same Service
Areas.


 


1.2           The LWC product refers to an offering which has dial tone capabilities
using Basic Analog Switching Functionality (as defined herein) connected to a
Basic Analog Transmission Facility (as defined herein), in conjunction with
other network capabilities, provided by AT&T-13STATE.
Both the Basic Analog Switching Functionality and Basic Analog Transmission
Facility are integral and mandatory parts of LWC, and must be provisioned for
each LWC; otherwise, LWC is not available to CARRIER.


 


1.3           CARRIER agrees that it will not permit any Affiliate to use LWC, except
as provided in 1.3.1.


 


1.3.1        CARRIER represents that all of its Affiliates that are engaged in local
dialtone services (e.g., wireline local exchange service) in AT&T-13STATE Service Areas as of
the effective date of this Attachment are Parties to the Agreement, and are
individually and collectively referred to herein as CARRIER. 


 


1.4           This Attachment includes certain Appendices,
Exhibit(s), and Schedules, all of which are hereby incorporated in this
Attachment by this reference and constitute a part of this Attachment.


 


1.5           This Attachment shall apply between the Parties, and each Party shall
be bound to its provisions, in each AT&T-13STATE
State.


 


1.6           AT&T-13STATE shall make routine network modifications to
Basic Analog Loops being used to provide CARRIER with LWC, where the requested
Basic Analog Loop facility has already been constructed. AT&T-13STATE shall perform routine
network modifications to such Basic Analog Loops, without regard to whether
those Basic Analog Loops were constructed on behalf, or in accordance with the
specifications, of any carrier.


 


1.6.1        A routine network modification is an activity that AT&T-13STATE regularly undertakes
for its own retail customers where there are no additional charges or minimum
term commitments. Routine network modifications shall be performed for CARRIER
under the same conditions and in the same manner that AT&T-13STATE does for its own
retail customers. Routine network modifications may entail activities such as
accessing manholes, deploying bucket trucks to reach aerial cable, installing
equipment casings.


 


1.6.2        Notwithstanding any other provisions of this Agreement, routine network
modifications do not include constructing new loops; installing new cable;
splicing cable at any location other than an existing splice point or at any
location where a splice enclosure is not already present; securing permits,
rights-of-way, or building access arrangements; constructing and/or placing new
manholes, handholds, poles, ducts or conduits; installing new terminals or
terminal enclosures (e.g., controlled environmental vaults, huts, or cabinets).
AT&T-13STATE is not
obligated to perform those activities for CARRIER. However, CARRIER may request
that AT&T-13STATE  perform
such activities for additional charges. If CARRIER makes such a request and AT&T-13STATE  is willing to perform
the requested activities, AT&T-13STATEshall
determine the charges for any such activities on an individual case basis
(ICB), which shall reflect an engineering estimate of the actual costs of time
and materials required to perform the routine network modification. CARRIER
shall be required to pay those charges in advance and to execute AT&T-13STATE’s standard form(s)
used for such or substantially similar ICBs, before AT&T-13STATE performs such
activities.


 


1.6.3        AT&T-13STATE shall determine whether and how to perform
routine network modifications using the same network or outside plant
engineering principles that would be applied in providing service to AT&T-13STATE’s retail customers.


 


3

















 


1.7           LWC is available only where capabilities and facilities exist. The
facilities used by AT&T-13STATE
to provide LWC shall remain the property of AT&T-13STATE. Notwithstanding anything to the contrary
in this Agreement (including without limitation any of its attachments or
appendices), nothing herein shall obligate AT&T-13STATE
to provide LWC or LWCALs using or otherwise provided over (i) any
fiber-to-the-premise, fiber-to-the-home or fiber-to-the-curb facilities (as
defined and used in 47 C.F.R. § 51.319(a)(3) and FCC orders relating thereto),
or (ii) any facilities in the following AT&T-13STATE
wire centers: Richardson, TX (DLLSTXRNDS0), Olathe, Kansas (KSCYKSOLDS0) and
Corporate Woods, KS (KSCYKSCBDS0) (except that this Section 1.7(ii) shall not
apply to an end user premise to which copper loop facilities exist from the
Serving Switch to that end user premise), or (iii) any other facilities that AT&T-13STATE may have deployed or
that AT&T-13STATE may
deploy for which it is not obligated to unbundle pursuant to 47 U.S.C. §
251(c)(3), as determined by lawful and effective FCC rules and associated
lawful and effective FCC and judicial orders. This Section 1.7 controls and
otherwise applies irrespective of any other provision of this Agreement
(including without limitation any of its attachments or appendices) that might
be similarly written (e.g., provisions that include “notwithstanding any other
provision,” “in any event”, “in no event”).


 


1.8           Except as set forth in the LWC Service Assurance Plan (see Section
3.1.8 hereof), the Parties understand and agree that no performance measures
and remedies, including without limitation, any wholesale service quality
standards, liquidated damages, and remedies, shall apply under this Attachment.


 


1.9           The Parties agree that the Offerings are not subject to any AT&T-13STATE change management
processes (often referred to as “CMP”), except that changes to systems and
processes that are common to both the Offerings hereunder and other AT&T-13STATE offerings that are
subject to any change management process, shall continue to be subject to such
process and CARRIER hereunder shall be subject to the outcomes of such CMPs.


 


1.10         The Parties acknowledge and agree that this Attachment, in whole or in
part, is not subject to Sections 251/252 of the Act, and is not, and was not,
subject to negotiation and/or arbitration under Sections 251 and/or 252 of the
Act.


 


2.         DEFINITIONS


 


As used in this Attachment,
the following terms and phrases shall have the assigned meaning.


 


2.1           “Act” means the federal
Communications Act of 1934, as amended, including by the Telecommunications Act
of 1996.


 


2.2           “Affiliate” means a person
or entity that (directly or indirectly) owns or controls, is owned or
controlled by, or is under common ownership or control with, another person. For
purposes of this definition, the term “own” means to own an equity interest (or
the equivalent thereof) of more than 10 percent.


 


2.3           “Basic Analog Switching Functionality”
refers to the functionality provided with a Local Wholesale Complete Access
Line (LWCAL) by a circuit-switched, line-side, analog or TDM switch connection
available in a Loop Start Signaling configuration (as defined herein, i.e.,
loop start at the customer’s premises but not necessarily at the AT&T-13STATE central office) used
primarily for switched voice and voice-band data communications, subject to the
Agreement’s Technology Evolution provisions. Expressly excluded from the scope
and definition of Basic Analog Switching Functionality are Centrex,
Centrex-like (and any similar), PBX, payphone (coin), and I/O
features/functions/ capabilities, as well as trunk ports and DS-1 (and higher
capacity) ports used other than as a multiplexing of Basic Analog Loops.


 


2.4           “Basic Analog Transmission Facility”
refers to a transmission facility provided with a LWCAL that connects a
distribution frame (or its equivalent) in an AT&T-13STATE central office and the facility
demarcation point at an Eligible End User’s premises, which has an appearance
of a 2-Wire analog transmission facility (or a facility that is being used to
provide the equivalent transmission capacity, including equivalent voice-band
modem-data capabilities) that supports analog voice frequency, voice-band
services with loop start signaling within the frequency spectrum of
approximately 300 Hz and 3000 Hz. Basic Analog Transmission Facility may refer,
as an example, to a hybrid circuit, in which the analog transmission
originating from the Eligible End User’s premises is converted to a TDM digital
format at an


 


4

















 


RT, FDI, hut, CEV or other AT&T-13STATE enclosure for carriage
to the AT&T-13STATE
central office, at which location appropriate digital signaling would be
utilized. If CARRIER requests a Basic Analog Transmission Facility where an Eligible
End User’s premises is served by an Integrated Digital Loop Carrier (IDLC), AT&T-12STATE will, where available,
move the requested Basic Analog Transmission Facility to a spare, existing
all-copper or universal digital loop carrier Basic Analog Transmission Facility
at no additional charge to CARRIER. If, however, no spare Basic Analog
Transmission Facility is available, AT&T-12STATE
will within two (2) Business Days of CARRIER’s request, notify CARRIER of
the lack of available facilities.


 


2.5           “Control” (including the
terms “controlling”, “controlled by” and “under common control with”) means the
possession, direct or indirect, of the power to direct or cause the direction
of the management and policies of a person or entity, whether through the ownership
of voting securities, by contract, or otherwise.


 


2.6           “Electronic Service Order”
means an electronic service order sent to AT&T-13STATE
over a standard, computerized AT&T-13STATE
service order interface such as EDI or LEX.


 


2.7           “Flow Through”  is the percentage of Electronic Service
Orders in the relevant time period that are completed to “Firm Order
Confirmation” (FOC), without manual intervention by AT&T-13STATE due to CARRIER system
limitations or order errors.


 


2.8           IntraLATA Toll” is defined as traffic between one AT&T-13STATE’s local calling area
to another AT&T-13STATE’s
local calling area within one LATA within the respective state.


 


2.
9          “Local
Wholesale Complete” (“LWC”)
refers collectively to the technology packages, operational support capabilities,
and certain ancillary services supporting the provision of local exchange
service by CARRIER, that are offered by AT&T-13STATE
as an end-to-end service under this Attachment.


 


2.10         “Loop Start Signaling”
refers to loop start signaling at the Eligible End User’s side of the Basic
Analog Transmission Facility. Thus, loop Start Signaling may refer, as an
example, to a hybrid circuit, in which the analog transmission originating from
the Eligible End User’s premises is converted to a TDM digital format at an RT,
FDI, hut, CEV or other AT&T-13STATE
enclosure for carriage to the AT&T-13STATE
central office, and which, if entering the AT&T-13STATE
end office switch digitally, would employ an appropriate digital signaling
format, and not transmission start signaling, at that central office end of the
circuit.


 


2.11         “LWC Access Line”  (“LWCAL”)
refers to an individual technology package offered by AT&T-13STATE which includes a Basic
Analog Transmission Facility connected with Basic Analog Switching Functionality,
equipped so that CARRIER can provide local exchange dialtone service to a
particular LWC End User premises, and is otherwise operational in accordance
with the provisions of this Attachment.


 


2.12         “Offerings” means all of
the AT&T-13STATE
products being made available, and activities being performed by AT&T-13STATE, under this
Attachment, including, without limitation, LWC.


 


2.13         “TDM” refers to the
channelization of digitized voice grade circuits into DS-1 and higher speed
transmission signals using time division multiplexing. TDM is used in circuit
switching.


 


3.         APPENDICES
INCORPORATED BY REFERENCE


 


3.1           Included as integral parts of this Attachment are the following listed
Appendices, which are attached and incorporated by this reference:


 


3.1.1        Appendix LWC 800


 


3.1.2        Appendix LWC Alternately Billed Services (“ABS”)


 


3.1.3        Appendix LWC LIDB and CNAM - SMS


 


3.1.4        Appendix LWC LIDB and CNAM - Query 


 


3.1.5        Appendix LWC OSS


 


3.1.6        Appendix LWC 911/E911


 


5

















 


3.1.7        Appendix LWC Basic Analog Switching Functionality and Non-Dedicated
Transport


 


3.1.8        Appendix LWC DUF


 


3.1.9        Appendix LWC Service Assurance Plan (with Attachment – Service
Assurance Business Rules to Appendix LWC Service Assurance Plan)


 


3.1.10      Appendix LWC Operator Services and Directory Assistance (OS/DA)


 


3.1.11      Appendix
LWC Number Portability


 


4.             LWC
DESCRIPTION


 


4.1           LWC is only available to CARRIER for use in providing local exchange
telecommunications service to its residential, business, and government end
users within a Service Area(“Eligible End Users”) except where, and only to the
extent that, CARRIER is required to allow for the resale its local exchange
telecommunications services under state or federal law. Eligible End Users
being served by CARRIER using LWC are referred to herein as “LWC End Users.”


 


4.1.1        The definition of “Eligible End User” excludes telecommunications
carriers (including without limitation CARRIER and its Affiliates for
administrative use), and Internet service providers. LWC is not available to
serve those excluded end users, and CARRIER shall not use LWC to serve those
excluded end users.


 


4.1.2        LWC may not be used for termination of “pass through” or transit access
traffic if such use results in an arrangement that seeks to avoid the
appropriate application of switched access charges.


 


4.2           Each LWCAL includes the following, subject to the provisions of the
Appendices: 


 


4.2.1        A single NANP telephone number (i.e., NPA-NXX-XXXX) assigned to it,
which shall be one either associated with the AT&T-13STATE Serving Switch (as defined herein) per
the Telcordia LERG (Local Exchange Routing Guide), or ported to the Serving
Switch as permitted under local number portability (“LWC Number”).


 


4.2.2        One white page directory listing for the LWC Number, inclusion of the
LWC Number in AT&T-13STATE’s
Operator Services and Directory Assistance databases, and annual delivery of
one Directory to each LWC End User according to AT&T-13STATE practices for its own customers in the
serving area. See also Appendix LWC Operator Services and Directory Assistance
(OS/DA).


 


4.2.2.1     Additional, foreign, enhanced,
non-published, non-listed, and other special white page listings are available
at the price set forth in LWC Pricing Schedule.


 


4.2.3        Use of non-dedicated transport for calls
originated from the LWCAL that terminate within the local calling scope, any
mandatory extended area service calling scope(s) (one-way or two-way), and “1+”
intraLATA toll calling scope. All of the foregoing calling scopes shall be
determined with respect to AT&T-13STATE’s
retail telecommunications service offerings, the premises of the LWC End User,
and the serving AT&T-13STATE
end office switch providing the Basic Analog Switching Functionality used to
serve the LWC End User (“Serving Switch”).


 


4.2.4        Use of non-dedicated transport for intraLATA and interLATA toll calls
terminated to or originating from the LWCAL, for those toll calls that are
handed off between AT&T-13STATE
and a third party carrier at a point other than the LWCAL’s Serving Switch.


 


4.2.5        Use of those vertical features, CLASS features, line class codes that
are being used, as of the effective date of this Attachment, by CARRIER to
provide mandatory calling scope plans on a retail basis, and other features,
functions, and capabilities Loaded and Activated from the
switch-vendor-provided generic software of the Serving Switch for use with
Basic Analog Switching Functionality. “Loaded” means that it is included in the
software installed in the Serving Switch. “Activated” means that the licensing
fees are current; that no further license, right to use, or other fee needs to
be paid to, and no enabling code or other mechanism or method needs to be
obtained from a third party; and that translations and USOCs for use with LWC
are in place such that ordering, billing and provisioning wholesale processes
have been implemented (see Section 7, Phased-In


 


6

















 


Implementation). The Phase
II implementation shall not negatively affect the availability of any Basic
Analog Switching Functionality feature, line class code, function or capability
that was Loaded and Activated prior to that implementation, and which were
previously available to CARRIER under this Attachment. Specifically excluded
from the foregoing are other line class codes and any features, functions, or
capabilities specifically developed by or on behalf of AT&T-13STATE that it wishes to
reserve exclusively for its use (e.g., “Toll Saver”).


 


4.2.5.1     In the event that AT&T-13STATE
plans to cancel or otherwise discontinue offering, on a retail basis, a retail
calling scope that is available to CARRIER under this Section 4.2.5 (excluding
Optional EAS, which is specifically addressed by Section 4.2.6), AT&T-13STATE shall provide written
notice to CARRIER within 30 days after AT&T-13STATE’s
public announcement regarding the planned retail offering. CARRIER shall
provide AT&T-13STATEwith
written notice no later than the 60th day after receipt of whether CARRIER
wishes to continue to use the supporting line class code(s), and the Parties
shall engage in good faith negotiations over the additional terms and
conditions, including charges, with respect to CARRIER’s continued use and AT&T-13STATE’s continued
maintenance of the supporting line class code(s). Notwithstanding the foregoing
in this Section 4.2.5.1, if  AT&T-13STATE
modifies a retail calling scope that is available to CARRIER under this Attachment
(excluding Optional EAS, which is specifically addressed by Section 4.2.6) such
that the Serving Switch functionality providing that calling scope is affected
(including without limitation as a result of a legal and/or regulatory order or
other requirement), that retail calling scope shall also be so modified as to
CARRIER and its LWC End Users, and implemented in the same time frame as  AT&T-13STATE’s retail offering.


 


4.2.5.2     CARRIER may continue to use, and AT&T
OKLAHOMA agrees to maintain, the AT&T Oklahoma Local Plus®
line class codes (“OKLCCs”), which provide for the capability of providing an
optional one-way, outward, extended area calling to other customers in AT&T OKLAHOMA exchanges  that are located within the same LATA
where the AT&T OKLAHOMA
switch providing Basic Analog Switching Functionality for an LWCAL on which an
OKLCC is present, is located. Calls included in this plan are dialed using a
seven-digit or ten-digit dialing pattern. CARRIER agrees to pay the monthly
recurring charge set forth in the LWC Pricing Schedule for each month or
partial month that an LWCAL has an OKLCC present. AT&T OKLAHOMA agrees to maintain the OKLCCs in all AT&T OKLAHOMA circuit end office
switches that provide LWC and from which AT&T
OKLAHOMA previously made Local Plus® available. AT&T OKLAHOMA’s maintenance
includes making changes to the OKLCCs on a switch-by-switch basis when NPA
splits or NPA overlays occur, and making changes to the OKLCCs on a
switch-by-switch basis when a new NPA-NXX is added or removed from a Local
Plus® calling area. The dialing pattern will be maintained so that originating
calls that are to be terminated within a Local Plus® calling area will have the
same dialing pattern as existed as of September 15, 2003. 


 


4.2.6        Use the Serving Switch functionality (e.g., line class code) that
provides those optional extended area service calling scopes(s) (one-way or
two-way) that are set forth in the LWC Pricing Schedule (“Optional EAS”).


 


4.2.6.1     CARRIER may also use non-dedicated transport for calls originated from
or terminated to the LWCAL as a result of use of an Optional EAS.


 


4.2.6.2     If AT&T-13STATE
cancels, discontinues or otherwise modifies its retail offering that uses an
Optional EAS or any mandatory calling scope plan such that the Serving Switch
functionality or other methodology used in providing the Optional EAS or
mandatory calling scope plan is affected (including without limitation as a
result of a legal and/or regulatory order or other requirement), the Optional
EAS and/or mandatory calling scope plan available to CARRIER shall also be so
canceled, discontinued, or otherwise modified, and implemented in the same time
frame as AT&T-13STATE’s
retail offering.


 


7

















 


4.2.7        Use of SS7, CNAM, LIDB, E911, and 800 as required for originating calls
from, or terminating calls to, a LWCAL. See also Appendices LWC 800, LWC LIDB
and CNAM, and LWC 911/E911 hereof.


 


4.2.8        Use of AT&T-13STATE’s
call routing tables in the Serving Switch for calls originating from the LWC Number
in the same manner as calls from AT&T-13STATE
retail/resale service from that same Serving Switch are routed (local,
intraLATA toll, transiting to other telecommunications carriers, transport to
IXC POPs).


 


4.2.9        A daily usage feed containing usage records to facilitate billing and
intercarrier compensation. Also see Appendix LWC DUF.


 


4.2.10      911/E911 record administration and maintenance. Also see Appendix LWC
911/E911.


 


5.             SCOPE;
INTEGRATED OFFERING


 


5.1           This Attachment is applicable to and binding upon both Parties in the
states of California, Nevada, Texas, Missouri, Oklahoma, Kansas, Arkansas,
Illinois, Wisconsin, Michigan, Indiana, Ohio, and Connecticut, and only applies
within the Service Areas.


 


5.2           Consistent with Section 7, CARRIER and AT&T-13STATE shall work cooperatively to implement the
transition to LWC from the other serving arrangements that CARRIER may have in
any AT&T-13STATE  Service
Area.


 


5.3           AT&T-13STATE and CARRIER understand and agree that:


 


5.3.1        this Agreement, including LWC, is offered as a complete, integrated,
non-severable packaged offering only;


 


5.3.2        the provisions of this Agreement have been negotiated as part of an
entire, indivisible agreement and integrated with each other in such a manner
that each provision is material to every other provision; 


 


5.3.3        that each and every term and condition, including pricing, of this
Agreement is conditioned on, and in consideration for, every other term and
condition, including pricing, in this Agreement. The Parties agree that they
would not have agreed to this Agreement except for the fact that it was entered
into on a 13-State basis and included the totality of terms and conditions,
including pricing, listed herein; 


 


5.3.4        that AT&T-13STATE
would not provide LWC but for the Parties’ mutual agreement on each and every
provision of this Agreement being integrated, non-severable, and indivisible in
its entirety;


 


5.3.5        that neither CARRIER nor AT&T-13STATE
will be entitled to substitutions and/or modifications to the packaged
contractual and network offerings based upon agreements either Party may enter
into with third parties (e.g., no “picking and choosing” of selective terms and
conditions); and


 


5.3.6        if any of the scenarios described in Section 23.2 of the Agreement or a
similar situation results in any of the provisions of the Agreement (including
this Attachment and its appendices and schedules) being offered in a manner
that different than they were agreed to by the Parties without all of the other
provisions of this Agreement (e.g., tariffing required at different terms and
conditions, including pricing), then the Parties acknowledge that Sections 15.2
and/or 15.3 of this Attachment apply.


 


5.4           In entering into this Attachment, each Party agrees to abide by and
honor the terms and conditions, including pricing, set forth in this Attachment
without challenging its provisions, and that it shall not take any position(s)
or seek any provision(s) that are inconsistent with the provisions set forth in
this Attachment for so long as this Attachment remains in effect between the
Parties. CARRIER further agrees that it shall not seek and/or otherwise
initiate, participate (voluntarily) and/or intervene in any pending or future
state or federal regulatory, judicial or legislative proceeding relating or
applicable to, or which would reasonably be expected to affect, the LWC product
including, without limitation, any docket or proceeding that require(d) that
any AT&T-13STATE
ILEC(s) make available LWC (or a similar offering) at prices different than
those in this Attachment (e.g., TELRIC rates), for so long as this Attachment
remains in effect. On or before the effective date of this Attachment, or as
soon as is practicable, CARRIER shall dismiss and/or withdraw from any pending proceeding(s),
if any, within the scope of and consistent with the foregoing. The failure to


 


8

















 


abide by this Section shall
be deemed a material breach of this Attachment, except in any State, if any,
where this Attachment has been terminated. Nothing contained herein shall
preclude CARRIER from membership in any association or organization that itself
takes actions inconsistent with this Section 5.4 so long as such organizations
do not represent that any position is supported by CARRIER. CARRIER shall
require that such organizations affirmatively acknowledge that such
organizations are not representing CARRIER for any matters that CARRIER could
not otherwise participate in under this Attachment. Nothing contained herein
shall preclude CARRIER from taking any position with respect to the obligations
of ILEC(s) that are not affiliates of AT&T-13STATE.


 


5.5           Each Party and its Affiliates shall support and defend the
reasonableness of this Attachment, including without limitation its substantive
terms and conditions and the nature of the Attachment, publicly and before and
with any federal or state governmental entity (including any regulatory agency,
court, or legislature and the representatives of each) and regardless of the
nature or status of the forum or proceeding. Included within the foregoing is
the obligation of each Party and its Affiliates to support and defend the
indivisible nature of this Attachment, including against any attempts that
could result in treatment contrary to Section 5.3.


 


6.             PRICING
DISCOUNTS


 


6.1           The prices that shall apply under this Attachment are set forth or
referenced in the Agreement, including this Attachment and the attached LWC
Pricing Schedule (including service order charges), which is attached and
incorporated herein by this reference.


 


6.2           Where the capabilities exists, CARRIER may purchase certain optional
AIN-based features set forth on the LWC Pricing Schedule, on a per-LWCAL or
per-usage basis as noted. Where Activated and Loaded in the Serving Switch,
CARRIER may order business line hunting to serve business LWC End Users, on a
per-business LWC Number basis. The prices for these optional enhancements are
set forth in the LWC Pricing Schedule.


 


6.3           The prices for LWC may be discounted (subject to pro-rating consistent
with the Agreement), subject to this Section 6.3.


 


6.3.1        Base Rate Discounts. The monthly recurring LWCAL Base Rate is subject to discounting
(subject to Section 6.3.1.5 and 6.3.5), as follows: 


 


6.3.1.1     D-S-O Discount. By the D-S-O Discount (as set forth in the LWC Pricing Schedule)
during an Application Period, where the average Days Sales Outstanding (D-S-O)
is no greater than 30 days over the associated preceding Measurement Period
(3-month average DSO) reporting basis across all AT&T-13STATE for the purchases made under this Attachment.


 


6.3.1.1.1  D-S-O is calculated by using total outstanding receivables divided by
total reported current billing (using AT&T-13STATE
Accounts Receivable Management System (“ARMS”) end of month report results),
times 30 days. This would mean that if all bills are being paid prior to
invoice due date, the outcome would be less than 30 days in a given month. As
long as the average D-S-O result is less than 30 days monthly, then the average
3 month D-S-O result would also be less than 30 days, when calculating a
Measurement Period D-S-O (using 3 months of total receivables divided by 3
months billed charges times 30 days, using the monthly ARMS results for the
Measurement Period). In calculating D-SO, charges deemed erroneous by both
Parties will be excluded. 


 


6.3.1.2     VolumeDiscount. By the applicable Volume Discounts (as set forth herein and the LWC
Pricing Schedule) during an Application Period, based upon the total number of
LWCALs in service (as determined by AT&T-13STATE
billing system (posted), e.g., not including those only ordered) at the end of
the associated preceding Measurement Period. Whether CARRIER is entitled to any
Volume Discount(s) for the period from the effective date of this Attachment
through and including the first full Application Period hereunder, the Parties
agree to use the number of basic analog UNE-Ps that CARRIER has in service (as


 


9

















 


determined by AT&T-13STATE’s billing system
(posted), e.g., not including those only ordered) at the end of the month
immediately preceding that effective date. Any Volume Discount(s) applicable
for the second full Application Period shall be determined in accordance
herewith using its associated Measurement Period, even if that Measurement
Period did not occur entirely after the effective date of this Attachment. Following
are the terms and conditions specific to the Volume Discounts (collectively,
the “First Volume Discount,” the “Second Volume Discount,” and the “Third
Volume Discount” are referred to as the “Volume Discounts”, singularly, as a “Volume
Discount”): 


 


6.3.1.2.1     By the First Volume Discount (as set forth herein and the LWC Pricing
Schedule) to the LWCAL Base Rate will begin to be provided to CARRIER if and
when, at the end of a Measurement Period (as specified in Section 6.3.4 below)
which Period occurs wholly after the effective date of this Attachment, CARRIER
has at least 100,000 LWCALs in-service at the end of that Measurement Period. If
and when the First Volume Discount applies, it will begin to apply in the
following Application Period (as specified in Section 6.3.4 below).


 


6.3.1.2.2     By an additional Second Volume Discount (as set forth herein and the
LWC Pricing Schedule) to the LWCAL Base Rate (in addition to the First Volume Discount
pursuant to Section 6.3.1.2.1 above) will begin to be provided to CARRIER if
and when, at the end of a Measurement Period which Period occurs wholly after
the effective date of this Attachment, CARRIER has at least 250,000 LWCALs
in-service at the end of that Measurement Period. If and when the Second Volume
Discount applies, it will begin to apply in the following Application Period. 


 


6.3.1.2.3     By an additional Third Volume Discount (as set forth herein and the LWC
Pricing Schedule) to the LWCAL Base Rate (in addition to the First and Second
Volume Discounts to the LWCAL Base Rate pursuant to Sections 6.3.1.2.1 and
6.3.1.2.2 above) will begin to be provided to CARRIER if and when, at the end
of a Measurement Period which Period occurs wholly after the effective date of
this Attachment, CARRIER has at least 450,000 LWCALs in-service at the end of
that Measurement Period. If and when the Third Volume Discount applies, it will
begin to apply in the following Application Period.


 


6.3.1.2.4     Once a Volume Discount begins to apply hereunder, CARRIER must meet
continue to meet the requisite threshold required for that Volume Discount at
the end of each successor and/or any following Measurement Period(s). If
CARRIER fails to meet that requisite threshold for that Volume Discount,
CARRIER shall not be entitled to that Volume Discount in the following
Measurement Period(s) or following Application Period(s), unless and until
CARRIER again meets the requisite threshold required at the end of a
Measurement Period for that Volume Discount, which Volume Discount would then
begin to be applied prospectively as provided herein.


 


6.3.1.2.5     The Volume Discounts per LWCAL Base Rate that can be achieved cannot
exceed the Maximum Volume Discount per LWCAL per month (as set forth herein and
in the LWC Pricing Schedule, i.e., CARRIER has at least 450,000 LWCALs
in-service at the end of a Measurement Period so it receives the Maximum Volume
Discount from the LWCAL Base Rate due to aggregating First, Second, and Third
Volume Discounts).


 


6.3.1.2.6     The Parties shall review CARRIER’s LWCALs in-service at the end of each
Measurement Period(s) under the Agreement to determine the application of any
of the Volume Discounts in the following Application Period(s).


 


10

















 


6.3.1.2.7     Following review of CARRIER’s LWCALs in-service for any particular
Measurement Period, AT&T-13STATE
will implement the First, Second, and/or Third Volume Discounts, as
appropriate, on or before the 30th day of the following Measurement
Billing Period(s).


 


6.3.1.2.8     No retail and/or other wholesale purchases (e.g., UNE-Ps/ULS, resale,
Centrex, UNE standalone loops) shall be considered with respect to any of the
Volume Discounts, including in determining whether CARRIER qualifies for any of
the Volume Discounts, as more specifically set forth above.


 


6.3.1.4        Notwithstanding any other provision hereof,
in no event shall the cumulative discount to the monthly recurring LWCAL Base
Rate exceed the Maximum Discount (as set forth in the LWC Pricing Schedule) per
LWCAL per month.


 


6.3.2        Electronic Service Order Discounts. The non-recurring Electronic Service Order
rate is subject to discounting as follows:


 


6.3.2.1     Flow Through Discount. Where the achieved Flow Through equals or
is higher than the Flow Through Objective (as set forth in the LWC Pricing
Schedule) for a Measurement Period, the Electronic Service Order rate will be
discounted during the following Application Period by the amount of the Flow
Through Discount (as shown on the LWC Pricing Schedule).


 


6.3.3        The calculations pertaining to the D-S-O Discount, and the Flow Through
Discount, will be made using data starting with the first day, and ending on
the last day, of a three-month Measurement Period, as set forth below. Any
discount earned per those calculations shall then be applied to the charges
invoiced during the associated, following Application Period, in accordance
with Sections 6.3.1 and 6.3.2 (and their respective subsections).


 


6.3.4        The Measurement Period(s) and the Application Period(s):


 


	
  Measurement Period

  	
   

  	
  Application Period

  
	
  Sept., Oct., and Nov.

  	
   

  	
  following Jan., Feb., and
  March

  
	
  Dec., Jan., and Feb.

  	
   

  	
  following April, May, and
  June

  
	
  March, April, and May

  	
   

  	
  following July, August,
  and September

  
	
  June, July, and August

  	
   

  	
  following Oct., Nov., and
  Dec.

  



 


6.3.5        The calculations associated with determining whether CARRIER is
entitled to the D-S-O Discount, and/or the Flow Through Discount shall first be
made at the end of the first full Measurement Period that begins after the
effective date of this Attachment, such that the earliest CARRIER can
conceivably receive the D-S-O Discount, and/or the Flow Through Discount would
be the associated Application Period following that first full Measurement
Period.


 


6.4           CARRIER shall pay an additional charge(s) per LWCAL that is equal in
both amount and frequency (e.g., monthly, non-recurring, usage-based) to any AT&T-13STATE tariffed surcharge(s)
(whether tariffed on an interstate or intrastate basis) applicable to AT&T-13STATE retail or resale end
users, which surcharge(s) is for recovering costs incurred in implementing
federal, state, or local mandates (including modifications and expansions of
existing mandates) that become effective subsequent to October 1, 2004. 


 


6.5           Bill Claim/ Dispute Charge. This charge shall be applied to CARRIER
each time it submits a billing dispute to which a claim number is assigned
through the then-current process and the charges are “sustained” (verified as
correct) by AT&T-13STATE.
AT&T-13STATE’s
then-current Billing Claims Dispute Spreadsheet must be used by CARRIER when
raising claims/disputes about its LWC invoices. In those instances where a
single Spreadsheet carries multiple disputes based upon the same reason, the
Bill Claim/Dispute Charge would be applied once as to those instances only if
the disputed charge is sustained. Upon request, AT&T-13STATEshall provide CARRIER a copy of the
underlying support for rejecting the billing dispute claim within 30 days of
such request.


 


11

















 


6.6           False Technician Dispatch
Charge - per incident


 


6.6.1        If trouble appears to occur with LWC, CARRIER will first determine
whether the trouble is in CARRIER’s own equipment and/or facilities or those of
the end user customer being served using LWC. If CARRIER determines the trouble
is not with such equipment or facilities, CARRIER will issue a trouble report
to AT&T-13STATE.


 


6.6.2        CARRIER shall pay the False Technician Dispatch charge, as set forth in
the LWC Pricing Schedule, when CARRIER reports suspected LWC trouble and AT&T-13STATE personnel is
dispatched (e.g., to an outside location, within a AT&T-13STATE premises) and the
trouble was not caused by AT&T-13STATE’s
LWC.


 


6.6.3        CARRIER shall pay the False Technician Dispatch charge when AT&T-13STATE dispatches personnel
and the trouble is in equipment or communications systems provided an entity by
other than AT&T-13STATE
or in detariffed CPE provided by AT&T-13STATE,
unless covered under a separate maintenance agreement.


 


6.6.4        CARRIER shall pay the False Technician Dispatch charge when the trouble
clearance did not otherwise require dispatch, but dispatch was requested for
repair verification, and the circuit did not exceed maintenance limits.


 


6.6.5        AT&T-13STATE shall not be obligated to dispatch any AT&T-13STATE personnel to any
location outside of AT&T-13STATE’s
network or premises pursuant to this Attachment.


 


6.6.6        The False Technician Dispatch charge will apply per incident.


 


6.6.7        If CARRIER requests or approves a AT&T-13STATE
technician to perform services in excess of or not otherwise contemplated by
the nonrecurring charges herein, CLEC will pay Maintenance of Service charges
for any additional work to perform such services, including requests for installation
or conversion outside of normally scheduled working hours  at rates under their existing
Interconnection Agreement or if such rates do not exist, then at the
Interstate Tariff rates. AT&T-13STATE shall have no
obligation under the Agreement, including without limitation this Attachment,
to perform any inside wire work.


 


6.7           Paper Bill Charge -
Applicable Interstate Tariff Rate per incident. Prior to the effectiveness of this
Attachment, CARRIER shall notify AT&T-13STATE,
via a profile update, which Alternate Bill Media (ABM) (Magnetic Tape, CD-ROM,
or NDM Connect Direct feed) CARRIER has selected as its primary billing option.
This charge shall apply to any paper bill rendered more than 30 days after
CARRIER has been fully enabled by AT&T-13STATE
to send CARRIER’s bills via the initially selected ABM. The charge will apply
per monthly bill cycle, per each State, for each paper bill mailed.


 


6.8           Duplicate Bill Charge - per
incident. This charge shall
apply each time CARRIER requests a duplicate production of a bill, whether in
the current or any past cycle (as may be available), when the original bill
previously rendered by AT&T-13STATE
does not have any defects that prohibit its processing or use by CARRIER.


 


6.9           Non-EFT Payment Charge - per
incident. This charge shall
apply when CARRIER renders any payment hereunder by manner other than as
required by Section 16.19 of this Attachment. By way of example only, payments
made via check, cash, or money order are subject to this charge.


 


6.10         Service Order Expedite
Request- per incident. This
charge shall apply to each incident in which CARRIER requests and receives a
shorter interval than the standard offered for installation of an LWCAL. The
decision on whether to provide a shorter interval (a service order expedite)
shall be made solely by AT&T-13STATE.


 


12

















 


7.             PHASED-IN
IMPLEMENTATION


 


7.1           The Parties will work cooperatively to implement this Attachment.


 


7.2           CARRIER understands and acknowledges that any serving arrangements
being purchased from AT&T-13STATE
that CARRIER is already using to provide basic analog local service, and that
CARRIER wishes to convert or otherwise migrate to LWC (e.g., resale, UNE-P
where and to the extent available), may only be transitioned to AT&T-13STATE’s LWC class of service
(COS) and USOCs via submitting LSRs/orders for the lines sought to be
converted, subject to AT&T-13STATE
system requirements and limitations. For avoidance of doubt and by way of
example only, each LSR is limited to orders placed for lines running to the
same premises, as determined by AT&T-13STATE’s
systems.


 


7.2.1       UNE-P Transition:  A “UNE-P Transition” only applies
to the extent that, on the effective date of this Attachment, CARRIER is still
being provided serving arrangements using AT&T-13STATE’s
existing UNE classes of service and USOCs. ALL of CARRIER’s UNE-Ps  using basic analog switching to serve
Eligible End Users (“Transitioned UNE-Ps”) shall be provided as LWC with an
effective billing date as LWC as of the effective date of this Attachment. AT&T-13STATE may adopt interim
measures in order to render a bill to CARRIER for LWC (e.g., using multiple
USOCs to bill a single LWC charge), and CARRIER shall pay the charges billed
using such interim measures. Details regarding any interim measures will be
made available to CARRIER. The inability or other failure by AT&T-13STATE to bill CARRIER any
LWC charge(s) shall not in any event act as a waiver by AT&T-13STATE of its right to
subsequently bill such LWC charge(s) at the prices and price structures
included in this Attachment, or relieve CARRIER of its obligation to pay those
charges when rendered, on a retroactive basis and/or a prospective basis.
Notwithstanding the foregoing of this Section 7.2.1, CARRIER shall be required
to submit LSRs to transition all Transitioned UNE-Ps to the LWC-specific COS
and associated USOCs. CARRIER shall mutually agree in advance with AT&T-13STATE regarding the
scheduling of the submission of those LSRs, including without limitation the
timing and volume-per-stated period and AT&T-13STATE may, upon notice, require that those LSRs be treated as a project. The Parties acknowledge that the
discussions regarding that scheduling shall begin no later than 30 days after
the Effective Date, with the objective of the LSR submissions on the
Transitioned UNE-Ps beginning no later than 60 days after the Effective Date. AT&T-13STATE shall bill, and
CARRIER shall pay the prices and charges established hereunder on a retroactive
and/or prospective basis (including regardless of any provisions applicable to
billing, including time/timing limitations and/or restrictions and processes,
that might be set forth in or otherwise applicable under or to the Attachment
or such billing). AT&T-13STATE’s
provisioning of LWC is expressly subject to this Section and in no way
constitutes a waiver of AT&T-13STATE’s
rights under this Attachment to bill, charge for and collect payment for LWC.


 


7.2.2        Except for any UNE-P Transition, LWC will only be provided under the
LWC-specific COS and any new and existing USOCs, to the full extent
then-supported by AT&T-13STATE’s
systems.


 


7.2.3        The Parties acknowledge and agree that each Party will incur costs in
implementing this Agreement, including any UNE-P transition, and each Party
shall bear its own costs, except that AT&T-13STATE
shall charge CARRIER and CARRIER shall pay any service order charges otherwise
applicable under this Agreement. For Electronic Service Orders submitted during
the first one hundred twenty (120) calendar days after the effective date of
this Attachment (“Transition Window”) to migrate CARRIER’s own Transitioned
UNE-Ps to the LWC-specific COS and associated USOCs, the “UNE-P Transition
Charge” (set forth in the LWC Pricing Schedule) shall apply in lieu of the
normal Electronic Service Order charges otherwise applicable under this
Agreement. (For avoidance of doubt, such UNE-P Transition orders shall be
included in Flow Through calculations, and the UNE-P Transition Charge shall
not be subject to any discounts hereunder.) 
CARRIER acknowledges that the UNE-P Transition Charge billing may
require manual adjustments to CARRIER’s bill. Unless otherwise agreed in
writing by the Parties, after expiration of the Transition Window, the UNE-P
Transition Charge shall not apply and the service order charges applicable


 


13

















 


under this Agreement (e.g.,
electronic, manual) will apply to ALL migration/conversion activity initiated
by the CARRIER or by AT&T-13STATE.


 


8.             SERVICE
ASSURANCE PLAN


 


8.1           The purpose of the service assurance plan is to establish warranty
levels that represent reasonable performance measure payouts.


 


8.1.1        OSS Interface Ability 


 


8.1.2        Order Confirmation Timelines


 


8.1.3        Order Completion Notifier Timelines 


 


8.1.4        Percent Missed Due Dates 


 


8.1.5        Installation Quality 


 


8.1.6        Trouble Report Rate


 


8.1.7        Mean Time to Restore 


 


See
also Appendix LWC Service Assurance Plan.


 


9.             PAY-PER-CALLS


 


9.1           CARRIER is solely responsible for 900/976/other similar pay-per-call
calls originating from LWCALs and attributable to LWC Numbers, and associated
charges. AT&T-13STATE
will provide CARRIER the functionality of blocking calls 900/976 calls on a
per-LWCAL basis.


 


10.          CARRIER RECIPROCITY


 


10.1         This Attachment is reciprocal in nature, in that CARRIER is required,
upon written request, to provide a LWC-equivalent offering to AT&T-13STATE (or any of its current
or future Affiliate(s) which is a telecommunications carrier providing local
exchange service) in any geographic area where CARRIER provides local
circuit-switched wireline service over its own switching and loop facilities
(at a minimum, using basic analog loops and basic analog switching owned by
CARRIER). The LWC-equivalent offering CARRIER would make available would be
provided on the same terms and conditions, including pricing, as AT&T-13STATE is making LWC
available within its Service Areas to CARRIER.


 


11.          WHITE PAGES DIRECTORY
LISTINGS


 


11.1         General White Pages Requirements


 


11.1.1      AT&T-13STATE publishes alphabetical White Pages
directories for their respective geographic local service areas. With LWC,
CARRIER will be providing local exchange telephone service via LWC to LWC End
Users in the same area(s). AT&T-13STATE
therefore offers to include CARRIER’s LWC End Users’ listing information in the
appropriate AT&T-13STATE
White Pages directories, at parity with that provided to AT&T-13STATE retail end users, as
set forth herein.


 


11.1.2      Subject to AT&T-13STATE’s
practices regarding White Pages directory publishing, as well as to state
and/or federal rules and regulations applicable to the provision of telephone
directories generally, AT&T-13STATE
will include in the appropriate AT&T-13STATE
White Pages directories the primary alphabetical listings of all CARRIER LWC
End Users located within the local directory scope. When CARRIER provides its
subscriber listing information to AT&T-13STATE
directory listings database, CARRIER will receive for its LWC End User, one
primary listing in corresponding AT&T-13STATE
White Pages directory and a corresponding listing in AT&T-13STATE’s Directory Assistance
database.


 


11.1.3      CARRIER will provide accurate subscriber listing information for its
LWC End Users to AT&T-13STATE
via a mechanical or manual feed of the directory listing information to AT&T-13STATE’s directory listing
database. CARRIER agrees to submit all listing information via a mechanized
process within six (6) months of the effective date of this Attachment, or upon
CARRIER reaching a


 


14

















 


volume of two hundred
listing updates per day, whichever comes first. CARRIER’s LWC End User
subscriber listings will be filed alphabetically in the directory listing
database among AT&T-13STATE’s
end user listings. CARRIER shall furnish to AT&T-13STATE, in a form acceptable to both Parties,
subscriber listing information pertaining to CARRIER’s LWC End Users located
within the local directory scope, along with such additional information as AT&T-13STATE may require to prepare
and print the alphabetical listings of said directory, as set forth in the CLEC
Online (https://clec.AT&T.com/clec) web site. CARRIER will submit listing
information within one (1) Business Day of installation, disconnection or other
change in service (including change of non-listed or non-published status)
affecting the Directory Assistance database or the directory listing of an LWC
End User. In addition, for timely inclusion in the published White Pages
directory, CARRIER must submit all of its LWC End User listing information
intended for publication by the directory close date for that particular White
Pages directory.


 


11.2         Enhanced and Non-Published White Pages Requirements


 


11.2.1      Where a CARRIER LWC End User desires foreign, enhanced, additional or
other special listing treatment in addition to the primary listing to appear in
the White Pages directory, CARRIER will be responsible for ordering the desired
special listing treatment on a Local Service Requests submitted to the AT&T-13STATE Local Service Center. The
LSRs for foreign, enhanced, additional or other special listing treatment shall
be subject to the same directory close deadlines applicable to that particular
White Pages directory. Upon receipt of a timely LSR for such listings, AT&T-13STATE will publish the
requested listing(s) and begin assessing CARRIER the corresponding monthly
recurring charge, which charge shall be charged at a rate equal to the
then-current AT&T-13STATE
retail tariff rate.


 


11.2.2      Where a CARRIER LWC End user desires not to be listed in the White
Pages directory and/or the Directory Assistance database, CARRIER will be
responsible for submitting LSR(s) to the AT&T-13STATE
Local Service Center requesting that the LWC End User listing not be published
in AT&T-13STATE’s White
Pages and/or Directory Assistance databases. The LSRs for not publishing White Pages
listings will be subject to the same directory close deadlines applicable to
that particular White Pages directory. Upon receipt of a timely LSR, AT&T-13STATE will make the
applicable non-published and/or non-listed designations in the White Pages
and/or Directory Assistance databases and begin assessing CARRIER the
corresponding monthly recurring charge, which charge shall be charged at a rate
equal to of the then-current AT&T-13STATE
retail tariff rate.


 


11.3         Third Party Publisher Requests for LWC End User Listings


 


11.3.1      AT&T-13STATE agrees to serve on CARRIER’s behalf as the
single point of contact for all independent and third party directory
publishers who seek to include CARRIER’s LWC End User listing information in an
area White Pages directory, and to handle CARRIER’s LWC End User listing
information in the same manner as for AT&T-13STATE’s
end user listing information. AT&T-13STATE
further agrees not to charge CARRIER for serving as the single point of contact
with independent and third party directory publishers, no matter what number or
type of requests are fielded.


 


11.3.2      In exchange for AT&T-13STATE
serving as the single point of contact and handling all LWC End User listing
requests free of any charge separate to CARRIER, CARRIER authorizes AT&T-13STATE to include and use the
published CARRIER LWC End User listing information provided to AT&T-13STATE pursuant to this
Attachment to all requesting independent and third party directory publishers,
as well as in AT&T-13STATE’s
White Pages directory. Included in this CARRIER authorization is a release of
CARRIER listings to requesting competing carriers as required by Section
271(c)(2)(B)(vii)(II) and Section 251(b)(3) and any applicable State
regulations and orders. Also included in this CARRIER authorization is AT&T-13STATE’s use of CARRIER’s LWC
End User subscriber listing information in AT&T-13STATE’s
directory assistance, directory assistance related products and services, and
directory publishing products and services.


 


15

















 


12.          TERMINATING TRAFFIC
COOPERATION


 


12.1         The Parties jointly desire to avoid having non-local (e.g., toll)
traffic being terminated to CARRIER LWCALs or from CARRIER LWCALs to AT&T-13STATE in ways that seek to
prevent the identification of that traffic as non-local and/or to avoid the
application to either Party’s non-local intercarrier compensation arrangements,
including exchange access rates, to that traffic. The Parties agree to
cooperate with one another and jointly work together to identify possible
situations where such traffic termination may be occurring, to investigate them
where warranted, and, where corrective action is appropriate, to explore
options to resolve the matter in question. Nothing in this Attachment requires
either Party to obtain from the other the right to unilaterally conduct its own
investigations, or prohibits either Party from pursuing alternatives and/or
remedial action on its own.


 


13.          INTERCARRIER
COMPENSATION RESPONSIBILITIES


 


13.1         For purposes of traffic compensation matters, CARRIER and AT&T-13STATE agree that CARRIER
shall be considered a facilities-based local exchange carrier in its use of LWC
and LWCALs in the same manner as if CARRIER were using the “Unbundled Network
Element-Platform” or “UNE-P” (as such has been understood by the Federal
Communications Commission) to provide local telephone service to the LWC End
Users. CARRIER shall be responsible for any and all compensation owed for
traffic originating from, or terminating to, CARRIER’s LWCALs. Traffic
compensation between CARRIER and AT&T-13STATE
is expressly not  addressed in this
Agreement (including without limitation this Attachment).


 


13.2         CARRIER shall be solely responsible for establishing traffic
compensation arrangements with third parties, including other
telecommunications carriers (e.g., ILECs, interexchange carriers, CMRS, CLECs)
for traffic originated from, or terminated to, CARRIER’s LWCALs. The foregoing
includes exchange access charges and reciprocal compensation charges. CARRIER
shall indemnify, defend, and hold harmless AT&T-13STATE
against any charges, claims, damages, liabilities and expenses from third
parties (“Compensation Losses”) arising from traffic originated from and/or
terminated to any CARRIER LWCAL. AT&T-13STATE
may provide information on any LWC-related traffic to other telecommunications
carriers or any third party as appropriate to resolve traffic issues, including
without limitation those involving compensation. CARRIER agrees that AT&T-13STATE is not required to
function as a billing intermediary for billing and payment of LWC-related
traffic exchanged between CARRIER and any third party carrier and/or any other
third party. Under no circumstances will AT&T-13STATE
be required to pay any compensation to any third party carrier or to any other
third party including, without limitation, a third party carrier for
termination of traffic originated from, or terminated to, a LWCAL Number. If
needed and to the extent AT&T-13STATE
has any rights to third party compensation rights with respect to any such
traffic and traffic compensation matters, AT&T-13STATE
hereby assigns any such third party compensation rights to CARRIER.


 


13.3         Under no circumstances shall AT&T-13STATE
be liable to CARRIER or any third party for any Compensation Losses including,
without limitation, intrastate and/or interstate switched access charges,
arising out of or related to Voice Over Internet Protocol traffic or any
interexchange circuit-switched traffic utilizing in whole or part IP technology
terminated to an LWCAL that was delivered to AT&T-13STATE for termination to an LWCAL over local
interconnection trunk groups from a third party carrier.


 


13.4         Nothing in the Agreement (including without limitation this Appendix)
affects the right of AT&T-13STATE
to charge any telecommunications carrier or other entity for any entrance
facilities and/or interconnection facilities provided by AT&T-13STATE.


 


13.5         Notwithstanding any other provision of the Agreement including without
limitation this Attachment, LWC shall not be available in any State until there
is an agreement effective between the Parties for that State which addresses
the intercarrier compensation associated with LWC-originated or -terminated
traffic which is subject to Section 251 and/or 252.


 


16

















 


14.          OPERATIONAL ISSUES


 


14.1         AT&T-13STATE and CARRIER agree to mutually work on
evolving the LWC ordering processes to achieve an objective of Flow Through
level of 95% of Local Service requests (LSRs) for LWC.


 


14.2         Ordering and Trouble Reporting Interfaces must be electronic via
existing and currently supported AT&T-13STATE
versions of OSS interfaces. CARRIER must at all times use the then-most current
version of the Electronic Bonding Trouble Administration (“EBTA”) GUI and/or
the EBTA APP to APP interfaces offered by AT&T-13STATE
for submitting trouble tickets, including as such interfaces may be modified,
updated and/or replaced from time to time.


 


15.          LWC-SPECIFIC EVENTS OF
DEFAULT


 


15.1         The following shall also be considered an “Event of Default” under the
Agreement:


 


15.1.1      The sale of all, or substantially all, of the assets of CARRIER or any
of its Affiliates (including the corporate parent of CARRIER, if any). 


 


15.1.2      A “change of control” of CARRIER or any of its Affiliates (including
the corporate parent of CARRIER, if any), with “change of control” defined to
include changes in the ownership or control of CARRIER such that the approval
of a State commission, or of the Federal Communications Commission, is required.
In addition, a “change of control” also includes:


 


15.1.2.1   a change in control of a nature that would be required to be reported
in response to Item 6(e) of Schedule 14A of Regulation 14A promulgated under
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), whether
or not CARRIER is then subject to such reporting requirement; provided, that,
without limitation, such a change in control shall be deemed to have occurred
if:


 


15.1.2.1.1   any person (as such term is used in Sections 13(d) and 14(d) of the
Exchange Act) (a “Person”) is or becomes the “beneficial owner” (as defined in
Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of
the CARRIER (not including in the amount of the securities beneficially owned
by such person any such securities acquired directly from CARRIER or its
affiliates) representing twenty percent (20%) or more of the combined voting
power of CARRIER’s then outstanding voting securities; provided, however, that
for purposes of this Agreement the term “Person” shall not include (A) CARRIER
or any of its subsidiaries, (B) a trustee or other fiduciary holding securities
under an employee benefit plan of CARRIER or any of its subsidiaries, (C) an
underwriter temporarily holding securities pursuant to an offering of such
securities, or (D) a corporation owned, directly or indirectly, by the
stockholders of CARRIER in substantially the same proportions as their
ownership of stock of CARRIER; and provided, further, however, that for
purposes of this paragraph (i), there shall be excluded any Person who becomes
such a beneficial owner in connection with an Excluded Transaction (as defined
in paragraph (iii) below); or 


 


15.1.2.1.2   the following individuals cease for any reason to constitute a majority
of the number of directors then serving: individuals who, on the date hereof,
constitute the Board and any new director (other than a director whose initial
assumption of office is in connection with an actual or threatened election
contest including, but not limited to, a consent solicitation, relating to the
election of directors of CARRIER) whose appointment or election by the Board or
nomination for election by CARRIER’s stockholders was approved or recommended
by a vote of at least two-thirds (2/3) of the directors then still in office
who either were directors on the date hereof or whose appointment, election or
nomination for election was previously so approved or recommended; or


 


17

















 


15.1.2.1.3   there is consummated a merger or consolidation of CARRIER or any direct
or indirect subsidiary thereof with any other corporation, other than a merger
or consolidation (an “Excluded Transaction”) which would result in the voting
securities of CARRIER outstanding immediately prior thereto continuing to
represent (either by remaining outstanding or by being converted into voting
securities of the surviving corporation or any parent thereof) at least 50% of
the combined voting power of the voting securities of the entity surviving the
merger or consolidation (or the parent of such surviving entity) immediately
after such merger or consolidation, or the shareholders of CARRIER approve a
plan of complete liquidation of CARRIER, or there is consummated the sale or
other disposition of all or substantially all of CARRIER’s assets.


 


15.2         In the event that any federal or state government action (including by
a regulatory agency, a court, or a legislature) requires AT&T-13STATE to: a) provide, modify
or otherwise make available this Attachment or any part of this Attachment, or
any part of the Agreement applicable to this Attachment, to CARRIER, any other
telecommunications carrier, or any other person or entity, or b) permit or
otherwise allow CARRIER, any other telecommunications carrier or any other
person or entity to obtain any of the provisions of this Attachment as they
were agreed to by the Parties without all of the other provisions of this
Attachment and all of the provisions of the Agreement that are applicable to
this Attachment, including by way of example, at prices or price
structure/application arrangements different than agreed to in this Attachment
as a whole by the Parties, the Parties both agree, except to the extent
prohibited by law, to waive their respective rights to such change in this
Attachment and/or the Agreement, including but not limited to waiving any right
they may have to obtain the terms available to other carriers, persons or
entities as a result of such government action. However, if the Parties are
prohibited from legally waiving the effects of such government action, then as
between the Parties the procedures of Section 18 (Severability) shall be
invoked to address those provisions that were required to be provided,
modified, or otherwise made available to CARRIER, any other telecommunications
carrier, or any other person or entity. Where the foregoing invocation of
Section 18 results in a right to terminate and is the result of a state
government action, the right shall arise only in the state in which such action
occurred and any termination of this Attachment and, if this Attachment is the
sole attachment to the Agreement, the Agreement would be for that state only
(unless this Attachment is terminated pursuant to Section 15.3). 


 


15.3         Section 15.3 (all references to Section 15.3 expressly includes its
subsections) applies in accordance with its provisions, notwithstanding Section
15.2 or any other provision in the Agreement including without limitation this
Attachment to the contrary. 


 


15.3.1      AT&T-13STATE shall have the right to terminate this
Attachment in whole or in part, upon written notice to CARRIER, in the event
that any federal action, state, or local government actions in two or more
states, (including by a regulatory agency, a court, or a legislature) requires AT&T-13STATE to: a) provide, modify
or otherwise make available this Attachment or any part of this Attachment, or
any part of the Agreement applicable to this Attachment, to any other
telecommunications carrier, or any other person or entity, or b) permit or
otherwise allow CARRIER, any other telecommunications carrier or any other
person or entity to obtain any of the provisions of this Attachment as they
were agreed to by the Parties without all of the other provisions of this
Attachment, or any part of the Agreement applicable to this Attachment, as they
were agreed to by the Parties, including by way of example, at prices or price
structure/application or arrangements different than agreed to in this
Attachment as a whole by the Parties. If such state government action only
occurs in one state, AT&T-13STATE
shall have the right to terminate the Attachment in that state by written
notice to CARRIER. If such government action occurs at the federal level or in
two or more states, AT&T-13STATE
shall have the right to terminate, at its election, the Attachment and, if this
Attachment is the sole attachment to the Agreement, the Agreement in its
entirety or, alternatively, only in one or more of the affected states, by
written notice to CARRIER.


 


15.3.2      This Attachment and, if this Attachment is the sole attachment to the
Agreement, the Agreement shall be null and void, automatically and in its
entirety in any single state if this Section 15.3 (in


 


18

















 


whole or in part) is
rejected or held to be illegal, invalid and/or unenforceable, or otherwise not
given effect in such state. This Attachment and, if this Attachment is the sole
attachment to the Agreement, the Agreement shall be null and void,
automatically and in its entirety if either a) by state government action in
two or more states, or b) by federal government action, this Section 15.3 (in
whole or in part) is rejected or held to be illegal, invalid and/or
unenforceable, or otherwise not given effect by such state and/or federal
government action(s).


 


15.3.3      Any termination or invalidation of this Attachment and, if this
Attachment is the sole attachment to the Agreement, the Agreement under this
Section 15.3 shall be effective as of the day before the effective date of such
governmental action that triggered the invalidation or right to terminate, and AT&T-13STATE and CARRIER agree to
expeditiously adopt and implement a transition plan to avoid or minimize impact
on CARRIER LWC End Users.


 


15.3.4      Each Party understands and acknowledges that (i) any right to terminate
under this Section 15.3 becomes available even if this Attachment and the
Agreement between the Parties themselves would otherwise be unaffected by the
triggering federal, state, or local government action; and (ii) that this
Section 15.3 (as well as Section 15.2) is triggered and applies on each
occurrence of any federal or state government action described in Sections
15.2, 15.3.1 and/or 15.3.2.


 


16.          BILLING AND PAYMENT OF
RATES AND CHARGES AND BILLING DISPUTES


 


16.1         This Section 16 applies to this Attachment, including without
limitation to LWC and the Offerings available under this Attachment and its
Appendices and Exhibit(s), in lieu of and notwithstanding anything to the
contrary in the Agreement.


 


16.2         AT&T-13STATE shall include all charges under this
Attachment on the monthly bill(s) rendered to CARRIER electronically within six
(6) Business Days of the Bill Date as defined in Section 16.3 (herein “Invoice”).


 


16.2.1      Except as may be specifically permitted in this Attachment, AT&T-13STATE may backbill CARRIER
for amounts found to be unbilled or underbilled six (6) months from the date on
which such charges should have been billed to CARRIER, to recover such charges
incurred by CARRIER within the six-month period preceding the date of the
backbilling.


 


16.3         CARRIER will establish monthly CABS billing dates (Bill Date) for each
BAN, which Bill Date will be the same day month to month. A Party which
changes, adds or deletes a BAN, which change was not initiated by the billed
party, will provide written notification to the other Party’s billing notice
contact within 7 Business Days of making such change, addition, or deletion of
a BAN. Each Party will provide one invoice associated with each BAN.


 


16.4         Monthly bills will be sent to address(es) requested by CARRIER and
subject to the capabilities of the applicable billing system.


 


16.5         Remittance in full will be due within thirty (30) days of the Invoice
date. Unless otherwise stated, AT&T-13STATEwill
render monthly bills for all charges hereunder. In accordance with Section
16.9, interest will apply on overdue amounts. When both Parties agree in
writing that an operations failure results in incorrect billing and such
charges can be delineated from correct charges, CARRIER will not have to pay
nor escrow amounts for such charges deemed erroneous by both Parties. So long
as carrier makes all payments as specified in Section 16.19, below a payment
will not be considered delinquent if AT&T-13STATEdoes
not apply the remittance to the proper BAN. AT&T will correct any
misapplication of a payment within 5 days of McLeodUSA supplying AT&T a
copy of its ACH Order to its financial Institution indicating the proper BAN to
be credited.


 


16.6         If CARRIER desires to dispute in good faith any Invoice charges,
CARRIER may either pay the Invoice charge then file its dispute in accordance
with Section 16.9 or CARRIER must complete all of the following actions before
the Payment Due Date, unless otherwise agreed in writing by the Parties: 


 


16.6.1      notify AT&T-13STATE
in writing which charges it disputes, including the total amount disputed (“Disputed
Amounts”), in accordance with Section 16.7; and


 


19

















 


16.6.2      pay all undisputed charges to AT&T-13STATE;
and


 


16.6.3      Unless CARRIER pays AT&T-13STATE
the total Disputed Amounts, if CARRIER’s total outstanding and unpaid Invoice
charges (calculated without regard to any dispute) exceed 5% of the
then-current monthly billing under this Attachment, then CARRIER must pay the
excess into an interest-bearing escrow account which includes without limitation
terms such that the escrow agent cannot release funds deposited into account
without written direction from both CARRIER and AT&T-13STATE, held by a third party escrow agent
acceptable to AT&T-13STATE,
and provide evidence to AT&T-13STATE
that CARRIER has met this escrow requirement. Until evidence that the full
amount of the outstanding and unpaid Invoice charges that exceed 5% of the
then-current monthly billing under this Attachment have been deposited into an
escrow account that complies with this Section 16.6.3 is furnished to the AT&T-13STATE, such Unpaid Charges
will not be deemed to be “disputed” under Section 16.6. Failure to meet this
escrow requirement when applicable shall permit AT&T-13STATE, upon 10 days’ written notice to CARRIER,
in addition to exercising any other rights or remedies it may have under law,
to take any or all of the actions set forth in Sections 16.10.1 through 16.10.3.


 


16.7         A good faith billing dispute under this Attachment requires CARRIER to
provide a written claim to AT&T-13STATE
to permit AT&T-13STATE
to investigate the merits of the dispute. Such claims must identify the
following to the respective AT&T-13STATE
billing and claims group(s) on or before the Payment Due Date: (a) the account
number under which the Invoice was rendered; (b) the specific charge that
CARRIER believes was billed in error; (c) the Invoice date; and (d) the reason
or grounds for the dispute. Disputed amounts will either be paid or escrowed in
accordance with Section 16.6.3.


 


16.8         With regard to Section 16.6.1 and 16.7, information regarding Disputed
Amounts shall be provided to the applicable AT&T-13STATE billing and claims group pursuant to that
group’s requirements, in order to allow prompt processing and resolution of
billing disputes. AT&T-13STATE
billing and claims organization has a 30-day target for claims investigation
and resolution. If AT&T-13STATE
billing and claims group sustains a billing inquiry/dispute, CARRIER will be
assessed a Billing Inquiry/Dispute (Charge Sustained) charge as indicated in
the LWC Pricing Schedule. Disputed Amounts not resolved with the applicable AT&T-13STATE billing and claims
organization may then be pursued by either Party in accordance with the
procedures identified in the Dispute Resolution provision set forth in the
Agreement. 


 


16.9         CARRIER  billing inquiries
and/or claims of overbilling by AT&T-13STATE
shall be referred to AT&T-13STATE
for investigation within six (6) months of the charge(s)’ first appearance on
an Invoice to CARRIER. Absent a claim and/or dispute by CARRIER as to a charge
within six (6) months from its first appearance on an Invoice to CARRIER, it
will be deemed that CARRIER has waived its right to dispute such charges. If
the Parties determine that CARRIER was billed incorrectly for items rendered
pursuant to this Agreement, a billing adjustment shall be calculated. If a
refund to CARRIER is due (CARRIER had paid the disputed charges), an adjustment
shall be made for the overcharges and shall be credited to CARRIER within
thirty (30) days of the Resolution Date, as defined below. If the refund is
credited to CARRIER within thirty (30) days of the Resolution Date, interest
will not be applicable. If the refund is not credited within thirty (30) days
of the Resolution Date, the interest rate applied will be the lesser of (i) the
rate used to compute the Late Payment Charge contained in AT&T-13STATE’s intrastate access
service tariff for that state, or (ii) the highest interest rate permitted by
applicable law in that state, in either case compounded daily from the
Resolution Date to and including the date that the refund is actually made. The
resolution date will be the date upon which Notice is deemed to have been
received by CARRIER under the Notice provisions in this Agreement (“Resolution
Date”). If the dispute is decided in favor of AT&T-13STATE, CARRIER shall pay (to the extent not
paid, then disputed, as permitted herein) the Resolved Amount, as defined
below, to AT&T-13STATE
within thirty (30) days of the Resolution Date. To the extent that the Disputed
Amounts have been escrowed and following the Resolution Date are paid directly
from that escrow account, CARRIER shall pay AT&T-13STATE interest on the unpaid amount no longer
in dispute (“Resolved Amount”) if not paid within thirty (30) days of the
Resolution Date. CARRIER shall pay AT&T-13STATE
interest on the Resolved Amount at the lower of (iii) the rate used to compute
the Late Payment Charge contained in AT&T-13STATE’s
intrastate access service tariff for that state, or (iv) the


 


20

















 


highest interest rate
permitted by applicable law in that state, in either case compounded daily from
the Resolution Date to and including the date that the payment is actually made.
Interest shall accrue on any unpaid Resolved Amount that were not escrowed at
the lower of (v) the rate used to compute the Late Payment Charge contained in AT&T-13STATE’s intrastate access
service tariff for that state, or (vi) the highest interest rate permitted by
applicable law in that state, in either case compounded daily from the Bill Due
Date to and including the date that the payment is actually made.


 


16.10       Failure to pay Invoice charges by the Payment Due Date (except for the
Disputed Amounts, unless not paid into escrow when required hereunder) shall be
grounds for termination of LWC or any other Offering furnished under this
Attachment. If CARRIER fails to pay any Invoice charges billed under this
Attachment, including any late payment charges or miscellaneous charges (“Unpaid
Charges”), by the Payment Due Date (except for the Disputed Amounts, unless not
paid into escrow when required hereunder), AT&T-13STATE
may notify CARRIER in writing that it must remit all Unpaid Charges and
complete all other actions set forth in Sections 16.6.1 through 16.6.3 within
ten (10) days of the receipt of that notice. If by 5:00 p.m. Central Time of
the 10th day following receipt of a notice under this Section, CARRIER fails to
(a) fully comply with each of Sections 16.6.1 through 16.6.3, or (b) make a
payment in accordance with the terms of any mutually agreed payment arrangement
then agreed to by the Parties, AT&T-13STATE
may, in addition to exercising any other rights or remedies it may have under
law, take any or all of the following actions, without any further notice to
CARRIER: 


 


16.10.1    suspend acceptance of/reject any application, request or order from
CARRIER for new or additional LWCALs or any other Offering hereunder, or any
changes or modifications thereto (e.g., adding or deleting any vertical feature
to a LWCAL); and/or


 


16.10.2    suspend completion of/cancel any pending application, request or order
from CARRIER for new or additional LWCALs or any other Offering hereunder, or
any changes or modifications thereto (e.g., adding or deleting any vertical
feature to a LWCAL); 


 


16.10.3    subject to Section 16.16, discontinue providing LWC or any other
Offering furnished under this Attachment.


 


16.11       If by 5:00 p.m. Central Time of the 20th day following receipt of a
notice under Section 16.10, CARRIER fails to (a) fully comply with each of
Sections 16.6.1 through 16.6.3, or (b) pay the Disputed Amounts (paid though
still disputed), or (c) make a payment in accordance with the terms of any
mutually agreed payment arrangement then agreed to by the Parties, AT&T-13STATE may, in addition to
exercising any other rights or remedies it may have under law, terminate this
Attachment upon 30 days written notice to the CARRIER.


 


16.12       Interest will accrue on overdue charges that are both not paid and not
Disputed Amounts, and on Disputed Amounts to the extent not escrowed as
required by this Section 16.


 


16.13       Notwithstanding any other provision of this Attachment, AT&T-13STATE’s exercise of any of
its options under this Section 16: 


 


16.13.1    will not delay or relieve CARRIER’s obligation to pay all charges on
each and every Invoice on or before its applicable Payment Due Date, and 


 


16.13.2    will exclude any affected application, request, order or service from
any otherwise applicable performance interval, and the Service Assurance Plan.


 


16.14       AT&T-13STATE shall have no liability to CARRIER, its LWC
End Users, or any other third party in the event of AT&T-13STATE’s exercise of any of
its options under this Section.


 


16.15       Additional charges may become applicable under this Attachment
following discontinuance of LWC and/or any other Offering hereunder.


 


16.16        Parties shall comply with any applicable laws regarding the
discontinuance of LWC or any other offering hereunder. In the event of any inconsistency
with any applicable law and this Section, Section 18, Severability, shall not
affect the application of this Section to the full extent permitted by law.


 


21

















 


16.17       AT&T-13STATE reserves the right to require a deposit to
secure the payment of future billings under this Attachment if and only if any
one of the following applies: 


 


16.17.1    CARRIER has a proven history of failing to timely pay bills rendered to
it byAT&T-13STATEunder
this Agreement, except such portion of a bill that is subject to a good faith,
bona fide dispute and as to which CARRIER has complied with the billing dispute
and escrow provisions herein. A proven history of late payment shall be a
failure to pay the undisputed amount of a monthly bill in any two of the most
recent twelve months, provided that both the payment is past due by more than 3
business days, and the amount of the delinquency payment is at least 10% of the
month’s total billings under this Agreement. In the event CARRIER has not
received two months of LWC products and services from AT&T-13STATE prior to this
Agreement’s Effective Date, AT&T-13STATE
may request a two-month deposit based on charges estimated by AT&T-13STATE for the initial
two-month period, and such a deposit that is requested by AT&T-13STATE must be paid prior to
any AT&T-13STATE
obligation to provide any products or services under this Agreement (such
deposit to be thereafter adjusted based upon actual billing for the first two
full calendar months),or


 


16.17.2    There is an impairment of the established credit, financial health, or
creditworthiness of CARRIER, with such impairment determined from information
available from available financial sources, or



 


16.17.3    After the Effective Date of this LWC Agreement, CARRIER admits its
inability to pay its debts as they come due, has commenced a voluntary case (or
has had an involuntary case commenced against it) under the U.S. Bankruptcy
Code or any other law relating to insolvency, reorganization, winding-up,
composition or adjustment of debts or the like, has made an assignment for the
benefit of creditors or is subject to a receivership or similar proceeding. 


 


A deposit made pursuant to
Section 16.17.1 will be returned, with any accrued, uncredited interest, within
15 business days of when CARRIER demonstrates a one-year prompt payment record
for LWC services (Invoices are paid within the payment requirements of this
Section 16). The Parties shall be entitled to an adjustment in the deposit
amount held by AT&T if the amount of monthly recurring charges billed by
AT&T under this LWC Agreement materially changes from the estimated monthly
recurring charges AT&T used to estimate the deposit currently being held. For
purposes of this Section, a material decrease is a 10% or more change in
monthly recurring charges. In the event the provision of all LWC products and
services to CARRIER is terminated and AT&T-13STATE
maintains a cash deposit from CARRIER, the deposit and any accrued, uncredited
interest will be applied to any outstanding sums owed to AT&T-13STATE, and any remaining
balance will be returned to CARRIER. The interest rate applicable to any
deposit shall be a simple interest rate, calculated by the simple average of
the interest rates applicable to deposits paid to AT&T-13STATE under its intrastate tariffs in each
state in which the CARRIER purchases LWC, as those rates exist on the first day
of the calendar year.


 


16.18       As provided for herein, interest on overdue charges that are not
Disputed Amounts, and on Disputed Amounts to the extent not escrowed will be
assessed as follows:  


 


16.18.1    If billed out of any AT&T-8STATE
billing system other than the AT&TSOUTHWEST
REGION 5-STATE Customer Records Information System (CRIS),
interest will accrue from the day following the Payment Due Date until paid at
the lesser of (i) the rate used to compute the Late Payment Charge in the
applicable AT&T-8STATE
intrastate access services tariff for that State, and (ii) the highest rate of
interest that may be charged under applicable law. The method and timing for
application of interest to any charge incurred under this Attachment that is
billed out of any AT&T-8STATE
billing system other than AT&TSOUTHWEST
REGION 5-STATE’s CRIS will comply with the process set forth in
the applicable AT&T-8STATE
intrastate access services tariff for that state.


 


16.18.2    If billed out of AT&T SOUTHWEST
REGION 5-STATE’s CRIS, interest will accrue from the day
following the Payment Due Date until paid at the lesser of (i) the rate used to
compute the Late Payment Charge contained in the applicable AT&T SOUTHWEST REGION 5-STATE
intrastate retail tariff governing Late Payment Charges to AT&T SOUTHWEST REGION 5-STATE’s
retail


 


22

















 


End Users that are business
End Users in that state, and (ii) the highest rate of interest that may be
charged under applicable law. The method and timing for application of interest
to any charge incurred under this Attachment that is billed out of AT&T SOUTHWEST REGION 5-STATE’s
CRIS will be governed by the AT&T SOUTHWEST
REGION 5-STATE  intrastate retail tariff governing Late Payment
Charges to AT&T SOUTHWEST REGION 5-STATE’s
retail End Users that are business End Users in that state. 


 


16.18.3    If billed out of any AT&T MIDWEST
REGION 5-STATE  billing system, interest will accrue from the Payment
Due Date at the lesser of (i) one and one-half percent (11⁄2%) per month and (ii)
the highest rate of interest that may be charged under applicable law,
compounded daily from the day following the Payment Due Date to and including
the date that the payment is actually made and available.


 


16.19       CARRIER shall make all payments to AT&T-12STATE
via electronic funds credit transfers through the Automated Clearing House
Association (ACH) network to the financial institution designated by AT&T-12STATE. Remittance
information will be communicated together with the funds transfer via the ACH
network. CARRIER must use the CCD+ or the CTX transaction set. CARRIER and AT&T-12STATE will abide by the
National Automated Clearing House Association (NACHA) Rules and Regulations. Each
ACH credit transfer must be received by AT&T-12STATE
no later than the Payment Due Date of each bill, or Late Payment Charges will
apply. AT&T-12STATE is
not liable for any delays in receipt of funds or errors in entries caused by
CARRIER or third parties, including CARRIER’s financial institution. CARRIER is
responsible for itsown banking fees.


 


16.19.1    CARRIER is responsible for any Late Payment Charges resulting from CARRIER’s
failure to use electronic funds credit transfers through the ACH network.


 


16.19.2    CARRIER must make all payments to AT&T
CONNECTICUT in “immediately available funds.”  All payments to AT&T CONNECTICUT must be made using one of the methods
set forth in the Connecticut Access Service Tariff approved by the DPUC  or via electronic funds credit transfers
through the Automated Clearing House Association (ACH) network to the financial
institution designated by AT&T CONNECTICUT.
If CARRIER makes payment through funds transfer via the ACH network, remittance
information will be communicated together with the funds transfer via the ACH
network. If CARRIER makes payment through funds transfer via the ACH network,
CARRIER must use the CCD+ or the CTX transaction set. CARRIER and AT&T CONNECTICUT will abide by the
National Automated Clearing House Association (NACHA) Rules and Regulations. Each
payment must be received by AT&T CONNECTICUT
no later than the Payment Due Date of each bill or Late Payment Charges will
apply. AT&T CONNECTICUT
is not liable for any delays in receipt of funds or errors in entries caused by
CARRIER or third parties, including CARRIER’s financial institution. CARRIER is
responsible for its own banking fees.


 


16.20       If CARRIER requests one or more additional copies of a bill, CARRIER
will pay AT&T-13STATE a
reasonable fee for each additional copy, unless such copy was requested due to
failure in delivery of the original bill or correction(s) to the original bill.


 


16.21       Each additional copy of any Invoice provided for billing from AT&T-13STATE CABS billing system
will incur charges as specified in the applicable Access Service Tariff FCC
Alternate Bill Media Section. Prices for bill media choices reflected in the
applicable tariff as ICB will be billed as indicated in the LWC Pricing
Schedule.


 


17.          FALSE TECHNICIAN
DISPATCH


 


17.1         In cases where CARRIER has been assessed a “False Technician Dispatch
(CARRIER Fault)” charge as provided for herein, but a subsequent trouble report
for the same problem, submitted within 30 days of the initial report,
determines that the service problem was due to trouble within the AT&T-13STATE network, CARRIER may
submit a dispute for that initial “False Technician Dispatch (CARRIER Fault)”  charge and will not be subject to a “Bill
Inquiry/Dispute (Charges sustained)” charge notwithstanding the fact that the
dispute is subsequently sustained (e.g., charge upheld as valid) if, when
CARRIER submits the dispute over that initial “False Technician Dispatch
(CARRIER Fault)”  charge, CARRIER
declares that its dispute is


 


23

















 


being submitted under this
Section. If CARRIER does not so declare, the “Bill Inquiry/Dispute (Charges
sustained)” charge will apply.


 


18.          SEVERABILITY


 


18.1         Notwithstanding anything else in the Agreement but except as otherwise
provided in this Attachment, if any provision of this Attachment (including its
Appendices, Exhibits, and Schedules) is rejected or held to be illegal, invalid
or unenforceable, the Parties shall negotiate in good faith and diligent
efforts to amend this Attachment to replace the unenforceable provision with an
enforceable provision that is mutually acceptable and that reflects the intent
of the unenforceable provision as closely as possible; provided, however, that
failure to reach such mutually acceptable new provisions within ninety (90)
days after such rejection or holding shall permit either Party to terminate
this Attachment upon 180 days written notice to the other, during which time
the Parties shall work cooperatively to establish an orderly transition of LWC
End Users to other serving arrangements. In any situation in which the right to
terminate under this Section 28.1 is triggered by State government action, the
right to terminate shall arise only in the State in which such action occurred
and would apply for that State only.


 


19.          END USER FRAUD


 


19.1         AT&T-13STATE shall not be liable to CARRIER for any fraud
associated with any CARRIER LWC End User’s account, including 1+ IntraLATA
toll, ported numbers, except as may be specified in the Appendix LWC
Alternately Billed Services (“ABS”).


 


19.2         The Parties agree to cooperate with one another to investigate,
minimize, and take corrective action in cases of fraud involving 1+ IntraLATA
toll calls, ABS, and ported numbers. The Parties’ fraud minimization procedures
are to be cost-effective and implemented so as not to unduly burden or harm one
Party as compared to the other.


 


19.3         In cases of suspected fraudulent activity by an LWC End User or on an
LWCAL, at a minimum, the cooperation referenced in Section 19.2 will include
CARRIER providing to AT&T-13STATE,
upon request, information concerning such LWC End User and any entity or person
who terminate services to that LWC End User or LWCAL without paying all
outstanding charges. CARRIER is responsible for securing the LWC End User’s
permission to obtain such information.


 


20.          LAW ENFORCEMENT


 


20.1         AT&T-13STATE and CARRIER shall reasonably cooperate with
each other in handling law enforcement requests as follows:


 


20.1.1      Intercept Devices: 


 


20.1.1.1   Local and federal law enforcement agencies periodically request
information or assistance from local telephone service providers. When AT&T-13STATE receives a request
associated with an LWC End User, it shall refer such request to CARRIER, unless
the request directs AT&T-13STATEto
attach a pen register, trap-and-trace or form of intercept on AT&T-13STATE facilities, in which
case AT&T-13STATEshall
comply with any valid request.


 


20.1.2      Subpoenas:


 


20.1.2.1   If AT&T-13STATE
receives a subpoena for information concerning an LWC End User, it shall refer
the subpoena to the requesting entity or person with an indication that CARRIER
is the responsible company, unless the subpoena requests records for a period
of time during which AT&T-13STATEwas
the LWC End User’s service provider, in which case AT&T-13STATEwill respond to any
valid request.


 


24

















 


20.1.3      Emergencies:


 


20.1.3.1   If AT&T-13STATEreceives
a request from a law enforcement agency for a temporary number change,
temporary disconnect, or one-way denial of outbound calls by its switch for an
LWC End User, AT&T-13STATE
will comply with a valid emergency request. However, neither Party shall be held
liable for any claims or Losses arising from compliance with such requests on
behalf of the LWC End User and CARRIER agrees to indemnify and hold AT&T-13STATEharmless against any
and all such claims or Losses.


 


21.          NETWORK MAINTENANCE AND
MANAGEMENT


 


21.1         Each Party will administer its network to ensure acceptable service
levels to all users of its network services. Service levels are generally
considered acceptable only when end users are able to establish connections
with little or no delay encountered in the network.


 


21.2         Each Party maintains the right to implement protective network traffic
management controls, such as “cancel to”, “call gapping” or 7-digit and
10-digit code gaps, to selectively cancel the completion of traffic over its
network, including traffic destined for the other Party’s network, when
required to protect the public-switched network from congestion as a result of
occurrences such as facility failures, switch congestion or failure or focused
overload. Each Party shall immediately notify the other Party of any protective
control action planned or executed.


 


21.3         Where the capability exists, originating or terminating traffic
reroutes may be implemented by either Party to temporarily relieve network
congestion due to facility failures or abnormal calling patterns. Reroutes
shall not be used to circumvent normal trunk servicing. Expansive controls
shall be used only when mutually agreed to by the Parties.


 


21.4         The Parties shall cooperate and share pre-planning information
regarding cross-network call-ins expected to generate large or focused
temporary increases in call volumes to prevent or mitigate the impact of these
events on the public-switched network, including any disruption or loss of
service to the other Party’s end users. Facsimile (FAX) numbers must be
exchanged by the Parties to facilitate event notifications for planned mass
calling events.


 


22.          CUSTOMER INQUIRIES/END
USER NOTICES


 


22.1         Except as otherwise provided in this Attachment, CARRIER shall be the
primary point of contact for CARRIER’s LWC End Users with respect to the
services CARRIER provides such LWC End Users.


 


23.          SURVIVAL


 


23.1         In addition to and without affecting the general applicability of the
survival provisions elsewhere in the Agreement, including without limitation to
this Attachment and its Appendices, the following terms and conditions are
specifically agreed by the Parties to continue beyond the termination or
expiration of this Agreement:  Sections
13 (Intercarrier Compensation Responsibilities), 16 (Billing and Payment of
Rates and Charges and Billing Disputes), 19 (End User Fraud), and 25
(Preservation of Legal Positions); LWC APPENDIX LIDB AND CNAM –
QUERY, Sections 8 (Limitation of Liability), 9 (Confidentiality), and 11
(Disclaimer of Representations and Warranties); APPENDIX LWC LIDB AND CNAM –
SMS, Sections 9 (Confidentiality), 10 (Limitation of Liability), and 11
(Disclaimer of Representations and Warranties).


 


24.          PUBLICITY


 


24.1         AT&T-13STATE agrees that CARRIER may refer to AT&T-13STATE, orally and in
writing, as CARRIER’s “underlying network provider.”  Any other reference to one Party by the other
requires written consent of the first Party.


 


25.          PRESERVATION OF LEGAL
POSITIONS


 


25.1         Except as specifically modified by this Attachment with respect to
their mutual obligations herein, neither Party relinquishes, and each Party
instead fully reserves, any and all legal rights that it had, has and may


 


25

















 


have to assert any position
with respect to any of the matters set forth herein before any state or federal
administrative, legislative, judicial or other legal body.


 


25.2         It is the express intent of the Parties that this Attachment is a
commercial arrangement that is not subject to Sections 251 and/or 252, or any
similar state law. However, in the event that this Attachment is subjected to
any of the foregoing and/or is terminated or invalidated pursuant to Sections
15.2 and/or 15.3 it is the express intent and agreement of the Parties that
neither of them shall be deemed or otherwise determined to have waived, and
each Party shall have hereby expressly reserved, any of the rights, remedies or
arguments it may have at law or under the intervening law or regulatory change
provisions in any relevant interconnection agreement(s) (including intervening
law rights asserted by either Party via written notice predating this
Attachment) with respect to any orders, decisions, legislation or proceedings
and any remands thereof, including, without limitation, the following actions,
which the Parties have not yet fully incorporated into any interconnection
agreement(s) between them as of the effective date of this Attachment or which
may be the subject of further government review:  Verizon v.
FCC, et. al, 535 U.S. 467 (2002); USTA,
et. al v. FCC, 290 F.3d 415 (D.C. Cir. 2002) and following remand
and appeal, USTA v. FCC, 359 F.3d
554 (D.C. Cir. 2004); the FCC’s Triennial Review Order, CC Docket Nos. 01-338,
96-98 and 98-147 (FCC 03-36) including, without limitation, the FCC’s MDU
Reconsideration Order (FCC 04-191) (rel. Aug. 9, 2004) and the FCC’s Order on
Reconsideration (FCC 04-248) (rel. Oct. 18, 2004), and the FCC’s Biennial
Review Proceeding; the FCC’s Order on Remand (FCC 04-290), WC Docket No. 04-312
and CC Docket No. 01-338 (rel. Feb. 4, 2005) (“TRO Remand Order”); the FCC’s
Supplemental Order Clarification (FCC 00-183) (rel. June 2, 2000), in CC Docket
96-98; and the FCC’s Order on Remand and Report and Order in CC Dockets No.
96-98 and 99-68, 16 FCC Rcd 9151 (2001), (rel. April 27, 2001), which was
remanded in WorldCom, Inc. v. FCC,
288 F.3d 429  (D.C. Cir. 2002), and as to
the FCC’s Notice of Proposed Rulemaking as to Intercarrier Compensation, CC
Docket 01-92 (Order No. 01-132) (rel. April 27, 2001). The foregoing shall
apply with respect to each AT&T-13STATE
States, and shall apply retroactively to prior to the effectiveness of this
Attachment, where this Attachment is (i) subjected to Sections 251 and/or 252,
or any similar state law, but not terminated or invalidated as may be permitted
herein, and then applicable as to any person or entity not a Party to this
Attachment, and/or (ii) is so terminated or invalidated. This provision shall
be liberally construed in accordance with its intent, so as to ensure that the
respective positions of the Parties with respect to any such orders, decisions,
legislation or proceedings and any remands thereof (including under any
relevant interconnection agreement(s)), shall not have been affected as a
result of or otherwise arising from this Attachment in those states where this
Attachment is subjected to Sections 251 and/or 252, or any similar state law,
or is so terminated or invalidated.


 


26














 


APPENDIX LWC 800


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION

  	
   

  	
  1

  
	
  GENERAL
  TERMS AND CONDITIONS

  	
   

  	
  2

  



 


2

















 


APPENDIX LWC 800

(Toll Free Calling Database)


 


1.                   INTRODUCTION/DESCRIPTION


 


1.1                 This Appendix is an integral part of the
Private Commercial Agreement for Local Wholesale Complete (LWC) between AT&T-13STATE and CARRIER, and sets
forth the terms and conditions for use of the Toll Free Calling Database as
part of LWC.


 


1.2                 As part of LWC, the use of the Toll Free
Calling Database supports the processing of toll free calls (e.g., 800 and 888)
originating from a LWCAL where identification of the appropriate carrier (800
Service Provider) to transport the call is dependent upon the full ten digits
of the toll free number (e.g., 1+800+NXX+XXXX). 
Use of the Toll Free Calling Database includes all 800-type dialing
plans (i.e., 800, 888, and other codes as may be designated in the future). 


 


1.3                 Use of the Toll Free Calling Database
provides the carrier identification function required to determine the
appropriate routing of an 800 or other toll free number based on the geographic
origination of the call, from a specific or any combination of NPA/NXX, NPA or
LATA call origination detail.


 


2.                   GENERAL
TERMS AND CONDITIONS


 


2.1                 Use of the Toll Free Calling Database
provided under the Agreement and this Appendix is only available as part of and
use in conjunction with LWC.


 


2.2                 Use of the Toll Free Calling Database is
offered separate and apart from other network capabilities that may be
available for use as part of LWC, e.g., end office 800 (SSP) functionality and
(CCS/SS7) signaling.  This Appendix is
separate from the terms and conditions that may be applicable for such related
elements, and in no way shall this Appendix be construed to circumvent the
terms and conditions as specified for such related elements.  This Appendix is only applicable when CARRIER
is purchasing LWC, and then only as part of the LWC being provided (e.g., not
for use separately, or with respect to any other offering by AT&T-13STATE).


 


2.3                 Each Party reserves the right to modify its
network pursuant to other specifications and standards, which may include
Telcordia’s specifications, defining specific service applications, message
types, and formats, that may become necessary to meet the prevailing demands
within the U.S. telecommunications industry. 
All such changes shall be announced in accordance with the then
prevailing industry standard procedures. 
Each Party shall work cooperatively to coordinate any necessary changes.



 


2.4.               CARRIER acknowledges and agrees that CCS/SS7
network overload due to extraordinary volumes of queries and/or other SS7
network messages can and will have a detrimental effect on the performance of AT&T-13STATE’s CCS/SS7 network and
its Toll Free Calling Database.  CARRIER
further agrees that AT&T-13STATE,
at its sole discretion, may employ certain automatic and/or manual overload
controls within AT&T-13STATE’s
CCS/SS7 network to guard against these detrimental effects.


 


2.5                 During periods of Toll Free Calling Database
system congestion, AT&T-13STATE
shall utilize an automatic code gapping procedure to control congestion that
may affect the service of all customers of AT&T-13STATE’s
Toll Free Calling Database.  For example,
during an overload condition, the automatic code gapping procedures shall tell AT&T-13STATE’s Toll Free Calling
Database when to begin to drop one out of three queries received.  This code gapping procedure shall be applied
uniformly to all users of AT&T-13STATE’s
Toll Free Calling Database.  AT&T-13STATE reserves the right to
manually invoke the automatic code gapping procedure to control congestion. 


 


2.6                 CARRIER shall not use any Toll Free Calling
Database information to copy, store, maintain or create any table or database
of any kind or for any purpose.


 


3

















 


APPENDIX LWC

ALTERNATELY BILLED SERVICES

“ABS”


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION/DESCRIPTION

  	
   

  	
  1

  
	
   

  	
   

  	
   

  
	
  DAILY
  USAGE FILE (DUF) RATED MESSAGES

  	
   

  	
  2

  
	
   

  	
   

  	
   

  
	
  INTERCARRIER PAYMENT OF ABS CHARGES AS A DISCOUNTED
  PURCHASE OF ACCOUNTS RECEIVABLE

  	
   

  	
  3

  
	
   

  	
   

  	
   

  
	
  BLOCKING
  ABS TRAFFIC

  	
   

  	
  4

  
	
   

  	
   

  	
   

  
	
  TAXES ON
  ABS CHARGES

  	
   

  	
  5

  
	
   

  	
   

  	
   

  
	
  BILLING
  END USERS AND RESPONDING TO END USER INQUIRIES

  	
   

  	
  6

  
	
   

  	
   

  	
   

  
	
  MISCELLANEOUS
  TERMS AND CONDITIONS

  	
   

  	
  7

  



 


2

















 


APPENDIX LWC ALTERNATELY BILLED SERVICES “ABS”


 


1.                   INTRODUCTION/DESCRIPTION


 


1.1                 This Appendix is an integral part of the
Private Commercial Agreement for Local Wholesale Complete (LWC) between AT&T-13STATE and CARRIER, and sets
forth the terms and conditions for “Alternatively Billed Services” or “ABS” (as
defined herein).  The ABS terms and
conditions provided under the Agreement and this Appendix are only available as
part of and use in conjunction with LWC. 
This Appendix is only applicable when CARRIER is purchasing LWC, and
then only as part of the LWCAL being provided (e.g., not for use separately, or
with respect to any other offering by AT&T-13STATE).


 


1.2                 “Alternately
Billed Services” or “ABS”
means a service that allows either Party’s end users to bill calls to accounts
that may not be associated with the originating line, and includes all of the
following call types terminated to or from an LWCAL:


 


•                     Local and intraLATA toll Collect calls,


 


•                     Local and intraLATA toll Bill-to-Third-Number
calls, and


 


•                     Local and intraLATA toll Calling Card calls.


 


1.3                 ABS calls can flow in either direction, for
example, either originated by an AT&T-13STATE
end user and terminating to a CARRIER’s LWCAL, or originated on a CARRIER’s
LWCAL and terminating to an AT&T-13STATE
end user.  The Agreement and this
Appendix therefore cover each Party’s obligation to pay the other Party on an
Intercarrier basis for ABS calls to or from either Party’s end users when
CARRIER is purchasing LWC.  


 


1.3.1            ABS does not include any interLATA long
distance charges assessed by an Interexchange Carrier (IXC), or any 900, 976 or
other Information Services charges. 


 


1.4                 Because ABS traffic occurring up to and
including the termination date of the Agreement will be billed and paid on an
Intercarrier basis in the month following the termination date or later, the
Parties acknowledge and agree that they will carry out this Appendix until the
ABS traffic subject to it has been billed and paid on an Intercarrier basis,
and will use commercially reasonable efforts to conclude all Intercarrier ABS
billing, payments and/or credits no later than the 30th day
following the termination date of the Agreement.


 


2.                   DAILY
USAGE FILE (DUF) RATED MESSAGES


 


2.1                 AT&T-13STATE will record usage of all ABS traffic on
LWCALs.  The recorded ABS minutes of use
will be transmitted to the CARRIER electronically on the Daily Usage File
(DUF). See DUF and OSS LWC Appendices.


 


2.2                 The ABS traffic will be expressed as “rated message,” meaning the tariff rates
applied to the individual call.


 


2.2.1            For ABS calls originating on the AT&T-13STATE
network and terminating to CARRIER’s LWCALs, the rates for the ABS rated
message will be as found in the applicable AT&T-13STATE
tariffs, as those tariffs may be amended from time to time.


 


2.2.2            For ABS calls originating by CARRIER’s LWCALs
and terminating to an AT&T-13STATE
end user, the rates for the ABS rated message will be as found in the
applicable CARRIER tariffs, as those tariffs may be amended from time to time.


 


2.3                 AT&T-13STATE also records and transmits usage for third
party local exchange carriers’ ABS traffic accepted by either Party’s end
users.  AT&T-13STATE will pass through, in either direction,
all third party traffic without re-rating the messages.


 


3

















 


3.                   INTERCARRIER
PAYMENT OF ABS CHARGES AS A DISCOUNTED PURCHASE OF ACCOUNTS RECEIVABLE  


 


3.1                 On a reciprocal basis, each Party hereby
agrees to purchase from the other Party all of the other Party’s ABS charges in
a monthly Discounted Purchase of Accounts Receivable transaction.  The Parties agree that the Discounted
Purchase of Accounts Receivable permits the purchasing Party to own outright
the other Party’s ABS charges, and to collect those ABS charges as if they were
its own, without recourse or further adjustment.  


 


3.2                 The reciprocal Purchase of Accounts
Receivable Discount shall be 20% of the gross amount of ABS charges for that
month, without adjustments of any kind.  


 


3.2.1            The gross amount of ABS charges shall consist
of the monthly total of all ABS rated messages received from the Party selling
the ABS Accounts Receivables via DUF transmissions for that month. 


 


3.2.1.1        When the Party selling the ABS Accounts
Receivables is AT&T-13STATE,
the gross ABS amount may also include any third party LEC charges for ABS which
AT&T-13STATE paid to
third party LEC.


 


3.2.1.2        When the Party selling the ABS Accounts
Receivables is CARRIER, the gross amount will consist of all rated messages
sent via a mutually agreeable industry standard mechanism (e.g., the “Return
DUF” or other mutually acceptable electronic interface).


 


3.2.2            The Purchase of Accounts Receivable Discount
shall be applied on a monthly basis.  The
resulting 80% net ABS amount shall be due and owing on the Bill Due Date.


 


3.3                 Once the Purchase of Accounts Receivable
Discount is applied to a given monthly ABS bill, the purchasing Party will
thereafter not adjust, deduct, debit, or otherwise attempt to recourse back to
the selling Party any ABS charges. 


 


3.4                 Settlement Calculation for Amount Due  


 


a.                    Gross ABS Billings Sent to Billing Party (+) 


b.                   Minus Discount for Purchase of Accounts
Receivable (-) 


c.                    Minus any mutually agreed adjustments for
that month (-) 


d.                   Equals Net Purchase of Accounts Receivable (a
– b - c = d) 


e.                    Late Payment Charges, if any (+) 


f.                     Amount Due Party Selling Accounts Receivable
(d + e = f) 


 


3.5                 Sample Calculation  


 


a.                    $200,000.00 sent (for 50,000 calls) 


b.                   Minus $40,000.00 for Discount for Purchase of
Accounts Receivable   


c.                    Minus $1,000.00 in mutually agreed
adjustments 


d.                   Equals $159,000.00 Net Purchase of Accounts
Receivable 


e.                    Plus $0.00 Late Payment Charge 


f.                     Amount Due $159,000.00


 


4.                   BLOCKING ABS
TRAFFIC


 


4.1                 On a line by line basis, CARRIER may
establish Toll Billing Exception (TBE) blocking at the terminating end of an
LWCAL for collect and/or bill to third number calls.  TBE blocking is subject to applicable
ordering processes and service order charges as specified elsewhere in the
Agreement for each specific State.


 


4

















 


5.                   TAXES
ON ABS CHARGES


 


5.1                 The Party selling the ABS traffic as the
Purchase of Accounts Receivable shall not add on any sales taxes, municipal fee
surcharges, or other similar taxes to the ABS charges it sends to the Billing
Party on either the Daily Usage Feed or the monthly ABS invoice. 


 


5.2                 When invoicing an end user, the Party
Purchasing the Accounts Receivable shall be responsible for collection from the
end user and/or payment to the appropriate taxing agency of all sales taxes,
municipal fees, or other taxes of any nature, including interest and penalties,
that may apply to end user charges billed under this Appendix.


 


6.                   BILLING
END USERS AND RESPONDING TO END USER INQUIRIES


 


6.1                 At its sole discretion, either Party may bill
its end users for ABS calls transmitted by the other Party.  


 


6.2                 Nothing in this Appendix shall be construed
as permission to use the other Party’s corporate name, the name under which it
is “doing business as,” the company logo, trademarks, or service marks, or
otherwise suggest that the ABS charges, once purchased as an Accounts
Receivable, still belong to the originating network.


 


6.3                 Each Party is responsible for answering
inquiries or handling disputes from its own end users regarding the ABS charges
contained on a bill.


 


7.                   MISCELLANEOUS
TERMS AND CONDITIONS


 


7.1                 This document contains the complete agreement
between the Parties and supersedes all prior settlement agreements,
negotiations and discussions between the Parties pertaining to ABS traffic for
the term of the Agreement and this Appendix.


 


5

















 


APPENDIX LWC LIDB AND CNAM – SMS


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION

  	
   

  	
  1

  
	
   

  	
   

  	
   

  
	
  DEFINITIONS

  	
   

  	
  2

  
	
   

  	
   

  	
   

  
	
  GENERAL DESCRIPTION

  	
   

  	
  3

  
	
   

  	
   

  	
   

  
	
  DATA STORAGE AND ADMINISTRATION PROVISIONING

  	
   

  	
  4

  
	
   

  	
   

  	
   

  
	
  MANNER OF PROVISIONING

  	
   

  	
  5

  
	
   

  	
   

  	
   

  
	
  BILLING

  	
   

  	
  6

  
	
   

  	
   

  	
   

  
	
  PRICING

  	
   

  	
  7

  
	
   

  	
   

  	
   

  
	
  MISCELLANEOUS

  	
   

  	
  8

  
	
   

  	
   

  	
   

  
	
  CONFIDENTIALITY

  	
   

  	
  9

  
	
   

  	
   

  	
   

  
	
  LIMITATION OF LIABILITY

  	
   

  	
  10

  
	
   

  	
   

  	
   

  
	
  DISCLAIMER OF WARRANTIES

  	
   

  	
  11

  



 


2

















 


APPENDIX LWC LIDB and CNAM – SMS


 


1.                   INTRODUCTION


 


1.1                 This Appendix is an integral part of the
Commercial Agreement for Local Wholesale Complete between AT&T-13STATE and CARRIER (also
referred to as “Customer”), and sets forth the terms and conditions for storage
and administration of data in the Line Information Data Base (LIDB) and/or the
CNAM Database provided by the applicable AT&T Inc. (AT&T)-owned
Incumbent Local Exchange Carrier (ILEC) in conjunction only with LWCALs purchased
by Customer.  This Appendix expressly
does not apply to any LIDB or CNAM storage and/or administration for any method
of Customer provisioning local exchange or other service except for LWC, or for
any other LIDB or CNAM storage or administration for Customer or any entity
acting on behalf of, or through any relationship with, Customer. 


 


1.2                 AT&T MIDWEST REGION 5-STATE,  AT&T CONNECTICUT
and AT&T NEVADA do not
own a LIDB. Additionally, AT&T NEVADA
and AT&T CONNECTICUT do
not own a CNAM Database.  Each of these
companies obtain their LIDB and/or CNAM Database services as follows: 


 


1.2.1            AT&T MIDWEST REGION 5-STATE stores and administers its LIDB information
on SNET DG’s LIDB.  AT&T
MIDWEST REGION 5-STATE stores and administers its CNAM
information both on its CNAM Database and on SNET DG’s LIDB.


 


1.2.2            AT&T CONNECTICUT stores and administers its LIDB and CNAM
information on SNET DG’s
LIDB. 


 


1.2.3            AT&T NEVADA stores and administers its LIDB and CNAM
information on AT&T CALIFORNIA’s
LIDB.


 


1.3                 Both AT&T
CALIFORNIA and SNET DG
also provide LIDB and/or CNAM data storage and administration for LIDB and/or
CNAM information for other carriers not a party to the Agreement.


 


1.4                 At the time the Agreement is executed, AT&T SOUTHWEST REGION 5-STATE and AT&T CALIFORNIA are consolidating
their respective LIDB operations (including without limitation LIDB and CNAM
information) onto SNET DG’s
LIDB.  When this consolidation is
finished, SNET DG will
operationally perform the LIDB operations for AT&T SOUTHWEST REGION 5-STATE and AT&T CALIFORNIA, and AT&T SOUTHWEST REGION 5-STATE and AT&T CALIFORNIA will store and
Administer their LIDB and CNAM information on SNET DG’s LIDB.


 


1.5                 Data storage and administration on SNET DG’s LIDB for Validation
Information and CNAM information for LWCALs will be pursuant to the Agreement,
including without limitation this Appendix. 
Data storage and administration for GetData, Originating Line Number
Screening (OLNS), and LIDB Data Screening in AT&T MIDWEST REGION 5-STATE and AT&T CONNECTICUT will be pursuant
to an agreement between Customer and SNET
DG.  Additionally,
Customer can obtain the full suite of LIDB and/or CNAM data storage and
administration capabilities through a single agreement with SNET DG.


 


1.6                 AT&T-12STATE means AT&T
SOUTHWEST REGION 5-STATE,  AT&T
MIDWEST REGION 5-STATE, AT&T CALIFORNIA and AT&T CONNECTICUT the applicable
AT&T-owned ILEC(s) doing business in Arkansas, California, Connecticut,
Illinois, Indiana, Kansas, Michigan, Missouri, Ohio, Oklahoma, Texas and Wisconsin.



 


1.7                 AT&T MIDWEST REGION 5-STATE means Illinois Bell Telephone Company d/b/a
AT&T Illinois, Indiana Bell Telephone Company Incorporated d/b/a AT&T
Indiana, Michigan Bell Telephone Company d/b/a AT&T Michigan, The Ohio Bell
Telephone Company d/b/a AT&T Ohio, and/or Wisconsin Bell, Inc. d/b/a
AT&T Wisconsin.


 


1.8                 AT&T SOUTHWEST REGION 5-STATE - As used herein, AT&T SOUTHWEST REGION 5-STATE means
Southwestern Bell Telephone, L.P. d/b/a AT&T Arkansas, AT&T Kansas,
AT&T Missouri, AT&T Oklahoma and/or AT&T Texas.


 


1.9                 SNET DG - As used herein, SNET DG means SNET Diversified Group, Inc.,
a Connecticut corporation.


 


3

















 


1.10              Any use of the possessive in the Agreement or
this Appendix as applied to AT&T
SOUTHWEST REGION 5-STATE, AT&T
CALIFORNIA, AT&T
MIDWEST REGION 5-STATE, AT&T
CONNECTICUT and AT&T
NEVADA will not indicate ownership but shall, as of the
consolidation of their respective LIDB operations to SNET DG, indicate the
relationship described in Sections 1.2 and 1.4.


 


2.                   DEFINITIONS


 


2.1                 “Account
Owner” means a telecommunications carrier, including AT&T-13STATE and Customer, that
provides an end user’s local service and such carrier stores and/or administers
the end user’s associated line record information and/or Group Record
Information in a Party’s LIDB and/or Calling Name Database.  


 


2.2                 “Administer”
or “Administration” means, for the
purpose of this Appendix, the ability of an Account Owner to create, modify,
update, or delete its line record information in LIDB through interfaces agreed
to between the Parties. 


 


2.3                 “Alternate
Billing Service”  (“ABS”) means a service that allows a caller
to bill calls to an account that might not be associated with the originating
line.  The three types of ABS calls are collect,
calling card, and billed to a third party. 


 


2.4                 “Assignment
Authority” means a nine- to thirty-digit code-set that identifies an
authorization hierarchy (also known as an object identifier).  The format of the nine-digit code set is
A-B-CCCC-DDD where “A” represents an international standards body, “B”
represents a national standards body, “CCCC” represents a network operator, and
“DDD” represents a local assignment.  For
code-sets from ten to thirty digits, the “DDD” section of the code is
expanded to include the extra digits.  An
Assignment Authority plus a Custom ID comprise the unique identifier of a LIDB
Custom Data Element.


 


2.5                 Billed Number Screening
(BNS) Query” means a request
to validate a request to bill a call collect to the called party or to a third
number that is neither the calling nor the called party.


 


2.6                 “Calling
Card Query” means a request to validate the use of a calling card
account.


 


2.7                 “Calling
Name Database” and/or “CNAM
Database” means an AT&T
MIDWEST REGION 5-STATE’s Database containing Calling Name
information that is separate from a LIDB.


 


2.8                 “Calling
Name Information” and/or “CNAM
Information” means a telecommunications carrier’s records of its
subscriber’s names associated with one or more end user-assigned ten-digit
telephone numbers.


 


2.9                 “Custom
Data Element” means a Data Element that applies to a specific LIDB
or to a specific Account Owner on a specific LIDB.  Custom Data Elements do not have a
Transaction Capabilities Application Part (TCAP) ID.  Instead, they have a unique combination of
Assignment Authority and Custom ID. 
Custom Data Elements are not defined by Telcordia Technologies’ Generic
Requirements.  Validation, Originating
Line Number Screening (OLNS), and CNAM Queries cannot retrieve custom Data
Elements.


 


2.10              “Custom ID”
means a unique two- to five-digit code-set assigned by a LIDB owner to each
Custom Data Element stored in a LIDB.  A
Custom ID plus an Assignment Authority comprise the unique identifier of a LIDB
Custom Data Element.


 


2.11              “Data Element”
means a line record informational component that has a unique identifier.  Data Elements are identified either as Custom
Data Elements or as Standard Data Elements depending on the type of unique
identifier.


 


2.12              “Data
Screening” (or  “LIDB Data Screening”) means a security
capability administered by a LIDB owner that gives LIDB the ability to allow,
deny, or limit the information returned to a Query-originator.


 


2.13              “Database”
(or  “Data Base”) means an integrated collection of related
data.  In the case of LIDB, the database
is the line number and related line information as well as the service logic
that provides the transactional processing capability.


 


4

















 


2.14              “GetData”
means the capability of a LIDB owner to process and respond to GetData Queries
as well as to create Custom Data Elements and Standard Data Elements accessible
via GetData Query processing logic.  


 


2.15              “GetData
Query” means a specific LIDB Query-type transmitted over the CCS/SS7
network that allows a Query-originator to invoke LIDB GetData query processing
logic and thereby extract data from LIDB.


 


2.16              “Level 1
Data Screening” means a security capability administered by a LIDB
owner that gives LIDB the ability to allow, deny, or limit the information it
returns to a Query-originator on a per Data Element, per Query-Type, and per
LIDB basis.


 


2.17              “Level 2
Data Screening” means a security capability that is Administered by
a LIDB owner at the direction or request of an Account Owner or Query
Originator.  This capability gives LIDB
the ability to allow, deny, or limit the information it returns to a
Query-originator on a per Data Element, per Query-Type, per Account Owner, and
per LIDB basis.


 


2.18              “Local
Service Request Process” or “LSR Process”   means a process available to
telecommunications carriers that use AT&T-12STATE
local switching to provide local service, which process is not compatible with
electronic interfaces for the purposes of data storage and administration of
information on a LIDB and/or CNAM Database. 


 


2.19              “Originating
Line Number Screening”  (“OLNS”) means a specific LIDB Query-type
that requests the originating call processing, billing, and service profiles of
an telephone number.


 


2.20              “Response”
means a message that, when appropriately interpreted, represents an answer to a
Query.  


 


2.21              “Standard
Data Element” means a data element in LIDB that has a unique
Transaction Capabilities Application Part (TCAP) ID and is defined in
Telcordia Technologies’ Generic Requirements documentation. 


 


2.22              “Validation
Information” means an Account Owner’s records of all of its Calling
Card Service and Toll Billing Exception Service.


 


2.23              “Validation
Query” means collectively both Calling Card Query and Billed Number
Screening (BNS) Query.


 


3.                   GENERAL DESCRIPTION


 


3.1                 The Line Information Data Base (LIDB) and
CNAM Database are transaction-oriented databases that function as a centralized
repository for data storage and retrieval. 
LIDB and CNAM Database are accessible through Common Channel Signaling
(CCS) networks.  LIDB contains records
associated with customer telephone numbers and Special Billing Numbers (which
includes CNAM data).  CNAM Database
contains name information associated with end user telephone numbers.  LIDB and CNAM Databases accept Queries from
various network facilities and provide return result, return error, and return
reject Responses as appropriate.  In AT&T SOUTHWEST REGION 5-STATE, AT&T CALIFORNIA, AT&T NEVADA, and AT&T CONNECTICUT, LIDB and CNAM are
not separated; instead, CNAM information is contained in LIDB.  AT&T
MIDWEST REGION 5-STATE’s CNAM information also resides on the
LIDB used by AT&T MIDWEST REGION 5-STATE;
however, CNAM Queries are currently processed in the AT&T MIDWEST REGION 5-STATE’s CNAM
Database.


 


3.2                 All CNAM Information is currently
administered through a LIDB SMS.


 


3.3                 AT&T-12STATE’s LIDB is connected directly to a Service
Management System (SMS) and a database editor (i.e., LIDB Editor) that provide AT&T-12STATE with the capability of
creating, modifying, changing, or deleting, line record in LIDB.  AT&T-12STATE’s
LIDB is also connected directly to an adjunct fraud monitoring system. 


 


3.4                 From time-to-time, AT&T-12STATE enhances its LIDB to
create new services and/or LIDB capabilities. 
Such enhancements may involve the creation of new line-level or
group-level Data Elements in LIDB. Both Parties understand and agree that some
LIDB enhancements will require Customer to update its line records with new or
different information.  When LIDB is
enhanced to contain new data elements, the Parties will mutually agree to a
timeframe, which will generally not exceed six (6) months, for Customer to
begin populating and


 


5

















 


maintaining
the new data in LIDB.  Nothing herein
shall require AT&T-12STATE
to make any enhancements to its LIDB except at its sole discretion. 


 


3.5                 Customer will submit all requests to create,
modify, and delete, line records in LIDB and/or CNAM Database through the
interfaces described in Section 4 as appropriate.  AT&T-12STATE
will not accept, and Customer will not send, manual update requests for data
Administration (e.g., faxes and emails).


 


4.                   DATA STORAGE AND
ADMINISTRATION PROVISIONING


 


4.1                 LIDB and CNAM Service Management System (SMS)
provides customer with the ability to store and Administer its information in a
LIDB and/or CNAM Database.  Electronic
access to the LIDB SMS provides Customer with the capability to access and
Administer Customer’s line record information in LIDB. 


 


4.2                 Customer cannot use any of the interfaces AT&T-12STATE provides under this
Agreement (including without limitation this Appendix) to access and/or
Administer any line records that are Administered by another Account Owner or
entity.  Customer is also unable to use
any of the electronic interfaces to access and/or Administer any data for which
Customer may be the Account Owner but for which Customer Administers such data
through the LSR Process. 


 


4.3                 All Account Owners are solely responsible for
Administering their records completely, accurately, and in a timely manner,
including additions, changes, and deletions. 
AT&T-12STATE
will provide interfaces or processes that will allow Customer to Administer its
data in such a manner.  Customer will
select the interface(s) it will use at the Operating Company Number (OCN)
level.  Customer will populate records
for all working telephone numbers it provides and will Administer its data in
such a manner that the accuracy of Response information and consistency of
available data contained in the Database(s) are not adversely impacted.  All data (irrespective of the Database in
which it is stored) is Administered from a LIDB Service Management System
(SMS).


 


4.4                 Electronic Interfaces - AT&T-12STATE
has two electronic interfaces.  These
interfaces are the Service Order Entry Interface and the Interactive
Interface.  The Parties agree that
Customer may use the electronic interface(s) to Administer any line record
Customer maintains in AT&T-12STATE’s
LIDB and/or CNAM Database that is also Administered through the same type of
interface (provided, however that the use of the LIDB and/or CNAM Database
pursuant to this Appendix is limited to LWC only). 


 


4.4.1            These interfaces and their capabilities are
not compatible with, nor can they be used in conjunction with, the LSR Process
described in this Section 4 (below). 


 


4.4.2            Service Order Entry Interface 


 


4.4.2.1        The Service Order Entry Interface allows
Customer to provide bulk updates from its service order process or other data
source (such as back office systems) to the LIDB SMS.  Such bulk updates must be formatted as set
forth in relevant AT&T-12STATE
documentation which AT&T-12STATE
will provide to Customer at no additional charge.  Customer can combine the use of the Service
Order Entry Interface with the Interactive Interface. 


 


4.4.2.2        AT&T CALIFORNIA, AT&T
MIDWEST REGION 5-STATE and AT&T
CONNECTICUT will provide the interface within one hundred eighty
days (180) from Customer’s request unless otherwise offered earlier. 


 


4.4.3            Interactive Interface 


 


4.4.3.1        The Interactive Interface provides Customer
with the ability to have its own personnel access Customer’s records via an
application screen that is presented on a computer monitor.  This interface requires Customer to purchase
third-party terminal emulation software. 
AT&T-12STATE
will provide documentation for the use of this interface at no additional
charge.  Customer can combine the use of
the Interactive Interface with the Service Order Entry Interface.


 


6

















 


4.4.3.2        AT&T CALIFORNIA, AT&T
MIDWEST REGION 5-STATE and AT&T
CONNECTICUT will provide Customer with an Interactive Interface
within one hundred twenty days (120) upon request unless otherwise offered
earlier. 


 


4.4.4            LSR Process 


 


4.4.4.1        The LSR Process is an optional process
available only to Customer and only for those Customer’s accounts that: 


 


4.4.4.1.1        are provided through the use of LWC. 


 


4.4.4.1.2        use a separate operating company number (OCN)
than provided through an arrangement that does not use an AT&T-13STATE provided local
switching network element. 


 


4.4.4.1.3        are not resold by End User and/or Customer to
another party. 


 


4.4.4.1.4        The LSR Process allows Customer to create and
Administer its data through an AT&T-13STATE
service order flow and is initiated and maintained by Customer’s submission of
Local Service Requests.


 


4.4.4.2        Customer will provide complete information in
its LSR so that Customer’s line record(s) can be populated completely, accurately,
and in a timely manner.  If Customer’s
LSR does not contain information needed to populate a LIDB data element, the
LIDB SMS may insert default information instead.  However, use of default information does not
relieve Customer of its responsibility for providing complete, accurate, and
timely information.  Customer will use
its best efforts to replace all default information with correct information in
a timely manner and Customer will bear sole responsibility for any claim or
damage resulting from the use of any default information by third parties who
obtained the information from the database except in the event of AT&T-12STATE’s gross negligence or
willful misconduct.   


 


4.4.4.3        If Customer wishes to create a Custom Data
Element(s) Administered through the LSR Process, Customer would need to request
changes to the LSR process by requesting negotiations of an amendment to the
Agreement and/or this Appendix for the ability to support the creation and
administration of such Custom Data Element(s). 
Nothing in the Agreement (including without limitation this Appendix)
obligates or otherwise commits  AT&T-13STATE
to agree to negotiate for any such Custom Data Element(s), or to
reach any agreement on any such requested Custom Data Element(s).  The
Parties agree that any dispute over Customer’s request and/or any ensuing
negotiations shall only be subject to those dispute resolution processes
provided for in the Agreement that solely involve Customer and AT&T-13STATE personnel and
representatives.  Each Party hereby
waives and otherwise surrenders any right or ability, at law, equity, or
otherwise, to pursue any negotiation request/negotiation dispute or unresolved
issues regarding such requested Custom Data Element(s) before any appropriate
court, any federal or state regulatory agency, or any other governmental body.  To
the extent that the Parties may mutually agree on Custom Data Element(s),
Customer will champion any requested LSR changes through the all applicable
forums and/or committees (including, as may be applicable, any change
management processes), and Customer will include in the design phase of these
changes what actions the SMS should take if Customer omits its Custom Data
Element(s) from the LSR.


 


4.5                 Data Migration


 


4.5.1            Customer will coordinate all requests to
migrate data to or from AT&T-12STATE’s
LIDB and/or CNAM Database with its new Database provider.  When AT&T-12STATE
is the new Database provider, AT&T-12STATE
will coordinate with Customer to establish all dates for the exchange of line
record information as well as updates to network routing information such as
the Calling Name


 


7

















 


Access
Routing Guide (CNARG) and the LIDB Access Routing Guide (LARG).  Customer is responsible for all updates to
the Number Portability Administration Center (NPAC) that will support its data
migration.  Customer is responsible for
deleting, or arranging for the deletion, of its records in the Database of its
old Database provider. 


 


4.6                 LIDB Editor 


 


4.6.1            AT&T-12STATE will provide Customer with contact of
personnel who can access the LIDB Editor when a LIDB SMS is unable to access
LIDB or is otherwise inoperable for the sole purpose of updating Validation
Information due to fraud.  Customer will
confirm all such updates through its selected interfaces. 


 


4.7                 Audits 


 


4.7.1            AT&T-12STATE will audit all records in the Database
against the LIDB SMS on a regular basis. AT&T-12STATE
will also audit all applicable line records in the SMS against the appropriate AT&T-13STATE billing system on a
regular basis.  Line records subject to
an audit between the SMS and the AT&T-13STATE
billing system include all records Administered through an AT&T-13STATE service order process,
including the LSR Process Customer may have obtained through another agreement.



 


4.7.2            Once yearly, Customer will request a file
containing all of its line record information which Customer will audit against
its own sources and Customer will correct any discrepancies within fifteen (15)
business days of receiving the audit file. 
Customer can request additional audit files and AT&T-12STATE will work
cooperatively to accommodate all reasonable Customer requests for such files. 


 


4.7.3            Data Screening Verification 


 


4.7.3.1        AT&T-12STATE will accept Customer requests for
verification of Customer’s Level 2 Data Screening requests only from Customer’s
authorized source, as identified through passwords or other authorization
process(es) designated by AT&T-12STATE
which the Parties agree AT&T-12STATE
may change from time to time.


 


4.8                 Fraud Monitoring


 


4.8.1            AT&T-12STATE’s fraud monitoring system(s) provides
Customer with notification messages. Notification messages indicate potential
incidences of ABS-related fraud for investigation.  AT&T-12STATE
will provide Customer with notification messages as follows:


 


4.8.1.1        AT&T-12STATE will provide notification messages to
Customer’s designated contact on suspected occurrences of ABS-related fraud on
Customer’s accounts stored in the applicable LIDB. 


 


4.8.1.2        Customer understands that the fraud
monitoring system’s notification messages only identify potential occurrences
of fraud.  Customer understands and
agrees that it will need to perform its own investigations to determine whether
a fraud situation actually exists. 
Customer understands and agrees that it will also need to determine
what, if any, action Customer should take as a result of a notification
message. 


 


4.8.1.3        For each notification message provided to
Customer, Customer may request a corresponding thirty-day (30-day) historical
report of ABS-related query processing. 
Customer may request up to three reports per notification message. 


 


4.8.2            In AT&T-12STATE,
ABS-related notification messages are provided to Customer at no additional
charge. 


 


4.8.3            AT&T-13STATE shall not be liable to Customer for any
fraud associated with Customer’s LWC End User’s account.


 


8

















 


4.9                 The Parties agree to cooperate with one
another to investigate, minimize, and take corrective action in cases of fraud
involving ABS and ported numbers.  The
Parties’ fraud minimization procedures are to be cost-effective and implemented
so as not to unduly burden or harm one Party as compared to the other. 


 


4.10              LIDB Data Screening 


 


4.10.1         LIDB Data Screening is a security application
that provides Customer with the capability of allowing, denying, or limiting a
Query originator’s access to Customer’s data that is stored on AT&T-12STATE’s LIDB(s).  Customer can apply such security application
on a per-Originating Point Code, per-Query type, per-Data Element, and per-LIDB
basis. 


 


4.10.2         The ability to allow limit, or deny Query
originators to Customer’s data provides Customer with the ability to use LIDB
to create proprietary or custom services such as proprietary calling cards or
other services based upon LIDB data. 


 


4.10.3         AT&T-12STATE will not share with Customer the Level 2
Data Screening decisions of any other Account Owner in LIDB.  However, AT&T-12STATE
will work cooperatively with Customer to implement and manage Customer’s own
Data Screening needs.


 


5.                   MANNER OF PROVISIONING


 


5.1                 AT&T-12STATE will input information provided by Customer
into LIDB and/or CNAM Database for the NPA-NXXs and/or NXX-0/1XXs that Customer
will store in AT&T-12STATE’s
LIDB and/or CNAM Database. Customer shall provide all information needed by AT&T-12STATE to fully and
accurately populate all Standard Data Elements in a LIDB line record.  This information may include, but is not
limited to, Calling Card Service information, Toll Bill Exception information
(such as restrictions on collect and third number billing), class of service
information, Originating Line Number Screening information, ZIP code
information, and Calling Name Information. 


 


5.2                 Forecasts 


 


5.2.1            Customer will provide forecasts at least
thirty (30) days in advance of any event(s) that is likely to result in
significant change in Customer’s data store and/or volume of Database updates. 


 


5.2.2            If AT&T-12STATE,
at its sole discretion, determines that it lacks adequate storage and/or
processing capability, prior to the initial loading of Customer information, AT&T-12STATE will notify Customer
of AT&T-12STATE’s
inability to provide data storage and administration until such time as AT&T-12STATE gains adequate SMS
and/or LIDB data storage and Administration and/or processing capability.  Customer will need to request such additional
data storage and Administration and/or processing capability by requesting
negotiations of an amendment to the Agreement and/or this Appendix, and AT&T-12STATE will have no liability
to Customer while AT&T-12STATE
gains such requested data storage and administration and/or processing
capability.  Nothing in the Agreement
(including without limitation this Appendix) obligates or otherwise commits AT&T-13STATE to agree to negotiate
for such requested data storage and Administration and/or processing
capability, or to reach any agreement on such an amendment to provide such
storage and Administration and/or capability. 
The Parties agree that any dispute over Customer’s request and/or any
ensuing negotiations shall only be subject to those dispute resolution
processes provided for in the Agreement that solely involve Customer and AT&T-13STATE personnel and
representatives.  Each Party hereby
waives and otherwise surrenders any right or ability, at law, equity, or
otherwise, to pursue any negotiation request/negotiation dispute or unresolved
issues regarding such requested additional data storage and Administration
and/or processing capability before any appropriate court, any federal or state
regulatory agency, or any other governmental body.   


 


5.2.3            In addition to and without qualifying any
other limitation of liability provision contained in this Agreement (including
without limitation this Appendix), if Customer does not provide AT&T-


 


9

















 


12STATE with reliable forecast information, AT&T-12STATE shall not be liable for any service
degradation that may occur, including without limitation, loss of service.


 


5.3                 Customer is responsible for all line records
for which Customer is the Account Owner. 
This includes all data, data Administration, line records that Customer
creates, and/or line records that are transferred to Customer as a result of
Customer becoming the provider of local service to the LWC End User(s)
associated with such line records. 


 


5.4                 Customer will Administer its data in AT&T-12STATE’s LIDB in such a
manner that accuracy of response information and consistency of available data
contained within LIDB and/or CNAM Database are not adversely impacted.  Customer’s Administrative responsibilities
include, but are not limited to: 


 


5.4.1            Populating all Standard Data Elements defined
for AT&T-12STATE’s LIDB
and/or CNAM Database.


 


5.4.2            Deleting line records from AT&T-12STATE’s LIDB and/or CNAM
Database when Customer migrates such line records from an AT&T-12STATE’s LIDB and/or CNAM
Database to another Database unless Customer otherwise arranges with AT&T-12STATE to delete such records
on Customer’s behalf. 


 


5.4.3            Deleting line records from AT&T-12STATE’s LIDB associated with
LWC End Users that disconnect from or otherwise leave Customer’s service. 


 


5.4.4            If Customer resells the local services
associated with its line records to a third party, and those line records
remain in an AT&T-12STATE’s
LIDB and/or CNAM Database, Customer will Administer those records through the
electronic interfaces AT&T-12STATE
offers in Section 4 of this Agreement, so that companies Querying AT&T-12STATE’s LIDB and/or CNAM
Database will receive correct and current information regarding the reseller’s
identity and the services the reseller provides to its subscribers. 


 


5.4.5            Customer will create its line records as soon
as possible, but in no event later than twenty-four (24) hours of providing the
LWC End User with dial tone. 


 


5.4.6            Customer will delete its line records as soon
as possible, but in no event later than twenty-four (24) hours of the LWC End
User’s disconnection (including when LWC End User leaves Customer for another
local service provider).


 


5.5                 Customer will use the same electronic
interface(s) for all accounts that use the same NECA, Inc. company code. 


 


5.6                 AT&T-12STATE will provide the capability needed to
perform Query/Response functions on a call-by-call basis for Customer’s line
records residing in an AT&T-12STATE
LIDB.


 


5.7                 With respect to all matters covered by this
Agreement, each Party shall adopt and comply with AT&T-12STATE’s standard operating methods and
procedures and shall observe the rules and regulations that cover the
administration of the LIDB SMS and the fraud monitoring system, as set forth in
AT&T-12STATE
practices.  The Parties acknowledge that AT&T-12STATE may change those
practices from time to time. Such changes will be made available to Customer in
a timely manner.


 


5.8                 Administration of the SCP on which LIDB
and/or CNAM Database resides, as well as any system or Query processing logic
that applies to all data resident on an AT&T-12STATE’s
LIDB and/or CNAM Database is the responsibility of AT&T-12STATE.  Customer acknowledges and agrees that AT&T-12STATE, in its role as system
administrator, may need to access any record in LIDB and/or CNAM Database,
including any such records Administered by Customer over unbundled electronic
interfaces. AT&T-12STATE
will limit such access to those actions necessary, in its reasonable judgment,
to ensure the successful operation and Administration of AT&T-12STATE’s SCP, LIDB, and/or
CNAM Database.


 


5.9                 AT&T-12STATE will, at its sole discretion, allow or
negotiate any and all access to an AT&T-12STATE’s
LIDB and/or CNAM Database for all Query-types supported by these
Databases.  Customer does not gain any
ability, by virtue of this Appendix or any other provision of the Agreement, to
determine which companies are


 


10

















 


allowed
to access information in an AT&T-12STATE’s
LIDB and/or CNAM Database.  Customer
acknowledges that when AT&T-12STATE
allows an entity to access AT&T-12STATE’s
LIDB and/or CNAM Database, such Query originators will also have access to
Customer’s data that is also stored in such AT&T-12STATE’s LIDB and/or CNAM Database unless
Customer otherwise invokes Level 2 Data Screening.


 


5.10              The following applies only to AT&T SOUTHWEST REGION 5-STATE


 


5.10.1         If Customer provisions its local services
using LWC and does so by issuing Local Service Requests (LSRs) to AT&T SOUTHWEST REGION 5-STATE,
Customer will identify, through a registration form or ballot, how Customer’s
line records will be created, transferred and/or Administered on an ongoing
basis prior to issuing any LSR.  If
Customer is already issuing LSRs, the requirements of this Section will
only be applicable if Customer desires to modify how its line records will be
created, transferred, and/or Administered. 


 


5.10.2         If Customer is a competitive local exchange
carrier that has arranged to have LIDB records transferred to its ownership
related to the migration of the associated End Users to LWC, without changes to
the previous local service provider’s end user information, such transfers will
include all end user information, including calling card account
information.  Customer will confirm that
all LIDB data elements for such line records are correct by making a subsequent
update to the record that changes the value of the record status indicator to
stable.  If Customer does not set the
record status indicator to a stable value, the record will be deemed abandoned
and AT&T SOUTHWEST REGION 5-STATE
may delete the record as follows:


 


5.10.2.1     On the seventh day following transfer of ownership, AT&T SOUTHWEST REGION 5-STATE may
change all billing options to deny values;


 


5.10.2.2     On the twenty-first (21st) day following transfer of
ownership, AT&T SOUTHWEST REGION 5-STATE
may delete the line record; and


 


5.10.2.3     For purposes of calculating the seventh and twenty-first day, AT&T SOUTHWEST REGION 5-STATE will
count the day of the line record’s ownership transfer as zero.


 


5.11              LIDB Data Screening


 


5.11.1         AT&T-12STATE is responsible for initiating, modifying, or
deactivating Level 1 Data screening. Customer is responsible for initiating,
modifying, or deactivating Level 2 Data Screening.  LIDB Data Screening applies to all query
traffic that uses the same Originating Point Code. 


 


5.11.2         Customer will use an interface designated by AT&T-12STATE to notify AT&T-12STATE of Customer’s Level 2
Data Screening requests.  AT&T-12STATE will accept such
blocking requests from Customer only from Customer’s authorized source, as
identified through passwords or other authorization process(es) designated by AT&T-12STATE.


 


5.11.3         Customer will Administer its LIDB Data
Screening Requests according to methods and procedures developed by AT&T-12STATE which the Parties
agree AT&T-12STATE may
change from time to time at its sole discretion.  The Parties will work cooperatively to
administer Customer’s Level 2 Data Screening in a timely and efficient manner. 


 


5.11.4         If an entity with appropriate jurisdictional
authority determines that AT&T-12STATE
cannot offer Level 2 Data Screening and/or determines that AT&T-12STATE cannot comply with
Customer’s request for Level 2 Data Screening, the Parties agree that AT&T-12STATE will not abide by
Customer’s requests for such Data Screening and AT&T-12STATE will not have any liability to Customer
for not providing such Data Screening. 


 


5.11.5         If Customer, or Customer’s affiliate(s), also
originate Queries to AT&T-12STATE’s
LIDB(s) and Customer and/or Customer’s affiliate(s) has obtained a ruling from
a regulatory or judicial entity having appropriate authority, that its Queries
cannot be screened from the data of any or all Account Owner(s) in AT&T-12STATE’s LIDB, Customer may
not request Level 2 Data Screening to limit or


 


11

















 


restrict
its data to any or all Query originators. 
If Customer has already obtained Level 2 Data Screening prior to its or
its affiliate obtaining such regulatory or judicial ban, the Parties agree that
AT&T-12STATE can remove
any prior Level 2 Data Screening that Customer has received.


 


5.11.6         LIDB Data Screening is a capability of a LIDB
and can apply only to CNAM information when such information is part of a LIDB
rather than a stand-alone CNAM Database. 


 


5.11.7         Customer is responsible for addressing all
disputes (whether formal or informal) regarding its decision to deploy or not
deploy Level 2 Data Screening with Query originators.  Customer agrees that, based upon a request
from a Query originator, AT&T-12STATE
will identify to such Query originator the presence of Level 2 Data Screening. 


 


5.11.8         Customer understands that AT&T-12STATE may offer a reverse
form of LIDB Data Screening to Query originators that allow such originators to
limit or deny the data they receive from AT&T-12STATE’s
LIDB on an Account Owner basis.  Customer
further understands that where available, AT&T-12STATE
will honor such requests from Query originators.


 


5.12                    GetData and Custom Data Elements


 


5.12.1         The Parties will work together for the
efficient creation and administration of Customer’s Custom Data Elements as set
forth following: 


 


5.12.2         AT&T-12STATE will establish all Assignment Authorities
and Custom IDs for all Account Owners for all Custom Data Elements. 


 


5.12.3         Customer will confirm to AT&T-12STATE’s SMS administrators
that Customer has established processes or procedures that will maintain the
accuracy, consistency, and timeliness of the Custom Data Elements Customer
requests to create.  AT&T-12STATE will, upon request,
work with Customer to recommend processes and procedures that may assist
Customer in its efforts.  To the extent
that any new process or procedure will result in changes to AT&T-12STATE’s SMS or its
interfaces, such changes will be done pursuant to the BFR Process. 


 


5.12.4         Customer will abide by AT&T-12STATE methods and procedures
for creating Custom Data Elements.


 


5.12.5         Customer will Administer all Custom Data
Elements it creates through the same data administration interface it uses to
Administer its Standard Data Elements. 


 


5.12.6         The Parties agree that all Custom Data
Elements are the proprietary property of the Account Owner associated with the
Custom Data Element.  Customer will not
ask for, and AT&T-12STATE
will not provide, Customer with a list of other Account Owners’ Custom Data
Elements. 


 


5.12.7         Customer will not create a Custom Data
Element when a Standard Data Element has already been deployed on AT&T-12STATE’s LIDB.  If Customer has created a Custom Data Element
and a Standard Data Element is subsequently deployed on AT&T-12STATE’s LIDB for the same
Data Element, Customer will convert its Custom Data Element to a Standard Data
Element.  The Parties will work
cooperatively to effect such conversion as quickly as possible.


 


6.                   BILLING


 


6.1                 Customer acknowledges that many different
companies, including AT&T-13STATE,
query Customer’s LIDB information to determine the eligibility of Customer’s
LWC End Users to receive or generate charges. 
Therefore, when a LIDB Response identifies that Customer’s LWC End User
has decided in advance to accept charges received or generated on its account,
but the LWC End User refuses to pay for such charges, Customer will Administer
the LWC End User’s line record such that the line record identifies blocks for
such charges.  Also, for accounts that
Customer identifies as being able to receive or generate charges, Customer will
provide for billing as set forth in either Section 6.1.1 or 6.1.2 of this
Agreement.


 


12

















 


6.1.1            Customer will bill the appropriate charges to
its LWC End Users, on behalf of AT&T-13STATE
or a third party. 


 


6.1.2            Customer will provide to AT&T-13STATE or the third party all
necessary billing information needed by AT&T-13STATE
or the third party to bill the LWC End User directly.


 


6.2                 Customer understands that if Customer chooses
the option set forth in Section 6.1.2 of this Appendix, other providers,
including AT&T-13STATE,
may choose to deny services to Customer’s subscribers.


 


7.                   PRICING


 


7.1                 Except for the creation of customized capabilities
such as Custom Data Elements, if any, there are no additional charges for data
storage and Administration through the interfaces described above in this
Agreement.  Pricing for requests to
create such customized capabilities that require the addition of hardware
and/or software (including, where applicable, changes to LSR Processing) will
be separately negotiated.


 


8.                   MISCELLANEOUS


 


8.1                 Customer will place orders under this
Appendix through its account manager.


 


8.2                 Notwithstanding anything to the contrary in
this Agreement, if legal or regulatory decisions or rules compel AT&T-12STATE or Customer to
terminate the Agreement, AT&T-12STATE
and Customer shall have no liability to the other in connection with such
termination.


 


8.3                 In the event of termination or expiration of
the Agreement or this Appendix, Sections 8.3, 9, 10, and 11 shall survive such
termination or expiration. 


 


8.4                 Either Party may assign and transfer this
Appendix to any parent, subsidiary, successor, or affiliated company without
the prior written consent of the other Party.


 


9.                   CONFIDENTIALITY


 


9.1                 In addition to GT&C Confidentiality
Section, Non-Disclosure, of the Agreement, both Parties agree to limit their
use of carrier proprietary information customer and proprietary network
information received from the other in accordance with the provisions of
Sections 222(a) and (b) of the Act.


 


9.2                 Customer shall comply with all applicable
requirements of 47 U.S.C. § 222 (and implementing FCC decisions
thereunder), and, where accessing CPNI or CARRIER proprietary information via
Get Data, Customer agrees to indemnify, defend and hold AT&T-12STATE harmless against any
claim made by an person, including any End User or governmental entity against AT&T-12STATE.


 


10.                LIMITATION OF LIABILITY


 


10.1              This Section is in addition to other
applicable limitations of liability and indemnification provisions set forth
elsewhere in the Agreement, including without limitation Attachment LWC. 


 


10.2              In no event shall AT&T-13STATE have any liability for
system outage or inaccessibility, or for losses arising from the authorized or
unauthorized use of any data obtained hereunder by any entity. 


 


10.3              AT&T-13STATE will not be liable for any damages resulting
from or arising out of Customer’s failure to provide forecast information as
set forth in Section 5 of this Agreement. 


 


10.4              AT&T-12STATE is furnishing access to its Databases to
facilitate Customer’s provision of services and capabilities authorized under
this Appendix, but not to ensure against the risk of call non-completion. or to
ensure the successful provision of any service or capability. LIDB and/or CNAM
data is the product of routine business service order activity, End User
contact, and/or fraud investigations. 
LIDB AND/OR CALLING NAME INFORMATION PROVIDED TO CUSTOMER BY AT&T-13STATE HEREUNDER SHALL BE PROVIDED
“AS IS”.  AT&T-13STATE MAKES NO WARRANTY, EXPRESS OR IMPLIED,
REGARDING THE ACCURACY OR COMPLETENESS OF THE LIDB AND/OR CALLING NAME
INFORMATION


 


13

















 


REGARDLESS
OF WHOSE LIDB AND/OR CALLING NAME INFORMATION IS PROVIDED; PROVIDED, HOWEVER,
THAT AT&T-13STATE SHALL
USE COMMERCIALLY REASONABLE EFFORTS TO PROVIDE CUSTOMER WITH ACCURATE AND
COMPLETE DATA REGARDING AT&T-13STATE
RETAIL END USERS.  IN ADDITION TO ANY
OTHER LIMITATIONS OF LIABILITY SET FORTH ELSEWHERE IN THE AGREEMENT, AT&T-13STATE SHALL NOT BE HELD
LIABLE FOR ANY LIABILITY, CLAIMS, DAMAGES OR ACTIONS INCLUDING ATTORNEYS’ FEES.


 


11.                DISCLAIMER OF WARRANTIES


 


11.1              IN ADDITION TO ANY DISCLAIMER OF WARRANTIES
APPLICABLE TO THE AGREEMENT, WITH RESPECT TO THIS APPENDIX, AT&T-13STATE MAKES NO
REPRESENTATIONS OR WARRANTIES EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO
ANY WARRANTY AS TO MERCHANTABILITY OR FITNESS FOR INTENDED OR PARTICULAR PURPOSE
WITH RESPECT TO THE SERVICES OR PRODUCTS IT PROVIDES UNDER THIS AGREEMENT OR
THAT ARE CONTEMPLATED TO BE PROVIDED UNDER THIS AGREEMENT.  ADDITIONALLY, AT&T-13STATE ASSUMES NO RESPONSIBILITY WITH REGARD TO
THE CORRECTNESS OF THE DATA SUPPLIED BY CUSTOMER WHEN THIS DATA IS ACCESSED AND
USED BY ANY PARTY, INCLUDING WITHOUT LIMITATION, A THIRD PARTY.


 


14

















 


APPENDIX LWC LIDB AND CNAM - QUERY


 


1

















 


TABLE OF
CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION

  	
   

  	
  1

  
	
   

  	
   

  	
   

  
	
  DEFINITIONS

  	
   

  	
  2

  
	
   

  	
   

  	
   

  
	
  DESCRIPTION OF SERVICE

  	
   

  	
  3

  
	
   

  	
   

  	
   

  
	
  MANNER OF PROVISIONING

  	
   

  	
  4

  
	
   

  	
   

  	
   

  
	
  FORECASTS

  	
   

  	
  5

  
	
   

  	
   

  	
   

  
	
  OWNERSHIP OF INFORMATION

  	
   

  	
  6

  
	
   

  	
   

  	
   

  
	
  SURVIVAL

  	
   

  	
  7

  
	
   

  	
   

  	
   

  
	
  LIMITATION OF LIABILITY

  	
   

  	
  8

  
	
   

  	
   

  	
   

  
	
  CONFIDENTIALITY

  	
   

  	
  9

  
	
   

  	
   

  	
   

  
	
  MUTUALITY

  	
   

  	
  10

  
	
   

  	
   

  	
   

  
	
  DISCLAIMER OF REPRESENTATIONS AND
  WARRANTIES

  	
   

  	
  11

  
	
   

  	
   

  	
   

  
	
  ASSIGNMENT

  	
   

  	
  12

  
	
   

  	
   

  	
   

  
	
  PRICING

  	
   

  	
  13

  



 


2

















 


APPENDIX LWC LIDB AND CNAM – QUERY


 


1.                   INTRODUCTION


 


1.1                 This Appendix is an integral part of the
Commercial Agreement for Local Wholesale Complete between AT&T-13STATE and CARRIER (also
referred to as “Customer”), and sets forth the terms and conditions for
querying the LIDB and/or CNAM databases provided by the applicable AT&T
Inc. (AT&T)-affiliated Incumbent Local Exchange Carrier (ILEC) in
conjunction only with LWCALs purchased by Customer.  This Appendix expressly does not apply to any
LIDB or CNAM Querying for any method of Customer provisioning local exchange or
other service except for LWC, nor does it apply to any other LIDB or CNAM
Querying for Customer or any entity acting on behalf of, or through any
relationship with, Customer.


 


1.2                 AT&T MIDWEST REGION 5-STATE, AT&T
CONNECTICUT and AT&T
NEVADA do not own a LIDB. Additionally, AT&T NEVADA and AT&T CONNECTICUT do not own a CNAM
Database.  Each of those AT&T ILECs
obtain their LIDB and/or CNAM Database services as follows: 


 


1.2.1            AT&T MIDWEST REGION 5-STATE queries its LIDB information on SNET DG’s LIDB.


 


1.2.2            AT&T MIDWEST REGION 5-STATE queries its CNAM information on its CNAM
Database. 


 


1.2.3            AT&T CONNECTICUT queries its LIDB and CNAM information on SNET DG’s LIDB. 


 


1.2.4            AT&T NEVADA queries its LIDB and CNAM information on AT&T CALIFORNIA’s LIDB.


 


1.3                 The terms, conditions, and prices for Query
access in the Agreement (including without limitation this Appendix) will apply
to Customer’s Query access from services that are provided by using LWCALs
only. 


 


1.4                 Any use of the possessive in this Appendix as
applied to AT&T NEVADA,
AT&T MIDWEST REGION 5-STATE
and AT&T CONNECTICUT
will not indicate ownership but shall indicate the relationship described in Section 1.2.


 


1.5                 At the time the Agreement is executed, AT&T SOUTHWEST REGION 5-STATE and AT&T CALIFORNIA are consolidating
their respective LIDB operations (including without limitation LIDB and CNAM
information) onto SNET DG’s
LIDB.  When this consolidation is
finished, SNET DG will
operationally perform the LIDB operations for AT&T SOUTHWEST REGION 5-STATE and AT&T CALIFORNIA, and LIDB and CNAM
queries from AT&T SOUTHWEST REGION 5-STATE
and AT&T CALIFORNIA
will be made on SNET DG’s LIDB.


 


1.5.1            Any use of the possessive in this Appendix as
applied to AT&T SOUTHWEST REGION 5-STATE
and AT&T CALIFORNIA
will not indicate ownership but shall, as of the consolidation of their
respective LIDB operations to SNET DG,
indicate the relationship described in this Section 1.5.


 


1.6                 AT&T-12STATE means AT&T
SOUTHWEST REGION 5-STATE, AT&T
MIDWEST REGION 5-STATE, AT&T
CALIFORNIA and AT&T
CONNECTICUT.


 


1.7                 AT&T MIDWEST REGION 5-STATE means Illinois Bell Telephone Company d/b/a
AT&T Illinois, Indiana Bell Telephone Company Incorporated d/b/a AT&T
Indiana, Michigan Bell Telephone Company d/b/a AT&T Michigan, The Ohio Bell
Telephone Company d/b/a AT&T Ohio, and/or Wisconsin Bell, Inc. d/b/a
AT&T Wisconsin. 


 


1.8                 AT&T SOUTHWEST REGION 5-STATE means Southwestern Bell Telephone, L.P.
d/b/a AT&T Arkansas, AT&T Kansas, AT&T Missouri, AT&T Oklahoma
and/or AT&T Texas. 


 


1.9                 SNET DG means SNET Diversified Group, Inc., a
Connecticut corporation.


 


3

















 


2.                   DEFINITIONS


 


2.1                 “Account
Owner” means a telecommunications carrier, including AT&T-13STATE and Customer, which
stores and/or administers line record information and/or group record
information in a Party’s LIDB and/or CNAM Database.  


 


2.2                 “Affiliate”  is as defined in the Act.


 


2.3                 “Alternate
Billing Service”  (“ABS”) means a service that allows a caller
to bill calls to accounts that my not be associated with the originating line.  There are three types of ABS calls:  calling card, collect, and third number
billed calls. 


 


2.4                 “Assignment
Authority” means a nine- to thirty-digit code-set that identifies an
authorization hierarchy (also known as an object identifier).  The format of the nine-digit code set is
A-B-CCCC-DDD where “A” represents an international standards body, “B”
represents a national standards body, “CCCC” represents a network operator, “DDD”
represents a local assignment.  For
code-sets from ten to thirty digits, the “DDD” section of the code is
expanded to include the extra digits.  An
Assignment Authority plus a Custom ID comprise the unique identifier of a LIDB
Custom Data Element. 


 


2.5                 “Billed
Number Screening (BNS) Query” means a request to validate a request
to bill a call collect to the called party or to a third number that is neither
the calling nor the called party. 


 


2.6                 “Calling
Card Query” means a request to validate the use of a calling card
account. 


 


2.7                 “Calling
Name Database”  and/or “CNAM Database” means an AT&T MIDWEST REGION 5-STATE’s Database
containing Calling Name Information that is separate from a LIDB.


 


2.8                 “Calling
Name Delivery Service”  (“CNDS”) means a service provided to an end
user customer that enables such customer to identify the calling party by a
displayed name before the call is answered. 
The calling party’s name is retrieved from a Database and delivered to
said customer’s premises between the first and second ring for display on
compatible customer premises equipment (CPE). 


 


2.9                 “Calling
Name Information”  and/or  “CNAM
Information” means a telecommunications company’s records of its
subscriber’s names associated with one or more customer-assigned ten-digit
telephone numbers. 


 


2.10              “CNAM Query”  means a Query that requests CNAM
Information from an AT&T-12STATE
LIDB and/or CNAM Database.


 


2.11              “Common
Channel Signaling (CCS) Network” means an out-of-band,
packet-switched, signaling network used to transport supervision signals,
control signals, and data messages.  CNAM
Queries and Response messages are transported across the CCS Network. 


 


2.12              “Custom
Data Element” means a Data Element that applies to a specific LIDB
or to a specific Account Owner on a specific LIDB.  Custom Data Elements do not have a
Transaction Capabilities Application Part (TCAP) ID.  Instead, they have a unique combination of
Assignment Authority and Custom ID. 
Custom Data Elements are not defined by Telcordia Technologies’ Generic
Requirements.  Validation, OLNS, and CNAM
Queries cannot retrieve Custom Data Elements. 


 


2.13              “Custom ID”
means a two-to five-digit code-set assigned by the LIDB owner to each Custom
Data Element stored in LIDB.  A Custom ID
plus an Assignment Authority comprise the unique identifier of a LIDB Custom
Data Element. 


 


2.14              “Database”  (or “Data
Base”) means an integrated collection of related data as well as the
platform on which the collection of data exists that contains the processing
logic capable of using such data in transaction processing.  In the case of LIDB and the CNAM Database,
the Database is the line number and related line information as well as the
Query processing logic. 


 


2.15              “Data
Element” means a line record informational component that has a
unique identifier.  Data Elements are
identified either as Custom Data Elements or as Standard Data Elements
depending on the type of unique identifier.


 


4

















 


2.16              “End User”
means a third-party residence or business that subscribes to Telecommunications
Services provided at retail by any Party. As used herein, the term “End Users”
does not include any of the Parties to the Agreement with respect to any item
or service obtained under this Appendix. 


 


2.17              “GetData”
means the capability of a LIDB owner to both create Custom Data Elements and to
process and respond to GetData Queries.


 


2.18              “GetData
Query” means a LIDB Query that allows a company to customize its
data request from LIDB to obtain Data Elements that are not related to calling
card PINs. 


 


2.19              “Line
Information Data Base (LIDB)”  means a transaction-oriented Database
system that functions as a centralized repository for data storage and
retrieval.  LIDB is accessible through
CCS Networks.  LIDB contains records
associated with End User line numbers and special billing numbers.  LIDB accepts Queries from other network
elements and provides return result, return error, and return reject Responses
as appropriate. Examples of information that Account Owners might store in LIDB
and in their line records are: ABS Validation Data, Originating Line Number
Screening (OLNS) data, ZIP Code data, and Calling Name Information.  In AT&T
CALIFORNIA, AT&T
SOUTHWEST REGION 5-STATE and AT&T CONNECTICUT, LIDB and CNAM are not separated,
instead, CNAM information is contained in LIDB. 
CNAM information also resides on the LIDB used by AT&T MIDWEST REGION 5-STATE,
however, CNAM Queries are currently processed in AT&T MIDWEST REGION 5-STATE’s CNAM Database.


 


2.20              “LIDB Data
Screening” (or  “Data Screening”) means a security
capability administered by a LIDB owner that gives LIDB the ability to allow,
deny, or limit the information returned to a Query-originator. 


 


2.21              “Originating
Line Number Screening” (“OLNS”)
means a specific type of LIDB Query that requests the originating call
processing, billing, and service profiles of an originating line. 


 


2.22              “Originating
Point Code”  (“OPC”) means a code assigned to identify
Customer’s system(s) that originate LIDB and/or CNAM Queries.


 


2.23              “Personal
Identification Number” (“PIN”)
means a confidential four-digit code number provided to a calling card customer
to prevent unauthorized use of his/her calling card number.  LIDB and/or the LIDB administrative system
can store a PIN for those line numbers that have an associated calling card. 


 


2.24              “Point Code”
means a 9-digit code that identifies a Service Platform connected to the
CCS/SS7 network that is capable of sending, processing, or receiving S7
messages.  A Point Code may be referred
to either as an Originating Point Code or a Terminating Point Code. 


 


2.25              “Query”
means a message that represents a request to a Database for information.


 


2.26              “Query
Transport Rate” means a per-Query usage rate that applies to certain
Queries transported from an AT&T-13STATE
STP to the SCP where the LIDB and/or CNAM Database resides and back.


 


2.27              “Response”
means an SS7 message that, when
appropriately interpreted, represents an answer to a Query.


 


2.28              “Service
Control Point” (“SCP”)
means a common CCS Network node where the Calling Name Database resides. 


 


2.29              “Service
Platform” means a physical platform that interfaces with Customer’s
service logic.  A service platform may be
a telephony switch, an SCP, or any other platform capable of appropriately
interacting with Customer’s service logic.


 


2.30              “Service
Switching Point”  (“SSP”) means the software capability within
a Signaling Point that provides the Signaling Point with SS7 message
preparation/interpretation capability plus SS7 transmission/reception access
ability. 


 


2.31              “Signaling
Point” (“SP”) means a
CCS Network interface element capable of initiating and/or terminating SS7
messages. 


 


2.32              “Signaling
System 7”  (“SS7”) means the signaling protocol used by
a CCS Network.


 


5

















 


2.33              “Signaling
Transfer Point” (“STP”)
means a CCS Network node that performs a packet switching function for routing
signaling messages among Service Switching Points (SSPs), Service Control
Points (SCPs), Signaling Points (SPs), and other STPs in order to query
Databases. In order to connect to an AT&T-13STATE’s
SS7 network, Customer (or a third party transporting Customer’s CNDS Queries)
must connect with an AT&T-13STATE
STP in order to connect to that AT&T-13STATE’s
SCP.


 


2.34              “Standard
Data Element” means a data element in LIDB and/or CNAM Database that
has a unique Transaction Capabilities Application Part (TCAP) ID and is
defined in Telcordia Technologies’ Generic Requirements documentation. 


 


2.35              “Terminating
Point Code” means a 9-digit code that identifies the network node
that will receive a Query or a Response. 


 


2.36              “Validation
Query” means collectively both Calling Card Query and Billed Number
Screening (BNS) Query.


 


3.                   DESCRIPTION
OF SERVICE


 


3.1                 AT&T-13STATE will provide Customer with per-Query access
to AT&T-12STATE’s LIDB
and/or CNAM Database under the Agreement (including without limitation this
Appendix) only when Customer is using LWC to provision basic analog local exchange
telecommunications service and only when such Queries are launched from an AT&T-13STATE Service Platform.


 


3.2                 AT&T-12STATE’s LIDB accepts the following types of
Queries:


 


3.2.1            Calling Card Query


 


3.2.2            Billed Number Screening Query


 


3.2.3            Originating Line Number Screening Query
(OLNS) 


3.2.4            GetData Query 


 


3.2.5            CNAM Query


 


3.2.6            With the exception of AT&T SOUTHWEST REGION 5-STATE and AT&T MIDWEST REGION 5-STATE,
GetData and OLNS Query access to SNET DG’s
LIDB will be pursuant to a separate agreement between Customer and SNET DG.


 


3.3                 Neither Party’s access to a LIDB and/or a
CNAM Database will necessarily include access to all of the data of all Account
Owners resident on such Database.  LIDB
owners, including AT&T-12STATE,
comply with Account Owners’ requests to restrict access to their data from
specific Service Platforms (e.g., end offices and operator services
platforms).  When such limits apply, they
apply to all companies whose Queries use the same Originating Point Code as the
Service Platform being restricted. 


 


3.4                 The Agreement including without limitation
this Appendix does not provide Customer with Query access to any third-party
Database, or third-party network that provides transport to and/or from such
third-party Database or network, unless AT&T-13STATE
also queries such Database for its own end users.  AT&T-13STATE
shall have sole discretion in determining which LIDB and/or CNAM databases its
Service Platforms will Query.  Customer
does not gain the ability, by virtue of this Appendix, to determine what
Database owning companies AT&T-13STATE
will Query, or what third-party networks AT&T-12STATE
will use to reach such Databases.


 


3.5                 LIDB and/or CNAM data is the result of
routine service order processing and contacts between Account Owners and their
End Users.  As such, the information in
LIDB and/or CNAM Database is dynamic and represents information that is only as
accurate as provided by the party storing such data and only as of the time
such data is stored. 


 


3.6                 Timing of LIDB and/or CNAM Queries in
relation to the services that Customer provides will have an impact regarding
the relative accuracy of the information Customer receives.  For example, Customer’s Queries generated at
a period in time after service provisioning occurs may not retrieve the same
information as would


 


6

















 


have
been available had Customer Queried LIDB and/or CNAM Database at the time
Customer’s service provisioning took place. 


 


3.7                 Account Owners are solely responsible for the
accuracy and completeness of the line records they store in AT&T-12STATE’s LIDB and/or CNAM Database;
accordingly AT&T-12STATE
is not responsible for the accuracy or completeness of those line to the extent
inaccuracies and/or incompleteness is due to Account Owner Administration.  Customer will resolve any disputes regarding
data accuracy with the appropriate Account Owner.


 


4.                   MANNER
OF PROVISIONING


 


4.1                 AT&T-13STATE may employ certain automatic and/or manual
overload controls to protect AT&T-13STATE’s
CCS/SS7 network(s).  Network Management
controls found necessary to protect LIDB and/or CNAM Database from an overload
condition will be applied based on non-discriminatory guidelines and
procedures.  Such management controls
will be applied to the specific problem source to the extent technically
feasible. 


 


4.2                 All Customer’s Queries to an AT&T-12STATE’s LIDB and/or CNAM
Database shall use the following translations types:  005 for CNAM Queries and 253 for all other
LIDB Queries (including GetData). 
Customer shall use a subsystem number in the calling party address field
that is mutually agreed to by the Parties.


 


5.                   FORECASTS


 


5.1                 Customer will provide forecasts at least
thirty (30) days in advance of any event(s) that is likely to result in
significant change in Customer’s Query usage. 
Such events may include, but are not limited to, deployment of new
service offerings, deployment of additional Service Platforms, and access to
new Data Elements.


 


5.2                 If AT&T-12STATE
determines that it lacks adequate processing capability to provide the
requested Query access, AT&T-12STATE
will notify Customer of AT&T-12STATE’s
inability to provide the requested service(s) under the Agreement (including
without limitation this Appendix) until such time as AT&T-12STATE gains adequate
processing capability.  AT&T-12STATE will take reasonable
commercial efforts to obtain the needed processing capability, however, AT&T-12STATE will have no liability
to Customer pending these efforts while AT&T-12STATE
gains such needed processing capacity.


 


5.3                 Notwithstanding the foregoing, if Customer
determines that it does not require real-time GetData Query access, but can
manage its GetData Query volumes into off-peak days and hours, and such Query
management would not result in AT&T-12STATE
exhausting its Query-processing capacity, the Parties may mutually agree upon
dates and times during which Customer will launch its Queries, until adequate
capacity is available. 


 


5.4                 In addition to and without qualifying any
other limitation of liability provision contained in the Agreement (including
without limitation this Appendix), if Customer does not provide AT&T-12STATE with reliable forecast
information as set forth in this Section 5, AT&T-12STATE shall not be liable for any service
degradation that may occur, including without limitation, loss of service.


 


6.                   OWNERSHIP
OF INFORMATION


 


6.1                 Account Owners depositing information in AT&T-12STATE’s LIDB and/or CNAM
Database(s) retain full and complete ownership and control over such
information.  Customer shall not obtain
any ownership interest by virtue of the Agreement (including without limitation
this Appendix).


 


6.2                 Upon request from an Account Owner whose data
Customer is accessing, Customer will identify to such Account Owner, within a
reasonable period of time as specified by the Account Owner, the purposes for
which Customer uses such Account Owner’s information.  Customer shall provide information with
enough specificity that the Account Owner can verify that such purposes are
consistent with this Appendix. 


 


6.2.1            Upon request, Customer will provide AT&T-12STATE with a designated contact
(name, telephone number, and email address) which AT&T-12STATE can use in referring Account Owner(s) to Customer.


 


7

















 


6.3                 Unless expressly authorized in writing
between the Parties, Customer will use CNAM Query only for the purpose of
delivery of Calling Name Information by Customer to Customer’s LWC End Users
who are provided CNDS.  Customer may use
CNAM Query for such authorized purpose only on a call-by-call basis.  Customer may not store for future use any
non-Customer data that Customer accesses from AT&T-12STATE’s LIDB and/or CNAM Database(s).


 


6.4                 Customer will not copy, store, maintain, or
create any table or database of any kind based upon information Customer
receives in a Response from any of AT&T-12STATE’s
LIDB and/or CNAM Databases.  


 


6.5                 In any agreement or tariff in which Customer
provides CNDS to its LWC End Users, Customer will prohibit such LWC End Users
from maintaining or creating any table or database from any Response from an AT&T-12STATE’s Database and
providing such table or database to third parties.


 


6.6                 In addition to any other remedies available
at law or in equity or under the Agreement, if Customer use LIDB Query and/or
CNAM Query and/or Response Information for any purpose not specifically
authorized under the Agreement (including without limitation this Appendix), AT&T-13STATE may immediately
terminate the Agreement and stop providing access to AT&T-12STATE’s LIDBs and/or CNAM
Databases, including the service that launches the Query, without liability to
Customer and/or any LWC End Users. 


 


6.7                 The Parties may use reports on Query usage
and Query usage statistics and information similar to Query usage statistics to
bill their Customers to estimate facilities usage needs, and for engineering,
capacity, and network planning.  AT&T-13STATE may also use such
statistics to aid other companies wanting to gain Query Access LDIB and/or CNAM
Database.  Customer may aggregate
individual LIDB and/or CNAM Database usage statistics regarding the number of
Customer’s Queries and similar types of information during a specified time
period, such as a month or a year. 
Customer will only publish such statistics in aggregate form and will
ensure that all information not owned by Customer (including Account Owner
names) is redacted and cannot reasonably be identified from the published
materials. 


 


6.8                 Customer acknowledges that an Account Owner’s
End User information in LIDB and/or CNAM Database may contain Customer
Proprietary Network Information or competitively sensitive information.  Customer agrees that it will use such
information only for the purposes permitted under this Appendix.  Other than as identified in Section 7.8.1
below, Customer further agrees that it will not create lists or databases of
any kind based upon GetData Responses from LIDB for any purpose including,
without limitation, for marketing purposes and/or for competitive analysis. 


 


6.8.1            The Parties agree, that for the purposes of
validating accounts and billing and collections, the data Customer retrieves
from AT&T SOUTHWEST REGION 5-STATE’s
and/or AT&T CALIFORNIA’s
LIDB through a GetData Query may be retained by Customer for ninety (90) days
from the date on which Customer requested the data, whereupon Customer will
delete or otherwise destroy the information. 
Customer understands that the data may become invalid if used for any
purpose other than billing during that retention period.  If Customer determines that it will need such
information from an Account Owner for any period of time in excess of ninety
(90) days from the date on which Customer requested the data, Customer will
obtain authorization for such retention directly from the Account Owner of the
information.  Such authorization must be
pursuant to a separate agreement directly between Customer and Account Owner. 


 


6.9                 In addition to any other remedies available
at law or in equity, if Customer use Response Information for any
purpose not specifically authorized under the Agreement (including without
limitation this Appendix) AT&T-12STATE
may cease providing access to or block access to said data or other Data
Element(s) as set forth following. 


 


6.9.1            In the event Customer breach this provision
and in addition to any other remedies available at law or in equity or under
the Agreement, AT&T-13STATE
may terminate the Agreement upon ten (10) days written notice.


 


8

















 


7.                   SURVIVAL


 


7.1                 Sections 1, 2,  7, 8, 9, 10,  11,
and 12 of this Appendix shall survive such termination or expiration of the
Agreement, in whole or in part.


 


8.                   LIMITATION
OF LIABILITY


 


8.1                 This Section is in addition to other
applicable limitations of liability and indemnification provisions set forth
elsewhere in the Agreement, including without limitation Attachment LWC.


 


8.2                 In no event shall AT&T-13STATE have any liability for
system outage or inaccessibility, or for losses arising from the authorized or
unauthorized use of any data obtained hereunder by any entity. 


 


8.3                 AT&T-13STATE will not be liable for any damages resulting
from or arising out of Customer’s failure to provide forecast information as
set forth in Section 5 of this Appendix. 


 


8.4                 AT&T-12STATE is furnishing access to its Databases to
facilitate Customer’s provision of services and capabilities authorized under
this Appendix, but not to ensure against the risk of call non-completion. or to
ensure the successful provision of any service or capability. LIDB and/or CNAM
data is the product of routine business service order activity, End User contact,
and/or fraud investigations.  LIDB AND/OR
CALLING NAME INFORMATION PROVIDED TO CUSTOMER BY AT&T-13STATE HEREUNDER SHALL BE PROVIDED “AS IS”.  AT&T-13STATE
MAKES NO WARRANTY, EXPRESS OR IMPLIED, REGARDING THE ACCURACY OR COMPLETENESS
OF THE LIDB AND/OR CALLING NAME INFORMATION REGARDLESS OF WHOSE LIDB AND/OR
CALLING NAME INFORMATION IS PROVIDED; PROVIDED, HOWEVER, THAT AT&T-13STATE SHALL USE COMMERCIALLY
REASONABLE EFFORTS TO PROVIDE CUSTOMER WITH ACCURATE AND COMPLETE DATA
REGARDING AT&T-13STATE
RETAIL END USERS.  IN ADDITION TO ANY
OTHER LIMITATIONS OF LIABILITY SET FORTH ELSEWHERE IN THE AGREEMENT, AT&T-13STATE SHALL NOT BE HELD
LIABLE FOR ANY LIABILITY, CLAIMS, DAMAGES OR ACTIONS INCLUDING ATTORNEYS’ FEES.


 


9.                   CONFIDENTIALITY


 


9.1                 In addition to Section 23,
Non-Disclosure, of the Agreement, both Parties agree to limit their use of
carrier proprietary information customer and proprietary network information
received from the other in accordance with the provisions of Sections 222(a) and
(b) of the Act.   


 


9.2                 Customer shall comply with all applicable
requirements of 47 U.S.C. § 222 (and implementing FCC decisions
thereunder), and, where accessing CPNI or CARRIER proprietary information via
GetData, Customer agrees to indemnify, defend and hold AT&T-12STATE harmless against any
claim made by an person, including any End User or governmental entity against AT&T-12STATE.


 


10.                MUTUALITY


 


10.1              For calls to and from LWC customers, Customer
will make available to AT&T-13STATE
Query access to Customer’s LIDB and/or CNAM information through a technically
compatible Database either through self-provisioning or through a Database
vendor.  AT&T-13STATE agrees to negotiate in good faith to
reach an agreement with Customer or Database Vendor, as appropriate, for such
Query access.  If AT&T-13STATE is unable to reach
such agreement, chooses not to enter into an agreement with the applicable
Database owner, or chooses to discontinue using the services of the applicable
Database owner, Customer’s LIDB and/or CNAM information will be unavailable to
any customer and End Users that are served through AT&T-13STATE Service Platforms.


 


11.                DISCLAIMER OF
REPRESENTATIONS AND WARRANTIES


 


11.1              IN ADDITION TO ANY DISCLAIMER OF WARRANTIES
APPLICABLE TO THE AGREEMENT, WITH RESPECT TO THIS APPENDIX, AT&T-13STATE MAKES NO
REPRESENTATIONS OR WARRANTIES EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO
ANY WARRANTY AS TO MERCHANTABILITY OR FITNESS FOR INTENDED OR PARTICULAR
PURPOSE WITH RESPECT TO THE SERVICES OR


 


9

















 


PRODUCTS
IT PROVIDES UNDER THIS APPENDIX OR THAT ARE CONTEMPLATED TO BE PROVIDED UNDER
THIS APPENDIX.  ADDITIONALLY,  AT&T-13STATE  ASSUMES NO
RESPONSIBILITY WITH REGARD TO THE CORRECTNESS OF THE DATA SUPPLIED BY AN
ACCOUNT OWNER WHEN THIS DATA IS ACCESSED AND USED BY ANY PARTY, INCLUDING
WITHOUT LIMITATION, A THIRD PARTY.


 


12.                ASSIGNMENT


 


12.1              Either Party may assign and transfer this
Appendix to any parent, subsidiary, successor, or affiliated company without
the prior written consent of the other Party.


 


13.                PRICING


 


13.1              AT&T-13STATE shall not charge Customer a separate
per-query charge for any Query made from AT&T-13STATE
Service Platforms under this Appendix (Queries originated under the Agreement
are included as part of the Service Platform offering, depending upon the type
of AT&T-13-STATE Service
Platform used to launch the Query).


 


10














 


APPENDIX LWC OSS


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION

  	
   

  	
  1

  
	
  DEFINITIONS

  	
   

  	
  2

  
	
  GENERAL
  CONDITIONS

  	
   

  	
  3

  
	
  PRE-ORDERING

  	
   

  	
  4

  
	
  ORDERING/PROVISIONING

  	
   

  	
  5

  
	
  MAINTENANCE/REPAIR

  	
   

  	
  6

  
	
  BILLING

  	
   

  	
  7

  
	
  REMOTE
  ACCESS FACILITY

  	
   

  	
  8

  
	
  DATA
  CONNECTION SECURITY REQUIREMENTS

  	
   

  	
  9

  
	
  OPERATIONAL
  READINESS TEST (ORT) FOR ORDERING INTERFACES

  	
   

  	
  10

  
	
  OSS
  TRAINING COURSES

  	
   

  	
  11

  
	
  SERVICE
  BUREAU PROVIDER ARRANGEMENTS FOR SHARED ACCESS TO OSS

  	
   

  	
  12

  



 


2

















 


APPENDIX LWC OSS


 


(OPERATIONS SUPPORT SYSTEMS FUNCTIONS)


 


1.             INTRODUCTION


 


1.1           This Appendix is an integral part of the Private Commercial Agreement
for Local Wholesale Complete between AT&T-13STATE
and CARRIER, and sets forth terms and conditions for use of Operations Support
Systems (OSS) “functions” for pre-ordering, ordering, provisioning,
maintenance/repair, and billing that AT&T-13STATE
makes available to CARRIER in conjunction with Local Wholesale Complete (LWC).


 


2.             DEFINITIONS


 


2.1           “LSC” means the Local
Service Center (LSC).  


 


2.2           “LOC”  means the Local Operations Center (LOC).


 


2.3           “Service Bureau Provider”
or “SBP” means a company which has
been engaged by a CARRIER to act on its behalf for purposes of accessing AT&T-13STATE’s OSS
application-to-application interfaces via a dedicated connection over which
multiple CARRIER’s local service transactions are transported.


 


3.             GENERAL CONDITIONS


 


3.1           Proper Use of OSS interfaces:


 


3.1.1        For AT&T-13STATE,
CARRIER agrees to use AT&T-13STATE
OSS electronic interfaces, as offered herein, for pre-order, order,
provisioning, maintenance and repair, and billing activity solely related to
Local Wholesale Complete.  CARRIER may
not access or otherwise use the OSS functionality offering herein for any other
purpose whatsoever.  Failure to comply
with reasonable security practices or misuse of OSS interfaces may result in
forfeiture of electronic access to OSS functionality.  In addition, CARRIER shall be responsible for
and indemnifies AT&T-13STATE
against any cost, expense or liability relating to any misuse of AT&T-13STATE’s OSS included but not
limited to unauthorized entry or access into, or use or manipulation of AT&T-13STATE’s OSS from systems,
workstations or terminals used by CARRIER employees, agents, or any third party
gaining access through information and/or facilities obtained from, or utilized
by CARRIER, or on behalf of CARRIER and shall pay AT&T-13STATE for any and all damages caused by such
actions.


 


3.2           Within AT&T-13STATE
Service Areas, CARRIER’s access to pre-order functions described in 4.2.2 will
only be utilized to view Customer Proprietary Network Information (CPNI) of
another telecommunications carrier’s end user where CARRIER has obtained an
authorization for release of CPNI from the end user and has obtained an
authorization to become the end user’s Local Service Provider. 


 


3.2.1        In AT&T-13STATE
regions, CARRIER must maintain records of individual customers’ authorizations
for change in local exchange service and release of CPNI which adhere to all
requirements of state and federal law, as applicable. 


 


3.2.2        Throughout AT&T-13STATE
region, CARRIER is solely responsible for determining whether proper
authorization has been obtained and holds AT&T-13STATE
harmless from any loss on account of CARRIER’s failure to obtain proper CPNI
consent from an end user.  


 


3.3           In the event AT&T-13STATE
has good cause to believe that CARRIER has used AT&T-13STATE  OSS in a way that conflicts with this
Agreement (including this Appendix) or applicable law, AT&T-13STATE shall give CARRIER
written notice describing the misuse (“Notice of Misuse”).  Upon receipt of such notice, CARRIER shall
immediately refrain from the misuse.  If
CARRIER fails to do so, then


 


3

















 


CARRIER’s access to OSS
shall be discontinued until after such misuse has been remedied.  Manual processing will remain available until
the issue of misuse has been resolved.


 


3.4           When mechanized processes are not available, CARRIER shall be permitted
to use manual processes.  When using
manual processes, CARRIER will use the AT&T-13STATE
manual forms and populate such forms via electronic input and submit the forms
via facsimile to the Local Service Center (LSC). CARRIER will be billed the electronic
service order charge.


 


3.5           AT&T-13STATE will continue to provide notification of
changes to AT&T-13STATE
LSOR (Local Service Ordering Requirements) document consistent with the
notification intervals in the AT&T-13STATE
Change Management Process.


 


3.6           AT&T-13STATE, at its discretion,  will define Local Service Request (LSR)
Usage requirements according to the General Section 1.0, paragraph 1.4 of the
practices in the OBF Local Service Ordering Guidelines (LSOG), which states: “Options
described in this practice may not be applicable to individual provider’s
tariffs; therefore, use of either the field or valid entries within the field
is based on the provider’s tariffs/practices.” 


 


3.7           Due to enhancements and on-going development of access to AT&T-13STATE’s OSS functions,
certain interfaces described in this Appendix may be modified, temporarily
unavailable or may be phased out after execution of this Appendix. AT&T-13STATE shall provide proper
notice of interface phase-out consistent with the notification intervals in the
AT&T-13STATE Change
Management process.


 


3.8          CARRIER is responsible for obtaining operating system software and
hardware to access AT&T-13STATE
OSS functions.  All hardware and software
requirements are specified in: “CLEC Hardware/Software Requirements for Access
of AT&T Uniform OSS Applications”.


 


4.             PRE-ORDERING


 


4.1           AT&T-13STATE will provide access to pre-order functions
to support CARRIER ordering of Local Wholesale Complete. The following lists
represent pre-order functions that are available to CARRIER so that CARRIER
order requests may be created to comply with AT&T-13STATE region-specific ordering requirements. 


 


4.2           Pre-Ordering functions
include


 


4.2.1        Feature/Service
Availability


 


4.2.1.1     Feature
Inquiry provides AT&T-13STATE with feature and service
availability by WTN, NPA/NXX, and CLLI Code (as applicable).


 


4.2.1.2     PIC/LPIC
Inquiry provides AT&T-13STATE
Primary Interexchange Carrier (PIC) options for intraLATA toll and interLATA
toll.


 


4.2.2        Customer Service Information - CSI Inquiry


 


Within AT&T-13STATE Service Areas, CARRIER’s
access to pre-order functions described in 3.2 will only be utilized to view
Customer Proprietary Network Information (CPNI) of another telecommunications
carrier’s end user where CARRIER has obtained an authorization for release of
CPNI from the end user and has obtained an authorization to become the end user’s
Local Service Provider. 


 


4.2.3        Telephone Number Inquiry


 


AT&T-13STATE provides a Telephone Number Reservation
Inquiry and a Cancel Reservation function.


 


4.2.4        Scheduling Inquiry/Availability


 


4.2.4.1     Due Date Inquiry
provides next available dates for the end user (where available).


 


4.2.4.2     Dispatch Inquiry
provides information to indicate whether dispatch is required.


 


4

















 


4.2.5        Address Validation Inquiry


 


AT&T-13STATE provides address validation function. 


 


4.2.6        Common Language Location Indicator (CLLI) Inquiry


 


AT&T-13STATE provides CLLI code inquiry function.


 


4.2.7        Connecting Facility Assignment (CFA) Inquiry


 


AT&T-13STATE provides a CFA inquiry function.


 


4.2.8        Network Channel/Network Channel Interface (NC/NCI) Inquiry


 


AT&T-13STATE provides a NC/NCI inquiry function.


 


4.3           Electronic Access to
Pre-Order Functions


 


4.3.1        Local Wholesale Complete Pre-order Interface
Availability


 


4.3.1.1     Enhanced Verigate is the 13-state uniform pre-order GUI interface
available in AT&T-13STATE
to provide the pre-ordering functions listed in section 4.2.  Enhanced Verigate is accessible via a
web-based Toolbar.


 


4.3.1.2      industry standard EDI/CORBA Pre-ordering Gateway is provided by AT&T-13STATE. This pre-ordering
gateway supports two structural protocols, EDI and CORBA, as recommended by the
technical industry committees.  EDI/CORBA
is the 13-state uniform pre-order application-to-application interface that can
be integrated with the CARRIER’s own negotiation system.


 


4.4           Other
Pre-order Function Availability


 


4.4.1        Where pre-ordering functions are not available electronically, CARRIER
will manually request this information from the LSC, dependent on operating
region, for inclusion on the service order request.  CARRIER will be billed the electronic service
order charge.


 


4.4.2        Data Validation Files are available for the purpose of providing
CARRIER with an alternate method of acquiring pre-ordering information that is
considered relatively static. Upon request, AT&T-13STATE will provide CARRIER with any of the
following Data Validation Files via Connect: Direct, CD-ROM, or downloadable
via the pre-order GUI – Enhanced Verigate. 
Due to its size, the Street Address Guide (SAG) will be available only
via Connect:Direct, and CD-ROM.


 


Data Validation Files:


 


SAG (Street Address Guide)


Feature/Service Availability
by Switch  

Directory Names  

Class of Service Codes  

USOC (Universal Service Order Codes)  

Community Names  

Yellow Page Headings  

PIC/LPIC (InterLATA/IntraLATA)


 


5.             ORDERING/PROVISIONING


 


5.1           AT&T-13STATE  provides access to ordering functions to
support CARRIER provisioning of Local Wholesale Complete via one or more
electronic interfaces.  To order Local
Wholesale Complete, CARRIER will format the local service request (LSR) to
identify what features, services, or elements it wishes.  AT&T-13STATE
to provision in accordance with AT&T-13STATE
LSOR ordering requirements. AT&T-13STATE
will provide CARRIER access to one or more of the following systems or
interfaces:


 


5

















 


5.2           Service Order Request System Availability


 


5.2.1        AT&T-13STATE makes available to CARRIER an Electronic
Data Interchange (EDI) application to application interface for transmission of
Local Service Requests (LSR) as defined by the OBF, consistent with AT&T-13STATE Local Service Order
Requirements (LSOR), and via EDI mapping as defined by TCIF. In ordering and
provisioning of Local Wholesale Complete, CARRIER and AT&T-13STATE will utilize industry
guidelines developed by OBF and TCIF EDI to transmit data based upon AT&T-13STATE’s Local Wholesale
Complete ordering requirements, dependent on operating region. 


 


5.2.2        For AT&T-13STATE,
web-based LEX is the new 13-state uniform ordering GUI interface that provides
access to the uniform ordering functions for Local Wholesale Complete.
Web-based LEX is accessible via a web-based Toolbar.


 


5.3           Provisioning for Local Wholesale Complete in AT&T-13STATE


 


AT&T-13STATE will provision Local Wholesale Complete as
detailed in CARRIER order requests. Access to status on such orders  will be provided via
the following electronic interfaces:


 


5.3.1        For AT&T-13STATE,
Order Status and Provisioning Order Status functionality is provided through
the Enhanced Verigate interface which will allow CARRIER to check service order
status.


 


5.3.2        For EDI ordering, AT&T-13STATE
will provide, and CARRIER shall use, an EDI interface for transferring and
receiving orders, Firm Order Confirmation (FOC), service completion, and, as
available, other provisioning data and information.


 


6.             MAINTENANCE/REPAIR


 


6.1           Two electronic interfaces are accessible in each region to place, and
check the status of, trouble reports for Local Wholesale Complete.  Upon request, CARRIER may access these
functions via the following methods: 


 


6.1.1        In AT&T-13STATE,
Electronic Bonding for Trouble Administration - Graphical User Interface (EBTA-GUI)
is the 13-state uniform GUI interface that allows CARRIER to perform MLT, issue
trouble tickets, view status, and view trouble history on-line.


 


6.1.2        In AT&T-13STATE,
Electronic Bonding Trouble Administration (EBTA) is the 13-state uniform
application to application interface that is available for trouble report
submission and status updates. EBTA conforms to ANSI guidelines T1:227:1995,
T1.228:1995 and T1.262:1998, Electronic Communications Implementation Committee
(ECIC) Trouble Report Format Definition (TFRD) Number 1 as defined in ECIC
document ECIC/TRA/95-003, and all guidelines referenced within those documents,
as mutually agreed upon by CARRIER and AT&T-13STATE.  Functions currently implemented include Enter
Trouble, Request Trouble Report Status, Add Trouble Information, Modify Trouble
Report Attributes, Trouble Report Attribute Value Change Notification, and
Cancel Trouble Report, as explained in 6 and 9 of ANSI T1.228:1995.  CARRIER and AT&T-13STATE will exchange requests over a mutually
agreeable X.25-based network.


 


7.             BILLING


 


7.1           AT&T-13STATE will bill CARRIER for Local Wholesale
Complete.  AT&T-13STATE will send associated billing information
to CARRIER as necessary to allow CARRIER to perform billing functions.  At minimum AT&T-13STATE will provide CARRIER billing information
in a paper format, or via 18-track magnetic tape, as agreed to between CARRIER
and AT&T-13STATE.  Such alternate bill media will be made
available to CARRIER consistent with the individual state tariff provisions. 


 


7.2           Electronic access to billing information for Local Wholesale Complete
will be available via the following interfaces:


 


6

















 


7.2.1        AT&T-13STATE makes available to CARRIER a local Bill Data
Tape to receive data in an electronic format from its CABS database. The local
Bill Data Tape contains the same information that would appear on CARRIER’s
paper bill.


 


7.2.2        In AT&T SOUTHWEST REGION
5-STATE, CARRIER may also view billing information through the
Bill Information interface.  Bill
Information will be accessible via AT&T
SOUTHWEST REGION 5-STATE Toolbar.


 


7.2.3        In AT&T-13STATE,
CARRIER will receive a Daily Usage Extract electronically, on a daily basis,
with information on the usage billed to its accounts for Local Wholesale Complete
in the industry standardized Exchange Message Interface (EMI) format.


 


7.2.4        In AT&T-13STATE,
CARRIER will receive a uniform loss notification via EDI 836 transaction or via
the uniform GUI interface, WebLEX.  For
LWCs this loss notification indicates when CARRIER’s LWC End Users change their
Local Exchange Carrier.


 


8.             REMOTE
ACCESS FACILITY


 


8.1           CARRIER must access OSS interfaces as specified by AT&T-13STATE.  Currently access is provided via a Remote
Access Facility.  For AT&T SOUTHWEST REGION 5-STATE, the
LRAF currently located in Dallas, TX will be used.  The PRAF in Fairfield, CA currently handles AT&T-2STATE. The ARAF, located in
Chicago, IL, presently serves AT&T
MIDWEST REGION 5-STATE  and the SRAF in New Haven, CT, currently
handles AT&T  CONNECTICUT.  Each of these four xRAFs will provide
CARRIERs dedicated access to the uniform application to application and
Graphical User Interfaces.  Connection to
these remote access facilities will be established via a “port” either through
dial-up or direct connection as described in Section 8.2.  CARRIER may utilize a port to access AT&T-13STATE OSS interfaces to
perform the supported functions, in accordance herewith, in any AT&T-13STATE where CARRIER has
executed an Appendix OSS.  OSS
applications that are accessible through the Internet will also go through a
secured Remote Access Facility.  AT&T13-STATE reserves the right to
modify connectivity requirements and RAF locations.  All changes will be conveyed to CARRIER in
advance of implementation.


 


8.2           Presently, CARRIER may use three types of access: Switched, Private
Line, and Frame Relay.  For Private
Line and Frame Relay “Direct Connections,” CARRIER shall provide its own
router, circuit, and two Channel Service Units/Data Service Units
(CSU/DSU).  The demarcation point shall
be the router interface at the LRAF, PRAF, ARAF, or SRAF.  Switched Access “Dial-up Connections” require
CARRIER to provide its own modems and connection to the AT&T SOUTHWEST REGION 5-STATE LRAF,
AT&T-2STATE PRAF, AT&T MIDWEST REGION 5-STATE ARAF,
and AT&T  CONNECTICUT  SRAF.  CARRIER shall
pay the cost of the call if Switched Access is used.  Connections via the Public Internet require
CARRIER to connect to an ISP of their choice and use one of the HTTPS URLs
associated with access to AT&T-13STATE
OSS via the public internet.


 


8.3           Presently, CARRIER shall use TCP/IP to access AT&T-13STATE  OSS via the LRAF,
ARAF, SRAF, and the PRAF.  In addition,
each CARRIER shall have one valid Internet Protocol (IP) network address per
region.  CARRIER shall maintain a user-id
/ password unique to each individual for accessing a AT&T-13STATE  OSS on CARRIER’s
behalf. CARRIER shall provide estimates regarding its volume of transactions,
number of concurrent users, desired number of private line or dial-up
(switched) connections, and length of a typical session.


 


8.4           CARRIER shall attend and participate in
implementation meetings to discuss CARRIER LRAF/PRAF/ARAF /SRAF access plans in
detail and schedule testing of such connections.


 


9.             DATA
CONNECTION SECURITY REQUIREMENTS


 


9.1           CARRIER agrees that interconnection of CARRIER data facilities with AT&T-13STATE data facilities for
access to OSS will be in compliance with AT&T-13STATE’s
“Competitive Local Exchange Carrier (CLEC) Operations Support System Interconnection
Procedures” document current at the time of initial


 


7

















 


connection to a RAF. The
following additional terms in this Section 9 govern direct and dial up
connections between CARRIER and the PRAF, LRAF, ARAF and SRAF for access to OSS
Interfaces.


 


9.2           Joint Security Requirements


 


9.2.1        CARRIER shall notify AT&T-13STATE
immediately, upon termination of employment of an individual user with approved
access to the AT&T-13STATE’s
OSS interface(s) via a user ID assigned by AT&T-13STATE.


 


9.2.2        Both Parties shall use an industry standard virus detection software
program at all times.  The Parties shall
immediately advise each other by telephone upon actual knowledge that a virus
or other malicious code has been transmitted to the other Party.


 


9.3           Additional Responsibilities of Both Parties


 


9.3.1        Modem/DSU Maintenance And Use Policy: To the extent the access provided
hereunder involves the support and maintenance of CARRIER equipment on AT&T-13STATE’s premises, such
maintenance will be provided under the terms of the Competitive Local Exchange
Carrier (CLEC) Operations Support System Interconnection Procedures document
cited above. 


 


9.3.2        Each Party shall notify the other Party’s security organization immediately
upon initial discovery of actual or suspected unauthorized access to, misuse
of, or other “at risk” conditions regarding the identified data facilities or
information. Each Party shall provide a specified point of contact. If either
Party suspects unauthorized or inappropriate access, the Parties shall work
together to isolate and resolve the problem.


 


9.4           Monitoring 


 


9.4.1        To deter unauthorized access events, a warning or no trespassing
message will be displayed at the point of initial entry (i.e., network entry or
applications with direct entry points). 
Each Party should have several approved versions of this message. Users
should expect to see a warning message similar to this one:


 


“This is a
(AT&T-13STATE or
CARRIER) system restricted to Company official business and subject to being
monitored at any time.  Anyone using this
system expressly consents to such monitoring and to any evidence of
unauthorized access, use, or modification being used for criminal prosecution.”


 


9.4.2        After successful authentication, each session will display the last
logon date/time and the number of unsuccessful logon attempts.  The user is responsible for reporting
discrepancies.


 


10.          OPERATIONAL READINESS
TEST (ORT) FOR ORDERING INTERFACES


 


10.1         Prior to live access to OSS interface functionality, the Parties must
conduct Operational Readiness Testing (ORT), which will allow for the testing
of the systems, interfaces, and processes for the OSS functions. ORT will be
completed in conformance with agreed upon processes and implementation
dates.  ORT is required unless CARRIER is
already using CLEC OSS interface at the time of executing this LWC Agreement.


 


11.          OSS TRAINING COURSES


 


11.1         Prior to live OSS interface usage, CARRIER must complete user education
classes for AT&T-13STATE-provided
interfaces that affect the AT&T-13STATE
network.  A separate agreement will be
required as a commitment to enroll in training classes and pay for a specific
number of CARRIER students in each class. 
CARRIER can obtain a copy of the proposed contract and price list from
their account manager.  Additional,
course descriptions and class schedules by region for CARRIERs will be
available through their Account Manager. 
CARRIERtraining schedules are subject to change, with class lengths varying.  Classes are train-the-trainer format to
enable CARRIER to devise its own course work for its own employees.  If CARRIER is already live using AT&T-13STATE’s CLEC OSS Interfaces


 


8

















 


at the time this contract
was executed, this requirement for training language in Section 11 will only be
applicable for new OSS interfaces that require separate training.


 


12.          SERVICE BUREAU PROVIDER
ARRANGEMENTS FOR SHARED ACCESS TO OSS


 


12.1         AT&T-13STATE shall allow CARRIER to access its OSS via a
Service Bureau Provider under the following terms and conditions: 


 


12.2         Notwithstanding any language in this Agreement regarding access to OSS
to the contrary, CARRIER shall be permitted to access AT&T-13STATE OSS via a Service Bureau
Provider as follows:


 


12.2.1      CARRIER shall be permitted to access AT&T-13STATE application-to-application OSS
interfaces, via a Service Bureau Provider where CARRIER has entered into an
agency relationship with such Service Bureau Provider, and the Service Bureau
Provider has executed an Agreement with AT&T-13STATE
to allow Service Bureau Provider to establish access to and use of AT&T-13STATE’s OSS.


 


12.2.2      CARRIER’s use of a Service Bureau Provider shall not relieve CARRIER of
the obligation to abide by all terms and conditions of this Agreement.  CARRIER must ensure that its agent properly
performs all OSS obligations of CARRIER under this Agreement, which CARRIER
delegates to Service Bureau Provider. 


 


12.2.3      It shall be the obligation of CARRIER to provide notice in accordance
with the notice provisions of the Terms and Conditions of this Agreement
whenever it established an agency relationship with a Service Bureau Provider
or terminates such a relationship.  AT&T-13STATE shall have a
reasonable transition time to establish a connection to a Service Bureau
Provider once CARRIER provides notice. Additionally, AT&T-13STATE shall have a
reasonable transition period to terminate any such connection after notice from
CARRIER that it has terminated its agency relationship with a Service Bureau
Provider.


 


9














 


APPENDIX LWC 911/E911


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION

  	
   

  	
  1

  
	
  DEFINITIONS

  	
   

  	
  2

  
	
  AT&T-13STATE RESPONSIBILITIES

  	
   

  	
  3

  
	
  CARRIER
  RESPONSIBILITIES

  	
   

  	
  4

  
	
  METHODS
  AND PRACTICES

  	
   

  	
  5

  
	
  CONTINGENCY

  	
   

  	
  6

  
	
  BASIS OF
  COMPENSATION

  	
   

  	
  7

  
	
  LIABILITY

  	
   

  	
  8

  



 


2

















 


APPENDIX LWC 911/E911


 


1.             INTRODUCTION


 


1.1           This Appendix is an integral part of the Private Commercial Agreement
for Local Wholesale Complete (LWC) between AT&T-13STATE
and CARRIER, and sets forth terms and conditions for E911 Service provided as
part of LWC by the applicable AT&T-13STATE
ILEC. Use of E911 Service provided under the Agreement and this Appendix is
only available as part of and use in conjunction with LWC. This Appendix is
only applicable when CARRIER is purchasing LWC, and then only as part of the
LWC being provided (e.g., not for use separately, or with respect to any other
offering by AT&T-13STATE).


 


2.             DEFINITIONS


 


2.1           “911 Trunk” means a trunk
capable of transmitting Automatic Number Identification (ANI) associated with a
call to 911 from an AT&T-13STATE
Serving Switch to the 911/E911 system.


 


2.2           “Automatic Location Identification”
or “ALI” means the automatic
display at the PSAP of the caller’s telephone number, the address/location of
the telephone and, in some cases, supplementary emergency services information.



 


2.3           “Automatic Number Identification”
or “ANI” means the telephone
number associated with the access line from which a call to 911 originates.


 


2.4           “Company Identifier” or “Company ID” means a three to five (3 to 5)
character identifier chosen by the Local Exchange Carrier that distinguishes
the entity providing dial tone to the End User. The Company Identifier is
maintained by NENA in a nationally accessible database.


 


2.5           “Database Management System”
or “DBMS” means a system of manual
procedures and computer programs used to create, store and update the data
required to provide Selective Routing and/or Automatic Location Identification
for 911 systems.


 


2.6           “E911 Customer” means a
municipality or other state or local government unit, or an authorized agent of
one or more municipalities or other state or local government units to whom
authority has been lawfully delegated to respond to public emergency telephone
calls, at a minimum, for emergency police and fire services through the use of
one telephone number, 911.


 


2.7           “E911 Universal Emergency Number
Service”  (also referred
to as “Expanded  911 Service” or “Enhanced 911 Service”) or “E911
Service” means a telephone exchange communications service whereby a
public safety answering point (PSAP) answers telephone calls placed by dialing
the number 911. E911 includes the service provided by the lines and equipment
associated with the service arrangement for the answering, transferring, and
dispatching of public emergency telephone calls dialed to 911. E911 provides
completion of a call to 911 via dedicated trunking facilities and includes
Automatic Number Identification (ANI), Automatic Location Identification (ALI),
and/or Selective Routing (SR).


 


2.8           “Emergency Services” means
police, fire, ambulance, rescue, and medical services.


 


2.9           “Emergency Service Number”
or “ESN” means a three to five (3
to 5) digit number representing a unique combination of emergency service
agencies (Law Enforcement, Fire, and Emergency Medical Service) designated to
serve a specific range of addresses within a particular geographical area. The
ESN facilitates selective routing and selective transfer, if required, to the
appropriate PSAP and the dispatching of the proper service agency (ies).


 


2.10         “National Emergency Number
Association” or “NENA”
means the National Emergency Number Association is a not-for-profit corporation
established in 1982 to further the goal of “One Nation-One Number”. NENA is a
networking source and promotes research, planning, and training. NENA strives
to educate, set standards and provide certification programs, legislative
representation and technical assistance for implementing and managing 911
systems.


 


3

















 


2.11         “Public Safety Answering Point”
or “PSAP” means an answering
location for 911 calls originating in a given area. The E911 Customer may
designate a PSAP as primary or secondary, which refers to the order in which
calls are directed for answering. Primary PSAPs answer calls; secondary PSAPs
receive calls on a transfer basis. PSAPs are public safety agencies such as
police, fire, emergency medical, etc., or a common bureau serving a group of
such entities.


 


2.12         “Selective Routing” and “Selective Router” or “SR” means the routing and equipment used to
route a call to 911 to the proper PSAP based upon the number and location of
the caller. Selective routing is controlled by an ESN, which is derived from
the location of the access line from which the 911 call was placed.


 


2.13         “Service Provider” means
an entity that provides one or more of the following 911 elements; network,
database, or CPE.


 


3.             AT&T-(13)STATE RESPONSIBILITIES


 


3.1           AT&T-13STATE shall provide and maintain such equipment at
the 911 SR and the DBMS as is necessary to perform the 911/E911 services set
forth herein when AT&T-13STATE
is the 911/E911 Service Provider for a Rate Center in which CARRIER is
authorized to provide local telephone exchange service and has LWC End Users. This
shall include the following: 


 


3.2           Call Routing


 


3.2.1        AT&T-13STATE will switch 911 calls from CARRIER’s LWC
Access Lines (LWCALs) through the 911 SR to the designated primary PSAP or to
designated alternate locations, according to routing criteria specified by the
PSAP.


 


3.2.2        AT&T-13STATE will forward the calling party number (ANI)
of CARRIER’s LWCALs and the associated Service Location Address provided by
CARRIER for its LWC End Users to the PSAP for the Automatic Location
Identification (ALI) display. If no ANI is forwarded to the 911 SR that serves
the AT&T-13STATE
Serving Switch where CARRIER’s LWCAL is provisioned, AT&T-13STATE will forward an
Emergency Service Central Office (ESCO) identification code for display at the
PSAP. If ANI is forwarded, but no ALI record is found in the E911 DBMS, AT&T-13STATE will forward a “No
Record Found” to the PSAP and report this “No Record Found” condition to the
CARRIER in accordance with NENA standards.


 


3.3           911 Trunking


 


3.3.1        AT&T-13STATE shall provide and maintain sufficient
dedicated 911 trunks from AT&T-13STATE’s
Serving Switch where CARRIER’s LWCAL is provisioned to the 911 SR and from the
911 SR to the PSAP of the E911 Customer, according to provisions of the
appropriate state Commission-approved tariff and documented specifications of
the E911 Customer.


 


3.4           911 Database Maintenance


 


3.4.1        Where AT&T-13STATE
manages the 911/E911 database, AT&T-13STATE
shall store the CARRIER’s LWC End User 911 Records (that is, the name, address,
and associated telephone number(s) for each of CARRIER’s LWC End Users) in the
electronic data processing database for the 911 DBMS.


 


3.4.2        Where AT&T-13STATE
manages the DBMS, AT&T-13STATE
shall establish a process for the management of NPA splits by populating the
DBMS with the appropriate NPA codes.


 


3.4.3        Where AT&T-13STATE
is the 911/E911 Service Provider, AT&T-13STATE
shall provide CARRIER LWC End User location information to the PSAP and shall
accept calls from PSAPs concerning E911 Service for CARRIER LWC End Users. CARRIER
and AT&T-13STATE agree
to work cooperatively on requests from a PSAP in an expeditious manner if such
a request requires participation from both parties.


 


4

















 


3.5           Where AT&T-13STATE
is the 911/E911 Database Provider,


 


3.5.1        AT&T-13STATE, upon receipt of an LSR from CARRIER for LWC
End User records, will perform any necessary error correction of a LWC End User
record if said record errs as a result of 911 data validation processes and
that such error can be corrected without additional information provided to AT&T-13STATE from CARRIER. If the
LWC record does not pass 911 data validation processes and requires additional
input from CARRIER, CARRIER and AT&T-13STATE
will work cooperatively to correct such error.


 


3.5.2        AT &T-13STATE shall use the appropriate service order process to update and maintain
CARRIER LWC End User service address information utilized for inclusion in the
Automatic Location Identification (ALI) database used to support 911/E911 on a
non-discriminatory basis.


 


3.5.3        AT&T-13STATE, upon receipt of a change to the Master
Street Address Guide (MSAG) from an authorized E911 Customer, will update
CARRIER LWC End User records in the ALI Database. AT&T-13STATE will update all CARRIER LWC End User
records in the ALI database affected by such a change in accordance with the
MSAG change submitted by the E911 Customer. The Parties agree to work
cooperatively to address discrepancies in the 911 database.


 


3.5.4        AT&T-13STATE, upon receipt of an ALI Database Error
Report from an authorized E911 Customer, will update CARRIER LWC End User
records in the ALI Database in accordance with the change to the ALI record
submitted by the E911 Customer. The Parties agree to work cooperatively to
address discrepancies in the E911 database.


 


3.5.5        AT&T-13STATE, upon receipt of a “No Record Found” (NRF)
or Misroute report from an authorized E911 Customer, will investigation and
resolve said NRF or Misroute report on CARRIER’s behalf. If said NRF or
Misroute report requires assistance from CARRIER, CARRIER and AT&T-13STATE will work
cooperatively to resolve all NRFs and Misroutes in an expeditious manner.


 


4.             CARRIER
RESPONSIBILITIES


 


4.1           CARRIER or its representatives shall be responsible for providing
CARRIER’s LWC End User Records to AT&T-13STATE
for inclusion in AT&T-13STATE’s
911 DBMS on a timely basis. CARRIER shall provide AT&T-13STATE with accurate and complete information
regarding CARRIER’s LWC End User(s) in a format and time frame prescribed by AT&T-13STATE for purposes of E911
administration.


 


4.2           CARRIER shall order and provide accurate service address information
for all LWC orders using the Local Service Request (LSR) process established by
AT&T-13STATE. Where AT&T-13STATE is the 911/E911
Service Provider, AT&T-13STATE
shall provide access to E911 Services for CARRIER’s LWC End Users in the same
manner that it provides such access to AT&T-13STATE
own retail End Users. This access shall include 911 call routing to a Public
Safety Answering Point (PSAP) designated to receive a 911 call from a CARRIER
LWC End User based on the service location of that LWC End User.


 


4.3           CARRIER is responsible for collecting from its LWC End Users and
remitting to the appropriate municipality or other governmental entity any
applicable 911/E911 surcharges assessed on the local service provider and/or
LWC End Users by any municipality or other governmental entity within whose
boundaries the CARRIER provides local exchange service using LWC.


 


4.4            CARRIER LWC End User 911 Records, in accordance with NENA standards,
will use the appropriate AT&T-13STATE
NENA Company ID to identify the dial tone provider of record and where
applicable submit the necessary documentation to establish the appropriate NENA
Company ID.


 


5.             METHODS
AND PRACTICES


 


5.1           With respect to all
matters covered by this Appendix, each Party will comply with all of the
following to the extent that they apply to E911 Service:  (i) all FCC and applicable state Commission
rules and regulations, (ii) any requirements imposed by any Governmental
Authority other than a Commission,


 


5

















 


(iii) the terms and
conditions of AT&T-13STATE’s
911/E911 and any other emergency services tariff(s) and (iv) the principles
expressed in the recommended standards published by NENA.


 


6.             CONTINGENCY


 


6.1           The terms and conditions of this Appendix represent a negotiated plan
for providing 911/E911 Service in conjunction with LWC.


 


6.2           The Parties agree that the E911 Service is provided for the use of the
E911 Customer, and recognize the authority of the E911 Customer to establish
service specifications and grant final approval (or denial) of service
configurations offered by AT&T-13STATE
and CARRIER.


 


7.             BASIS OF
COMPENSATION


 


7.1           Rates for E911 Services are set forth in Exhibit 1 – LWC 911/E911 for
those states where AT&T-13STATE
is prohibited by law, tariff, or otherwise from billing the E911 Customer for
the 911 Database maintenance functions within this Appendix associated with an
LWCAL.


 


8.             LIABILITY


 


8.1           In addition to the requirements of this Appendix 911/E911, the Parties
agree E911 Service will be provided in accordance with Applicable Law.


 


6

















 


EXHIBIT 1 – LWC 911/E911


 


MRC


 


	
  ILLINOIS

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  911 Database Management

  	
   

  	
   

  	
   

  
	
  ANI/ALI/SR

  	
   

  	
   

  	
   

  
	
  Per 100 Records

  	
   

  	
  $

  	
  3.53

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  INDIANIA

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  911 Database Management

  	
   

  	
   

  	
   

  
	
  ANI/ALI/SR

  	
   

  	
   

  	
   

  
	
  Per 100 Records

  	
   

  	
  $

  	
  3.55

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  MICHIGAN

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  911 Database Management

  	
   

  	
   

  	
   

  
	
  ANI/ALI/SR

  	
   

  	
   

  	
   

  
	
  Per 100 Records

  	
   

  	
  $

  	
  3.93

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  OHIO

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  911 Database Management

  	
   

  	
   

  	
   

  
	
  ANI/ALI/SR

  	
   

  	
   

  	
   

  
	
  Per 100 Records

  	
   

  	
  $

  	
  5.32

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  WISCONSIN

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  911 Database Management

  	
   

  	
   

  	
   

  
	
  ANI/ALI/SR

  	
   

  	
   

  	
   

  
	
  Per 100 Records

  	
   

  	
  $

  	
  3.75

  	
   

  



 


7














 


APPENDIX LWC BASIC ANALOG SWITCHING

FUNCTIONALITY AND NON-DEDICATED

TRANSPORT


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION

  	
   

  	
  1

  
	
  BASIC
  ANALOG SWITCHING FUNCTIONALITY

  	
   

  	
  2

  
	
  NON-DEDICATED
  TRANSPORT

  	
   

  	
  3

  
	
  MOU
  (USAGE-SENSITIVE) CHARGING

  	
   

  	
  4

  
	
  MAINTENANCE
  OF SERVICE

  	
   

  	
  5

  



 


2

















 


APPENDIX
LWC BASIC ANALOG SWITCHING FUNCTIONALITY AND NON-DEDICATED TRANSPORT


 


1.             INTRODUCTION


 


1.1           This Appendix is an integral part of the Private Commercial Agreement
for Local Wholesale Complete between AT&T-13STATE
and CARRIER, and sets forth additional terms and conditions under which AT&T-13STATE will provide Basic
Analog Switching Functionality and non-dedicated transport, each as part of a
LWCAL. Use of Basic Analog Switching Functionality and non-dedicated transport
under the Agreement and this Appendix is only available as part of and use in
conjunction with LWC. This Appendix is only applicable when CARRIER is
purchasing LWC, and then only as part of the LWC being provided (e.g., not for
use separately, or with respect to any other offering by AT&T-13STATE).


 


2.         BASIC ANALOG
SWITCHING FUNCTIONALITY


 


2.1          AT&T-13STATE  Serving Switch shall use the routing
instructions resident in it to direct all CARRIER traffic originated by, or
terminated to, an LWCAL.


 


2.2           AT&T-13STATE will allow CARRIER to designate the
features, functions, and capabilities that are available on a particular LWCAL
to the extent such features, functions, and capabilities are Loaded and  Activated in that LWC End User’s Serving
Switch for use with Basic Analog Switching Functionality. (“Loaded” and “Activated”
are elsewhere defined in the Agreement.) 
When CARRIER purchases LWCAL, CARRIER will be required to designate
which of those features, functions, and capabilities that are to be included on
the LWCAL.


 


2.3           As part of LWC and the use of non-dedicated transport, AT&T-13STATE will also provide the
use of its tandem switching for the transport of toll traffic where an
interexchange carrier (including the LWCAL’s interLATA PIC/intraLATA LPIC) is
not directly connected to the Serving Switch, and where AT&T-13STATE is providing for the
transport of “1+” intraLATA toll traffic as provided herein. AT&T-13STATE tandem switching is
only provided as part of routing traffic that originates from, or terminates
to, an LWCAL.


 


2.4           LWC as provided by AT&T-13STATE includes standard Central Office
treatments (e.g., busy tones, vacant codes, fast busy, etc.), supervision and
announcements.


 


2.5           AT&T-13STATE will control congestion points such as those
caused by radio station call-ins and network routing abnormalities using
appropriate network capabilities. CARRIER agrees to respond to AT&T-13STATE’s notifications
regarding network congestion.


 


2.6           AT&T-13STATE will perform testing on LWCALs for CARRIER
in the same manner and frequency that AT&T-13STATE
performs for its own retail or resale customers for an equivalent service.


 


2.7           AT&T-13STATE will repair and restore any AT&T-13STATE equipment that may
adversely impact LWC.


 


2.8           Where the technical capability is available, AT&T-13STATE will provide usage
detail for the Basic Analog Switching Functionality used in a LWCAL in
accordance with and subject to other application provisions of this Agreement. Refer
to DUF and OSS LWC Appendices for provisions regarding the daily usage detail
records, and the usage record provisions, including those addressing Daily
Usage Feed (DUF) provisions of this Agreement.


 


2.9           Where technically feasible, AT&T-13STATE
will provide CARRIER with the use of the functionality to block in-collect
calls (collect calls, calling card calls and calls billed to 3rd
parties), 900 calls, international calls (IDDD), and toll calls) by line or
trunk for LWCALs to the extent that AT&T-13STATE
provides such blocking capabilities to its end users and to the extent required
by federal and/or State law.


 


3

















 


3.             NON-DEDICATED
TRANSPORT


 


3.1           With LWC, AT&T-13STATE
provides non-dedicated transport, which is defined as the transmission
facilities shared by more than one carrier, including the relevant AT&T-13STATE entity, between end
office switches, between end office switches and tandem switches, and between
tandem switches, in the relevant AT&T-13STATE
network to the extent of the included calling scope provided for in the Agreement.


 


3.2           This non-dedicated transport permits CARRIER to use AT&T-13STATE for the origination
from and termination to the associated LWCAL of local traffic to and from AT&T-13STATE switches or
third-party switches.


 


3.3           IntraLATA Toll Transmission


 


3.3.1        AT&T-12STATE shall also make available, upon a
LWCAL-specific request, the ability to route over AT&T-12STATE’s existing network “1+” intraLATA calls
originating from that LWCAL (“L-PIC Ability”). The L-PIC Ability will be
provided from the Serving Switch for the LWCAL, and consists of use of AT&T-12STATE’s existing intraLATA
interexchange transmission facilities using the same routing tables and network
facilities, including interexchange trunk groups and tandem switching (per
above), as “1+” intraLATA toll calls originated from the same Serving Switch by
AT&T-12STATE’s retail
end users for whom AT&T-12STATE
is the presubscribed intraLATA toll carrier. The L-PIC Ability shall be made
available through the use by CARRIER of AT&T-12STATE’s
routing code or, if the means exist and are enabled by AT&T-12STATE to use CARRIER’s
Carrier Identification Code (CIC) instead of AT&T-12STATE’s code, then using CARRIER’s CIC.


 


3.3.2        AT&T CONNECTICUT  Only:  AT&T CONNECTICUT will
make available, upon a LWCAL-specific request, an L-PIC Ability for “1+” calls
placed to points outside of AT&T CONNECTICUT’s
local calling area, but within AT&T
CONNECTICUT’s retail intraLATA toll service area. The L-PIC
Ability will be provided from AT&T
CONNECTICUT’s Serving Switch for the LWCAL, and consists of use
of AT&T CONNECTICUT’s
existing intraLATA interexchange transmission facilities using the same routing
tables and network facilities, including interexchange trunk groups and tandem
switching, as “1+” intraLATA toll calls originated from the same Serving Switch
by AT&T CONNECTICUT’s
retail end users for whom AT&T
CONNECTICUT is the presubscribed intraLATA toll carrier.


 


3.3.2.1     CARRIER acknowledges that “1+” calls from AT&T CONNECTICUT-provided LWCAL using the L-PIC
Ability to Verizon switches in its incumbent service area may be originated and
carried under the terms hereof, but that “1+” calls to other intrastate
interLATA switches owned by other telecommunications carriers may not be
originated or carried using the L-PIC Ability (e.g., Woodbury). Where
appropriate in the context, references to “intraLATA” with respect to AT&T CONNECTICUT shall include such
use to the Verizon switches.


 


3.3.2.2     AT&T CONNECTICUT’s L-PIC Ability shall be made available to
CARRIER through the use of a pseudo-Carrier Identification Code (“pseudo-CIC”)
assigned exclusively to CARRIER. The L-PIC Ability is only available to CARRIER
for an LWCAL purchased by CARRIER on which CARRIER has specifically designated
the pseudo-CIC as the LPIC (after the pseudo-CIC become available for use). CARRIER
shall not use any other pseudo-CIC assigned to another telecommunications
carrier or any other routing code enabled for use in AT&T CONNECTICUT’s network. AT&T CONNECTICUT will provide call
detail to CARRIER on a daily basis consistent with its then-current practices
for LWCAL usage.


 


3.3.2.3     To be enabled to use the L-PIC Ability, CARRIER shall provide a written
request to AT&T CONNECTICUT.
AT&T CONNECTICUT shall
thereafter bill CARRIER (and CARRIER shall promptly pay to AT&T CONNECTICUT) a one-time
service charge for assigning and establishing CARRIER’s exclusive pseudo-CIC in
AT&T


 


4

















 


CONNECTICUT’s systems and switches. CARRIER acknowledges
and agrees that this charge is non-refundable, regardless of whether and to
what extent CARRIER uses the L-PIC Ability. CARRIER shall have no right in any
pseudo-CIC except the right to use it in accordance with this Agreement and its
permitted use of the L-PIC Ability. CARRIER shall cease use of the pseudo-CIC
with the termination of this Agreement, unless otherwise provided in any
successor interconnection agreement. AT&T
CONNECTICUT reserves the right to modify or change the
pseudo-CIC code used by CARRIER hereunder, with such change effective thirty
(30) days after written notice to CARRIER of the change. CARRIER will not be
charged for changing the pseudo-CIC Code.


 


3.3.2.4     The L-PIC Ability shall thereafter become available to CARRIER in an
estimated six (6) weeks after AT&T
CONNECTICUT’s receipt of payment under Section 3.3.2.3. The Parties
agree that in order to implement the updating of AT&T CONNECTICUT’s switches with CARRIER’s pseudo-CIC
within the six weeks, CARRIER will obtain and provide its Exchange Carrier Code
to AT&T CONNECTICUT
upon the execution of this Amendment.


 


3.3.2.5     For intraLATA “0+” operator service calls placed from a LWCAL using the
L-PIC Ability, the MOU charge shall be charged for call transport. For
directory assistance calls placed from a LWCAL using the L-PIC Ability, and
where the calling party uses “directory assistance call completion” to place an
intraLATA “1+” call, the MOU charge in shall be charged for call transport.
Other charges for non-transport functions for such calls (e.g., OS, DA, DACC
charges) shall apply as set forth in the Agreement or tariff, as applicable.


 


3.3.2.6     AT&T CONNECTICUT will bill the MOUs to CARRIER on a monthly
basis for total MOUs on completed calls placed from AT&T CONNECTICUT LWCALs purchased
by CARRIER, and on which LWCALs CARRIER has specifically ordered the pseudo-CIC
be used as the LPIC. CARRIER acknowledges that AT&T CONNECTICUT’s charges to CARRIER will be rendered
using the rating as set forth in Section 20 of AT&T CONNECTICUT’s Connecticut Access Tariff. After
rendering a bill to CARRIER, AT&T
CONNECTICUT will make manual adjustments to the bill to reflect
the per-MOU price set forth in this Section.


 


3.3.2.7     This Section 3.3.2 shall not apply if AT&T CONNECTICUT no longer provides the L-PIC ability
in the manner on which this section is based. In such event, the Parties shall
negotiate in good faith replacement provisions.


 


3.3.3        AT&T-13STATE shall not be the intraLATA toll carrier of
record (retail or reseller) for any traffic carried pursuant to the L-PIC
Ability. CARRIER shall not charge AT&T-13STATE
for any traffic carried pursuant to the L-PIC Ability, including without
limitation intercompany traffic termination charges. Any charges for
terminating compensation of L-PIC Ability traffic to AT&T-13STATE shall be subject to
the Agreement’s provisions regarding the termination of toll traffic.


 


3.3.4        For “1+”intraLATA toll calls transported via the L-PIC Ability and
terminated to an AT&T-13STATE
switch, the non-dedicated transport is provided only to the trunk side of AT&T-13STATE’s terminating switch. Such
terminating switch and any use thereof, and any facilities and/or services
provided after that trunk side of the terminating switch, are not provided
under this Appendix or the Agreement.


 


3.3.5        When a LWCAL is purchased, all CARRIER’s local traffic between AT&T-13STATE  switches will use the
non-dedicated transport, and all local CARRIER’s traffic to non-AT&T-13STATE switches will use an
additional transiting function to those non-AT&T-13STATE  switches that are directly trunked
(interconnected) to an AT&T-13STATE
switch that is within the included calling scope provided for in the
Agreement. The non-dedicated transport shall not affect the routing of any
traffic from a LWCAL that has a third party carrier’s Carrier Identification
Code as that


 


5

















 


LWCAL’s interLATA toll
provider (PIC) or intraLATA toll provider (LPIC) (e.g., traffic subject to
interLATA/intraLATA presubscription will be delivered to PIC’d/LPIC’d
interexchange carrier).


 


3.3.5.1     In the event AT&T-13STATE
is ordered, required, or otherwise allowed to block CARRIER’s transiting or
other traffic originating from or terminating to a LWC line, CARRIER shall pay AT&T-13STATE’s costs of the work
performed in establishing such blocking.


 


3.3.6        AT&T-13STATE’s ability to provide non-dedicated transport
as part of LWC is limited to existing circuit switch and transmission facilities
capacities, or circuit switching and transmission facilities capacities which AT&T-13STATE builds for its own
use, of the AT&T-13STATE
network.


 


3.3.7        A&T-13STATE will provide SS7 signaling as provided in the Agreement.


 


3.3.8        IntraLATA and InterLATA Toll Calls


 


3.3.8.1     All interexchange traffic will be routed to the interLATA (PIC) or
intraLATA toll (LPIC) Interexchange Carrier, as appropriate, selected for an
LWCAL.


 


3.3.8.2     When the L-PIC Ability is not designated for a LWCAL and/or when AT&T-13STATE is not the retail LPIC
choice of CARRIER’s LWC End User (the foregoing does not commit or otherwise
indicate that AT&T-13STATE
is available as a retail intraLATA toll provider to LWC End Users), “1+”
intraLATA calls originating from that LWCAL will be routed to the LWC End User’s
IntraLATA Primary Interexchange Carrier (LPIC) choice. When a “1+” interLATA
call originates from an LWCAL, it will be routed to the LWC End User’s
interLATA (PIC) choice. 


 


3.3.8.3     When an intraLATA or interLATA toll call originates from a LWCAL, AT&T-13STATE will not charge
originating access charges to CARRIER or the IXC except that the foregoing does
not prohibit AT&T-13STATE
from providing and/or billing the IXC for the access transport (FGD) in cases
where the IXC has chosen AT&T-13STATE
as its transport provider.


 


3.3.8.4     When an intraLATA or interLATA toll call terminates to an LWCAL, AT&T-13STATE will not charge
terminating access to CARRIER or the IXC except that the foregoing does not
prohibit AT&T-13STATE
from providing and/or billing the IXC for the access transport (FGD) in cases
where the IXC has chosen AT&T-13STATE
as its transport provider.


 


3.3.9        Toll Free Calls


 


3.3.9.1     When an LWCAL is used to originate a call to 1+800 (or equivalent toll
free dialing NPA, e.g., 888, 877 or 866), AT&T-13STATE
will perform the appropriate database query and route the call to the indicated
IXC as provided in the Agreement.


 


4.             MOU
(USAGE-SENSITIVE) CHARGING


 


4.1           AT&T-13STATE will charge CARRIER MOU rates for an LWCAL
as per the usage rate noted in LWC Pricing Schedule.


 


5.             MAINTENANCE
OF SERVICE


 


5.1           If trouble appears to occur with LWC, CARRIER will first determine
whether the trouble is in CARRIER’s own equipment and/or facilities or those of
the LWC End User. If CARRIER determines the trouble is in AT&T-13STATE’s equipment and/or
facilities, CARRIER will issue a trouble report to AT&T-13STATE.


 


5.2           CARRIER shall pay Maintenance of Service charges/additional labor
charges, as found in the AT&T-13STATE
LWC Pricing Schedule, when CARRIER reports suspected LWC trouble and AT&T-


 


6

















 


13STATE dispatches personnel to an outside
location/customer premises or AT&T-13STATE
Central Office and trouble was not caused by AT&T-13STATE’s facilities or equipment.


 


5.3           CARRIER shall pay Maintenance of Service Charges when AT&T-13STATE dispatches personnel
and the trouble is in equipment or communications systems provided an entity by
other than AT&T-13STATE
or in detariffed CPE provided by AT&T-13STATE,
unless covered under a separate maintenance agreement.


 


5.4           CARRIER shall pay Maintenance of Service charges when the trouble
clearance did not otherwise require dispatch, but dispatch was requested for
repair verification or cooperative testing, and the circuit did not exceed
maintenance limits.


 


5.5           If CARRIER issues a
trouble report that requires AT&T-13STATE
to access the LWC End User’s premises and AT&T-13STATE
personnel are dispatched but denied access to that premises, then Maintenance
of Service charges will apply for the period of time that AT&T-13STATE personnel are
dispatched. Subsequently, if AT&T-13STATE
personnel are allowed access to that premises, these charges will apply without
regard to the earlier dispatch and as if the subsequent dispatch was an
unrelated dispatch. 


5.6           Maintenance of Service charges will apply per
incidence at the rate listed in the LWC Pricing Schedule. 


 


5.7           If CARRIER requests or approves a AT&T-13STATE technician to perform
services in excess of or not otherwise contemplated by the nonrecurring charges
herein, CARRIER will pay Maintenance of Service charges for any additional work
to perform such services, including requests for installation or conversion
outside of normally scheduled working hours.


 


7














 


APPENDIX LWC DUF


 


1

















 


TABLE OF CONTENTS


 


	
  INTRODUCTION
  AND SCOPE

  	
   

  	
  1

  
	
  DAILY
  USAGE FILE (DUF)

  	
   

  	
  2

  



 


2

















 


APPENDIX LWC DUF

(DAILY USAGE FILE)


 


1.             INTRODUCTION AND SCOPE


 


1.1           This Appendix is an integral part of the Private Commercial Agreement
for Local Wholesale Complete (LWC) between AT&T-13STATE
and CARRIER, and sets forth additional terms and conditions for Daily Usage
File (DUF) of message data provided as part of LWC by the applicable AT&T-13STATE ILEC.  The DUF terms and conditions provided under
the Agreement and this Appendix are only available as part of and use in
conjunction with LWC.  This Appendix is
only applicable when CARRIER is purchasing LWC, and then only as part of the
LWCAL being provided (e.g., not for use separately, or with respect to any
other offering by AT&T-13STATE).


 


2.             DAILY
USAGE FILE (DUF)


 


2.1           If and to the extent technically available and consistent with the
availability and provision of usage records previously associated with basic
analog UNE-P, AT&T-13STATE
will provide CARRIER a specific Daily Usage File (“DUF”) containing message
data recorded by AT&T-13STATE
from CARRIER customer local and Access usage of Basic Analog Switching Functionality
and non-dedicated transport on LWCALs, and alternately billed calls being
billed to CARRIER’s LWC Numbers.  Such
recorded message data will be provided by AT&T-13STATE
in accordance with Exchange Message Interface (EMI) guidelines supported by OBF.  Any exceptions to the supported formats will
be noted in the DUF implementation requirements documentation for each AT&T-13STATE ILEC.  Procedures and processes for implementing the
interfaces with AT&T-13STATE
will be included in implementation requirements documentation. 


 


2.2           To the extent not performed prior to this Agreement, to establish file
transmission for the Daily Usage File, CARRIER must provide to  AT&T-13STATE a separate written
request for each state no less than sixty (60) calendar days prior to the
desired first transmission date for each file. 



 


2.3           Unless otherwise specified herein with respect to Alternately Billed
Service Calls, call detail for LEC-carried calls that are alternately billed to
CARRIER’s LWC Numbers will be forwarded to CARRIER as rated call detail on the
DUF. 


 


2.4           Interexchange call detail on CARRIER’s LWC Numbers forwarded to AT&T-13STATE for billing, which
would otherwise be processed by AT&T-13STATE
for its retail end users, will be returned to the IXC and will not be passed
through to CARRIER.  This call detail
will be returned to the IXC with a transaction code indicating that the
returned call originated from a CARRIER account. Billing for
information/enhanced services and other ancillary services traffic will be
passed through when AT&T-13STATE
records the message.


 


2.5           Neither Party shall be liable to the other for any special, indirect,
or consequential damage of any kind whatsoever with respect to DUFs or message
data associated with LWC.  A Party shall
not be liable for its inability to meet the terms of this Section where such
inability is caused by failure of the other Party to comply with its
obligations.  Each Party is obliged to
use its best efforts to mitigate damages and to inform the other of issues and
concerns regarding DUFs and/or message data so that analysis and investigation
can occur and, if warranted, action taken to address and resolve any such
issues or concerns.  Included within the
types of issues and/or concerns would be those that might indicate CARRIER is
not being sent the volume and/or type of records that it expects (e.g.,
anomalous trends, significant usage records shifts/usage changes in short
period of time lack of record types, record mismatches, the possibility of “missing”
records).  The Parties agree to work
cooperatively to resolves these issues.


 


2.6           When AT&T-13STATE
is notified that, due to its error or omission, incomplete message data has
been provided to CARRIER, upon written request from CARRIER, AT&T-13STATE will make reasonable
efforts to locate and/or recover the message data recorded no earlier than
thirty (30) calendar days


 


3

















 


from the date the details
initially were made available to CARRIER, and provide it to CARRIER at no
additional charge.  Such requests to
recover the message data must be made within thirty (30) calendar days from the
date the details initially were made available to CARRIER, or that CARRIER
should have reasonably known or had reason to know of any such error or
omission.  If such written request is not
received by AT&T-13STATE
within thirty (30) calendar days, AT&T-13STATE
shall have no further obligation to recover the data and shall have no further
liability to CARRIER. 


 


2.7           Except as provided in Section 2.8, AT&T-13STATE
shall have no further liability to CARRIER beyond its obligation to make
reasonable efforts to locate and/or recover the incomplete message data, for
the data recorded no earlier than the previous thirty (30) calendar days.


 


2.8           If, despite timely written request or notification by CARRIER, message
detail is lost or unrecoverable as a direct result of AT&T-13STATE having lost or damaged
tapes or incurred system outages while performing recording and/or processing
of message detail, AT&T-13STATE
and CARRIER will estimate the volume of lost messages and associated revenue
based on reciprocal compensation and Access rates available herein for the
average intrastate, interstate and/or local call.  In such events, AT&T-13STATE’s liability to CARRIER shall be limited
to the granting of a credit adjusting amounts otherwise due from it equal to
the estimated net lost compensation associated with the lost message detail for
a period of time no greater than the previous thirty
(30) calendar days.  AT&T-13STATE
shall have no obligation or liability for unrecoverable message detail
beyond the previous sixty (60) calendar days. 


 


2.9           AT&T-13STATE will not be liable for any costs incurred by
CARRIER when CARRIER is transmitting Return DUF files via data lines and a
transmission failure results in the non-receipt of data by AT&T-13STATE.


 


2.10         CARRIER also agrees to release, defend, indemnify and hold harmless AT&T-13STATE from any claim, demand
or suit that asserts any infringement or invasion of privacy or confidentiality
of any person(s), caused or claimed to be caused, directly or indirectly, by AT&T-13STATE employees and
equipment associated with provision of any message data or other usage data as
part of or in conjunction with LWC.  This
includes, but is not limited to lawsuits and complaints arising from disclosure
of any customer specific information associated with either the originating or
terminating telephone numbers or calls to a LWCAL or LWC Number.


 


4














 


APPENDIX LWC SERVICE ASSURANCE PLAN


 


This Appendix LWC Service
Assurance Plan sets forth the terms and conditions under which AT&T-13STATE and CLEC have agreed
to levels of service whereby AT&T-13STATE
will pay service level assurance payments (service credits) to CLEC in
connection with AT&T-13STATE’s
performance as measured by the performance measures included in Attachment 1 -
Service Assurance Business Rules to this Appendix. These service credits shall
be the sole and exclusive remedy of CLEC for AT&T-13STATE’s failure to perform any and all
obligations under the Local Wholesale Complete Agreement (LWC) and shall be in
lieu of any other damages CLEC might otherwise seek for such breach through any
claim or suit brought under any contract or tariff.


 


1.     AT&T-13STATE agrees to the payment of service credits to CLEC based on the
performance measures listed in Attachment 1 - Service
Assurance Business Rules. AT&T-13STATE
will collect, analyze, and report performance data for these measures in
accordance with AT&T-13STATE’s
Service Assurance Business Rules in Attachment 1.


 


2.     No changes to service level assurance payments (service credits) or any
other term or condition of this Appendix shall be made except by the mutual
consent of the Parties only and shall not be effective until and memorialized
in an amendment to this Agreement.


 


3.     AT&T-13STATE and CLEC agree to use the statistical tests set forth below to
determine whether or not service credits are due.


 


	
  Percent

  	
   

  	
  Rate

  	
   

  	
  Average

  
	
  Parity Measurements

  
	
  Sample Size > 30

  	
   

  	
  Sample Size > 10

  	
   

  	
  Sample Size > 10

  
	
  •      Classical Z test for equality of proportions on arsine transformed data

  •      Fisher’s exact test if either the expected numerator < 5 for
  either CLEC or AT&T-13STATE

  Sample
  Size >10 but <30 for either

  	
   

  	
  •      Classical Z test for equality of proportions on arsine transformed
  data

  Sample Size < 10 for
  either CLEC or AT&T-13STATE

  •      No test

  	
   

  	
  •      Two Sample t-test on log transformed data

  Sample Size < 10 for
  either CLEC or AT&T-13STATE

  •      No test

  
	
  CLEC or AT&T-13STATE

  	
   

  	
   

  	
   

  	
   

  
	
  •      Fisher’s Exact Test

  	
   

  	
   

  	
   

  	
   

  
	
  Sample Size < 10 for
  Either CLEC or

  	
   

  	
   

  	
   

  	
   

  
	
  AT&T-13STATE

  	
   

  	
   

  	
   

  	
   

  
	
  •      No test

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Benchmark
  Measurements

  	
   

  	
   

  
	
  Sample Size > 10

  	
   

  	
  Sample Size > 10

  	
   

  	
  Sample Size > 10

  
	
  •      Classical
  Z test for population proportion on arsine transformed data

  Sample
  Size < 10

  	
   

  	
  •      Classical
  Z test for population proportion on arsine transformed data

  	
   

  	
  •      One
  sample t-test on log transformed data 

  Sample
  Size < 10

  
	
  •      No
  test

  	
   

  	
  Sample Size < 10

  	
   

  	
  •      No test

  
	
   

  	
   

  	
  •      No
  test

  	
   

  	
   

  



 


4.     AT&T-13STATE and CLEC concur that, for purposes of this Appendix, performance for
the CLEC on a particular measure will be considered in compliance when the
measured results in a single month (whether in the form of means, percents, or
rates) for the same measurement, at equivalent disaggregation, for both AT&T-13STATE and CLEC are used to
calculate a p-value and the resulting value is no greater than the critical
p-value.


 


5.     Overview of Service Assurance Plan


 


5.1   AT&T-13STATE agrees with the following methodology for developing the service credits.


 


5.2
AT&T-13STATE will
provide service credits to the CLEC according to the terms set forth in this
Appendix.


 


1

















 


5.3   AT&T-13STATE and CLEC agree that for performance that exceeds the statistical significance
level, AT&T-13STATE
will be given performance credits equivalent to the over performance for
Percentage Missed Installation – Due Dates and Out of Service within 48 Hours. The
performance credits will be calculated as outlined in Section 11.0. These
performance credits may be applied to reduce the overall service credits and
may be accumulated month to month.


 


6.     Procedural Safeguards and Exclusions


 


6.1   AT&T-13STATE’s agreement to implement Service Assurance Plan, and specifically its
agreement to issue a service credit for any failure to meet the agreed to
performance levels hereunder, will not be considered as an admission against
interest or an admission of liability in any other proceeding of any kind
relating to the same performance. AT&T-13STATE
and CLEC agree that CLEC may not use: 
(1) the existence of this plan; or (2) AT&T-13STATE’s issuance of any of service credits as
evidence that AT&T-13STATE
has discriminated in the provision of any facilities or services, has violated
any state or federal law or regulation or breached any agreement. CLEC agrees
that AT&T-13STATE’s
performance with respect to this agreement may not be used as an admission of
liability or culpability for a violation of any state or federal law or
regulation. AT&T-13STATE’s
conduct underlying its performance and the performance data provided under the
performance measures, however, are not made inadmissible by these terms. The
terms of this paragraph do not apply to any proceeding before the Commission or
the FCC to determine whether AT&T-13STATE
has met or continues to meet the requirements of section 271 of the Act.


 


6.2   CLEC and AT&T-13STATE
will consult with one another and attempt in good faith to resolve any issues
regarding the calculation of performance or service credits pursuant to this
Appendix. In the event that CLEC requests such consultation and the issues
raised by CLEC have not been resolved within 45 days after CLEC’s request for
consultation, CLEC may have an independent audit conducted, at CLEC’s expense,
of AT&T-13STATE’s
performance or credit calculation for the affected measurement(s) under this Service
Assurance Plan. In the event the audit reinforces the issue identified during
the 45 days of consultation period or if any new issue is identified, AT&T-13STATE shall reimburse CLEC
any expense reasonably incurred by the CLEC for such audit. CLEC may not
request more than one audit under this Service Assurance Plan per twelve
calendar months under this section.


 


7.     Exclusions Limited


 


7.1   AT&T-13STATE shall not be obligated to issue service credits for noncompliance with
a performance measurement for any measures not included on the Attachment 1. Further
for any such Measures, AT&T-13STATE
shall not be obligated to issue service credits for noncompliance with a
performance measurement if, but only to the extent that, such noncompliance was
the result of any of the following: a Force Majeure event (including but not
limited to acts of nature, acts of civil or military authority, terrorist acts,
work stoppages etc.); an act or omission by a CLEC that is contrary to any of
its obligations under the LWC Agreement with AT&T-13STATE, including the dumping of orders or
applications in unreasonably large batches, at or near the close of a business
day, on a Friday evening or prior to a holiday, or unreasonably failing to
timely provide forecasts to AT&T-13STATE
for services or facilities when such forecasts are required to reasonably
provide such services or facilities or the action are contrary to the Act or
State law; or non-AT&T-13STATE
problems associated with third-party actions or systems or equipment, which
could not have been avoided by AT&T-13STATE
in the exercise of reasonable diligence (delaying event). If a delaying event
excuses the issuance of any credits under this Service Assurance Plan, AT&T-13STATE shall provide advance
Notice of the impact that such delaying event has on credits. Any dispute
regarding whether a AT&T-13STATE
performance failure is excused under this paragraph will be resolved between the
Parties through the dispute resolution provisions of the LWC Agreement. If a
delaying event only suspends AT&T-13STATE’s
ability to timely perform an activity subject to performance measurement, the
applicable time frame in which AT&T-13STATE’s
compliance with the parity or benchmark criterion is measured will be extended
on an hour-for-hour or day-for-day basis, as applicable, equal to the duration
of the excusing event.


 


7.2   The force majeure provisions of the general terms and conditions of the
LWC Agreement are incorporated herein by reference.


 


2

















 


7.3   The service credit payments to individual CLECs shall be capped such
that AT&T-13STATE’s
credits to CLEC in a given month shall not exceed 50% of CLEC’s billed revenues
for the Local Wholesale Complete product for that same month.


 


8.     Service Credits


 


8.1   The number of measures that may be classified as “non-compliant” before
a service credit is applicable is limited to the F values shown below. The
applicable p-value is determined based upon the total number of measures with a
sample size of 10 or greater that are required to be reported to a CLEC where a
sufficient number of observations exist in the month to permit parity
conclusions regarding a compliant or noncompliant condition. For any
performance measurement, each disaggregated category for which there is a
minimum of 10 data points constitutes one “measure” for purposes of calculating
the p-value. 


 


8.2   Service credits in the amount specified in the table below apply to all
“non-compliant” measures in excess of the applicable “F” number of exempt
measures. Service Credits apply on a per occurrence basis with a CAP, using the
amount per occurrence taken from the table below. The amount of service credits
in a single month shall not exceed the amount listed in the table below for the
“Per measurement” category. Service credits apply only to the following
measurements:  Percent Missed
Installation Due Dates, Installation Quality, Repeat Trouble Report Rate and
Out of Service Within 48 Hours. OSS Interface Availability and Mechanized Order
Completion Notifier Timeliness are provided for diagnostic purposes only, with
no service credits applicable. The methodology for determining the order of
exclusion, and the number of occurrences is addressed in Section 10.0 “Methods
of calculating the service credits”.


 


SERVICE
CREDITS TABLE


 


	
   

  	
   

  	
  Per Occurrence

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Month 6 and

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  each

  	
   

  
	
   

  	
   

  	
  Month

  	
   

  	
  Month

  	
   

  	
  Month

  	
   

  	
  Month

  	
   

  	
  following

  	
   

  
	
  Month 1

  	
   

  	
  2

  	
   

  	
  3

  	
   

  	
  4

  	
   

  	
  5

  	
   

  	
  Month

  	
   

  
	
  $

  	
  50

  	
   

  	
  $

  	
  75

  	
   

  	
  $

  	
  100

  	
   

  	
  $

  	
  125

  	
   

  	
  $

  	
  150

  	
   

  	
  $

  	
  200

  	
   

  
																		



 


	
   

  	
   

  	
  Per Measure Cap

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Month 6 and

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  each following

  	
   

  
	
  Month 1

  	
   

  	
  Month 2

  	
   

  	
  Month 3

  	
   

  	
  Month 4

  	
   

  	
  Month 5

  	
   

  	
  month

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  $

  	
  10,000

  	
   

  	
  $

  	
  20,000

  	
   

  	
  $

  	
  30,000

  	
   

  	
  $

  	
  40,000

  	
   

  	
  $

  	
  50,000

  	
   

  	
  $

  	
  60,000

  	
   

  
																		



 


8.3   The following table will be used to determine the critical
probabilities that define the Performance Criterion as well as the number of
non-compliant measures that may be excused in a given month. The table is read
as follows:  (1) determine the number of measures
to which service credits are applicable and which have sample sizes greater
than or equal to 10 cases. Let this number be M. (2) Find the value of M in the
columns of the table with the heading “M”. (3) To the immediate right of the
value of M, find the value in the column labeled “F”. This is the maximum
number of measures that may be failed when there are M measures being evaluated.
(4) To the immediate right of F in the column labeled “P” is the critical
probability for determining compliance in each statistical test performed on
the M measures Statistical tests that yield probabilities less than this value
indicate failures for the sub-measure. For tests without an explicit p-value
formula the probability of a particular value of the test statistic is to be
found in appropriate tables, e.g. Student’s T distribution or Standard Normal Z
distribution tables.


 


3

















 


	
  M

  	
   

  	
  F

  	
   

  	
  P

  	
   

  	
  M

  	
   

  	
  F

  	
   

  	
  P

  	
   

  	
  M

  	
   

  	
  F

  	
   

  	
  P

  	
   

  	
  M

  	
   

  	
  F

  	
   

  	
  P

  	
   

  	
  M

  	
   

  	
  F

  	
   

  	
  P

  	
   

  	
  M

  	
   

  	
  F

  	
   

  	
  P

  	
   

  
	
  1

  	
   

  	
  0

  	
   

  	
  0.010

  	
   

  	
  71

  	
   

  	
  8

  	
   

  	
  0.051

  	
   

  	
  141

  	
   

  	
  14

  	
   

  	
  0.054

  	
   

  	
  211

  	
   

  	
  19

  	
   

  	
  0.054

  	
   

  	
  281

  	
   

  	
  23

  	
   

  	
  0.051

  	
   

  	
  351

  	
   

  	
  28

  	
   

  	
  0.052

  	
   

  
	
  2

  	
   

  	
  1

  	
   

  	
  0.100

  	
   

  	
  72

  	
   

  	
  8

  	
   

  	
  0.050

  	
   

  	
  142

  	
   

  	
  14

  	
   

  	
  0.054

  	
   

  	
  212

  	
   

  	
  19

  	
   

  	
  0.053

  	
   

  	
  282

  	
   

  	
  23

  	
   

  	
  0.051

  	
   

  	
  352

  	
   

  	
  28

  	
   

  	
  0.052

  	
   

  
	
  3

  	
   

  	
  1

  	
   

  	
  0.059

  	
   

  	
  73

  	
   

  	
  9

  	
   

  	
  0.059

  	
   

  	
  143

  	
   

  	
  14

  	
   

  	
  0.054

  	
   

  	
  213

  	
   

  	
  19

  	
   

  	
  0.053

  	
   

  	
  283

  	
   

  	
  23

  	
   

  	
  0.051

  	
   

  	
  353

  	
   

  	
  28

  	
   

  	
  0.052

  	
   

  
	
  4

  	
   

  	
  2

  	
   

  	
  0.141

  	
   

  	
  74

  	
   

  	
  9

  	
   

  	
  0.058

  	
   

  	
  144

  	
   

  	
  14

  	
   

  	
  0.053

  	
   

  	
  214

  	
   

  	
  19

  	
   

  	
  0.053

  	
   

  	
  284

  	
   

  	
  23

  	
   

  	
  0.050

  	
   

  	
  354

  	
   

  	
  28

  	
   

  	
  0.051

  	
   

  
	
  5

  	
   

  	
  2

  	
   

  	
  0.106

  	
   

  	
  75

  	
   

  	
  9

  	
   

  	
  0.057

  	
   

  	
  145

  	
   

  	
  14

  	
   

  	
  0.053

  	
   

  	
  215

  	
   

  	
  19

  	
   

  	
  0.053

  	
   

  	
  285

  	
   

  	
  23

  	
   

  	
  0.050

  	
   

  	
  355

  	
   

  	
  28

  	
   

  	
  0.051

  	
   

  
	
  6

  	
   

  	
  2

  	
   

  	
  0.085

  	
   

  	
  76

  	
   

  	
  9

  	
   

  	
  0.056

  	
   

  	
  146

  	
   

  	
  14

  	
   

  	
  0.052

  	
   

  	
  216

  	
   

  	
  19

  	
   

  	
  0.052

  	
   

  	
  286

  	
   

  	
  23

  	
   

  	
  0.050

  	
   

  	
  356

  	
   

  	
  28

  	
   

  	
  0.051

  	
   

  
	
  7

  	
   

  	
  2

  	
   

  	
  0.071

  	
   

  	
  77

  	
   

  	
  9

  	
   

  	
  0.055

  	
   

  	
  147

  	
   

  	
  14

  	
   

  	
  0.052

  	
   

  	
  217

  	
   

  	
  19

  	
   

  	
  0.052

  	
   

  	
  287

  	
   

  	
  24

  	
   

  	
  0.053

  	
   

  	
  357

  	
   

  	
  28

  	
   

  	
  0.051

  	
   

  
	
  8

  	
   

  	
  2

  	
   

  	
  0.061

  	
   

  	
  78

  	
   

  	
  9

  	
   

  	
  0.055

  	
   

  	
  148

  	
   

  	
  14

  	
   

  	
  0.052

  	
   

  	
  218

  	
   

  	
  19

  	
   

  	
  0.052

  	
   

  	
  288

  	
   

  	
  24

  	
   

  	
  0.052

  	
   

  	
  358

  	
   

  	
  28

  	
   

  	
  0.051

  	
   

  
	
  9

  	
   

  	
  2

  	
   

  	
  0.053

  	
   

  	
  79

  	
   

  	
  9

  	
   

  	
  0.054

  	
   

  	
  149

  	
   

  	
  14

  	
   

  	
  0.051

  	
   

  	
  219

  	
   

  	
  19

  	
   

  	
  0.052

  	
   

  	
  289

  	
   

  	
  24

  	
   

  	
  0.052

  	
   

  	
  359

  	
   

  	
  28

  	
   

  	
  0.051

  	
   

  
	
  10

  	
   

  	
  3

  	
   

  	
  0.093

  	
   

  	
  80

  	
   

  	
  9

  	
   

  	
  0.053

  	
   

  	
  150

  	
   

  	
  14

  	
   

  	
  0.051

  	
   

  	
  220

  	
   

  	
  19

  	
   

  	
  0.051

  	
   

  	
  290

  	
   

  	
  24

  	
   

  	
  0.052

  	
   

  	
  360

  	
   

  	
  28

  	
   

  	
  0.051

  	
   

  
	
  11

  	
   

  	
  3

  	
   

  	
  0.084

  	
   

  	
  81

  	
   

  	
  9

  	
   

  	
  0.053

  	
   

  	
  151

  	
   

  	
  14

  	
   

  	
  0.051

  	
   

  	
  221

  	
   

  	
  19

  	
   

  	
  0.051

  	
   

  	
  291

  	
   

  	
  24

  	
   

  	
  0.052

  	
   

  	
  361

  	
   

  	
  28

  	
   

  	
  0.050

  	
   

  
	
  12

  	
   

  	
  3

  	
   

  	
  0.076

  	
   

  	
  82

  	
   

  	
  9

  	
   

  	
  0.052

  	
   

  	
  152

  	
   

  	
  14

  	
   

  	
  0.050

  	
   

  	
  222

  	
   

  	
  19

  	
   

  	
  0.051

  	
   

  	
  292

  	
   

  	
  24

  	
   

  	
  0.052

  	
   

  	
  362

  	
   

  	
  28

  	
   

  	
  0.050

  	
   

  
	
  13

  	
   

  	
  3

  	
   

  	
  0.069

  	
   

  	
  83

  	
   

  	
  9

  	
   

  	
  0.051

  	
   

  	
  153

  	
   

  	
  15

  	
   

  	
  0.055

  	
   

  	
  223

  	
   

  	
  19

  	
   

  	
  0.051

  	
   

  	
  293

  	
   

  	
  24

  	
   

  	
  0.052

  	
   

  	
  363

  	
   

  	
  28

  	
   

  	
  0.050

  	
   

  
	
  14

  	
   

  	
  3

  	
   

  	
  0.064

  	
   

  	
  84

  	
   

  	
  9

  	
   

  	
  0.051

  	
   

  	
  154

  	
   

  	
  15

  	
   

  	
  0.054

  	
   

  	
  224

  	
   

  	
  19

  	
   

  	
  0.050

  	
   

  	
  294

  	
   

  	
  24

  	
   

  	
  0.051

  	
   

  	
  364

  	
   

  	
  28

  	
   

  	
  0.050

  	
   

  
	
  15

  	
   

  	
  3

  	
   

  	
  0.059

  	
   

  	
  85

  	
   

  	
  9

  	
   

  	
  0.050

  	
   

  	
  155

  	
   

  	
  15

  	
   

  	
  0.054

  	
   

  	
  225

  	
   

  	
  19

  	
   

  	
  0.050

  	
   

  	
  295

  	
   

  	
  24

  	
   

  	
  0.051

  	
   

  	
  365

  	
   

  	
  29

  	
   

  	
  0.052

  	
   

  
	
  16

  	
   

  	
  3

  	
   

  	
  0.055

  	
   

  	
  86

  	
   

  	
  10

  	
   

  	
  0.057

  	
   

  	
  156

  	
   

  	
  15

  	
   

  	
  0.054

  	
   

  	
  226

  	
   

  	
  20

  	
   

  	
  0.053

  	
   

  	
  296

  	
   

  	
  24

  	
   

  	
  0.051

  	
   

  	
  366

  	
   

  	
  29

  	
   

  	
  0.052

  	
   

  
	
  17

  	
   

  	
  3

  	
   

  	
  0.052

  	
   

  	
  87

  	
   

  	
  10

  	
   

  	
  0.057

  	
   

  	
  157

  	
   

  	
  15

  	
   

  	
  0.053

  	
   

  	
  227

  	
   

  	
  20

  	
   

  	
  0.053

  	
   

  	
  297

  	
   

  	
  24

  	
   

  	
  0.051

  	
   

  	
  367

  	
   

  	
  29

  	
   

  	
  0.052

  	
   

  
	
  18

  	
   

  	
  4

  	
   

  	
  0.077

  	
   

  	
  88

  	
   

  	
  10

  	
   

  	
  0.056

  	
   

  	
  158

  	
   

  	
  15

  	
   

  	
  0.053

  	
   

  	
  228

  	
   

  	
  20

  	
   

  	
  0.053

  	
   

  	
  298

  	
   

  	
  24

  	
   

  	
  0.051

  	
   

  	
  368

  	
   

  	
  29

  	
   

  	
  0.052

  	
   

  
	
  19

  	
   

  	
  4

  	
   

  	
  0.073

  	
   

  	
  89

  	
   

  	
  10

  	
   

  	
  0.055

  	
   

  	
  159

  	
   

  	
  15

  	
   

  	
  0.053

  	
   

  	
  229

  	
   

  	
  20

  	
   

  	
  0.053

  	
   

  	
  299

  	
   

  	
  24

  	
   

  	
  0.050

  	
   

  	
  369

  	
   

  	
  29

  	
   

  	
  0.052

  	
   

  
	
  20

  	
   

  	
  4

  	
   

  	
  0.069

  	
   

  	
  90

  	
   

  	
  10

  	
   

  	
  0.055

  	
   

  	
  160

  	
   

  	
  15

  	
   

  	
  0.052

  	
   

  	
  230

  	
   

  	
  20

  	
   

  	
  0.052

  	
   

  	
  300

  	
   

  	
  24

  	
   

  	
  0.050

  	
   

  	
  370

  	
   

  	
  29

  	
   

  	
  0.051

  	
   

  
	
  21

  	
   

  	
  4

  	
   

  	
  0.065

  	
   

  	
  91

  	
   

  	
  10

  	
   

  	
  0.054

  	
   

  	
  161

  	
   

  	
  15

  	
   

  	
  0.052

  	
   

  	
  231

  	
   

  	
  20

  	
   

  	
  0.052

  	
   

  	
  301

  	
   

  	
  24

  	
   

  	
  0.050

  	
   

  	
  371

  	
   

  	
  29

  	
   

  	
  0.051

  	
   

  
	
  22

  	
   

  	
  4

  	
   

  	
  0.062

  	
   

  	
  92

  	
   

  	
  10

  	
   

  	
  0.053

  	
   

  	
  162

  	
   

  	
  15

  	
   

  	
  0.052

  	
   

  	
  232

  	
   

  	
  20

  	
   

  	
  0.052

  	
   

  	
  302

  	
   

  	
  25

  	
   

  	
  0.053

  	
   

  	
  372

  	
   

  	
  29

  	
   

  	
  0.051

  	
   

  
	
  23

  	
   

  	
  4

  	
   

  	
  0.059

  	
   

  	
  93

  	
   

  	
  10

  	
   

  	
  0.053

  	
   

  	
  163

  	
   

  	
  15

  	
   

  	
  0.051

  	
   

  	
  233

  	
   

  	
  20

  	
   

  	
  0.052

  	
   

  	
  303

  	
   

  	
  25

  	
   

  	
  0.052

  	
   

  	
  373

  	
   

  	
  29

  	
   

  	
  0.051

  	
   

  
	
  24

  	
   

  	
  4

  	
   

  	
  0.057

  	
   

  	
  94

  	
   

  	
  10

  	
   

  	
  0.052

  	
   

  	
  164

  	
   

  	
  15

  	
   

  	
  0.051

  	
   

  	
  234

  	
   

  	
  20

  	
   

  	
  0.051

  	
   

  	
  304

  	
   

  	
  25

  	
   

  	
  0.052

  	
   

  	
  374

  	
   

  	
  29

  	
   

  	
  0.051

  	
   

  
	
  25

  	
   

  	
  4

  	
   

  	
  0.054

  	
   

  	
  95

  	
   

  	
  10

  	
   

  	
  0.052

  	
   

  	
  165

  	
   

  	
  15

  	
   

  	
  0.051

  	
   

  	
  235

  	
   

  	
  20

  	
   

  	
  0.051

  	
   

  	
  305

  	
   

  	
  25

  	
   

  	
  0.052

  	
   

  	
  375

  	
   

  	
  29

  	
   

  	
  0.051

  	
   

  
	
  26

  	
   

  	
  4

  	
   

  	
  0.052

  	
   

  	
  96

  	
   

  	
  10

  	
   

  	
  0.051

  	
   

  	
  166

  	
   

  	
  15

  	
   

  	
  0.050

  	
   

  	
  236

  	
   

  	
  20

  	
   

  	
  0.051

  	
   

  	
  306

  	
   

  	
  25

  	
   

  	
  0.052

  	
   

  	
  376

  	
   

  	
  29

  	
   

  	
  0.051

  	
   

  
	
  27

  	
   

  	
  5

  	
   

  	
  0.070

  	
   

  	
  97

  	
   

  	
  10

  	
   

  	
  0.051

  	
   

  	
  167

  	
   

  	
  15

  	
   

  	
  0.050

  	
   

  	
  237

  	
   

  	
  20

  	
   

  	
  0.051

  	
   

  	
  307

  	
   

  	
  25

  	
   

  	
  0.052

  	
   

  	
  377

  	
   

  	
  29

  	
   

  	
  0.050

  	
   

  
	
  28

  	
   

  	
  5

  	
   

  	
  0.068

  	
   

  	
  98

  	
   

  	
  10

  	
   

  	
  0.050

  	
   

  	
  168

  	
   

  	
  16

  	
   

  	
  0.054

  	
   

  	
  238

  	
   

  	
  20

  	
   

  	
  0.051

  	
   

  	
  308

  	
   

  	
  25

  	
   

  	
  0.052

  	
   

  	
  378

  	
   

  	
  29

  	
   

  	
  0.050

  	
   

  
	
  29

  	
   

  	
  5

  	
   

  	
  0.065

  	
   

  	
  99

  	
   

  	
  11

  	
   

  	
  0.056

  	
   

  	
  169

  	
   

  	
  16

  	
   

  	
  0.054

  	
   

  	
  239

  	
   

  	
  20

  	
   

  	
  0.050

  	
   

  	
  309

  	
   

  	
  25

  	
   

  	
  0.051

  	
   

  	
  379

  	
   

  	
  29

  	
   

  	
  0.050

  	
   

  
	
  30

  	
   

  	
  5

  	
   

  	
  0.063

  	
   

  	
  100

  	
   

  	
  11

  	
   

  	
  0.056

  	
   

  	
  170

  	
   

  	
  16

  	
   

  	
  0.053

  	
   

  	
  240

  	
   

  	
  20

  	
   

  	
  0.050

  	
   

  	
  310

  	
   

  	
  25

  	
   

  	
  0.051

  	
   

  	
  380

  	
   

  	
  29

  	
   

  	
  0.050

  	
   

  
	
  31

  	
   

  	
  5

  	
   

  	
  0.061

  	
   

  	
  101

  	
   

  	
  11

  	
   

  	
  0.055

  	
   

  	
  171

  	
   

  	
  16

  	
   

  	
  0.053

  	
   

  	
  241

  	
   

  	
  21

  	
   

  	
  0.053

  	
   

  	
  311

  	
   

  	
  25

  	
   

  	
  0.051

  	
   

  	
  381

  	
   

  	
  30

  	
   

  	
  0.052

  	
   

  
	
  32

  	
   

  	
  5

  	
   

  	
  0.059

  	
   

  	
  102

  	
   

  	
  11

  	
   

  	
  0.055

  	
   

  	
  172

  	
   

  	
  16

  	
   

  	
  0.053

  	
   

  	
  242

  	
   

  	
  21

  	
   

  	
  0.053

  	
   

  	
  312

  	
   

  	
  25

  	
   

  	
  0.051

  	
   

  	
  382

  	
   

  	
  30

  	
   

  	
  0.052

  	
   

  
	
  33

  	
   

  	
  5

  	
   

  	
  0.057

  	
   

  	
  103

  	
   

  	
  11

  	
   

  	
  0.054

  	
   

  	
  173

  	
   

  	
  16

  	
   

  	
  0.053

  	
   

  	
  243

  	
   

  	
  21

  	
   

  	
  0.053

  	
   

  	
  313

  	
   

  	
  25

  	
   

  	
  0.051

  	
   

  	
  383

  	
   

  	
  30

  	
   

  	
  0.052

  	
   

  
	
  34

  	
   

  	
  5

  	
   

  	
  0.055

  	
   

  	
  104

  	
   

  	
  11

  	
   

  	
  0.054

  	
   

  	
  174

  	
   

  	
  16

  	
   

  	
  0.052

  	
   

  	
  244

  	
   

  	
  21

  	
   

  	
  0.052

  	
   

  	
  314

  	
   

  	
  25

  	
   

  	
  0.051

  	
   

  	
  384

  	
   

  	
  30

  	
   

  	
  0.052

  	
   

  
	
  35

  	
   

  	
  5

  	
   

  	
  0.054

  	
   

  	
  105

  	
   

  	
  11

  	
   

  	
  0.053

  	
   

  	
  175

  	
   

  	
  16

  	
   

  	
  0.052

  	
   

  	
  245

  	
   

  	
  21

  	
   

  	
  0.052

  	
   

  	
  315

  	
   

  	
  25

  	
   

  	
  0.050

  	
   

  	
  385

  	
   

  	
  30

  	
   

  	
  0.051

  	
   

  
	
  36

  	
   

  	
  5

  	
   

  	
  0.052

  	
   

  	
  106

  	
   

  	
  11

  	
   

  	
  0.053

  	
   

  	
  176

  	
   

  	
  16

  	
   

  	
  0.052

  	
   

  	
  246

  	
   

  	
  21

  	
   

  	
  0.052

  	
   

  	
  316

  	
   

  	
  25

  	
   

  	
  0.050

  	
   

  	
  386

  	
   

  	
  30

  	
   

  	
  0.051

  	
   

  
	
  37

  	
   

  	
  5

  	
   

  	
  0.051

  	
   

  	
  107

  	
   

  	
  11

  	
   

  	
  0.052

  	
   

  	
  177

  	
   

  	
  16

  	
   

  	
  0.051

  	
   

  	
  247

  	
   

  	
  21

  	
   

  	
  0.052

  	
   

  	
  317

  	
   

  	
  25

  	
   

  	
  0.050

  	
   

  	
  387

  	
   

  	
  30

  	
   

  	
  0.051

  	
   

  
	
  38

  	
   

  	
  6

  	
   

  	
  0.065

  	
   

  	
  108

  	
   

  	
  11

  	
   

  	
  0.052

  	
   

  	
  178

  	
   

  	
  16

  	
   

  	
  0.051

  	
   

  	
  248

  	
   

  	
  21

  	
   

  	
  0.052

  	
   

  	
  318

  	
   

  	
  26

  	
   

  	
  0.052

  	
   

  	
  388

  	
   

  	
  30

  	
   

  	
  0.051

  	
   

  
	
  39

  	
   

  	
  6

  	
   

  	
  0.063

  	
   

  	
  109

  	
   

  	
  11

  	
   

  	
  0.051

  	
   

  	
  179

  	
   

  	
  16

  	
   

  	
  0.051

  	
   

  	
  249

  	
   

  	
  21

  	
   

  	
  0.051

  	
   

  	
  319

  	
   

  	
  26

  	
   

  	
  0.052

  	
   

  	
  389

  	
   

  	
  30

  	
   

  	
  0.051

  	
   

  
	
  40

  	
   

  	
  6

  	
   

  	
  0.061

  	
   

  	
  110

  	
   

  	
  11

  	
   

  	
  0.051

  	
   

  	
  180

  	
   

  	
  16

  	
   

  	
  0.050

  	
   

  	
  250

  	
   

  	
  21

  	
   

  	
  0.051

  	
   

  	
  320

  	
   

  	
  26

  	
   

  	
  0.052

  	
   

  	
  390

  	
   

  	
  30

  	
   

  	
  0.051

  	
   

  
	
  41

  	
   

  	
  6

  	
   

  	
  0.060

  	
   

  	
  111

  	
   

  	
  11

  	
   

  	
  0.050

  	
   

  	
  181

  	
   

  	
  16

  	
   

  	
  0.050

  	
   

  	
  251

  	
   

  	
  21

  	
   

  	
  0.051

  	
   

  	
  321

  	
   

  	
  26

  	
   

  	
  0.052

  	
   

  	
  391

  	
   

  	
  30

  	
   

  	
  0.051

  	
   

  
	
  42

  	
   

  	
  6

  	
   

  	
  0.058

  	
   

  	
  112

  	
   

  	
  12

  	
   

  	
  0.056

  	
   

  	
  182

  	
   

  	
  17

  	
   

  	
  0.054

  	
   

  	
  252

  	
   

  	
  21

  	
   

  	
  0.051

  	
   

  	
  322

  	
   

  	
  26

  	
   

  	
  0.052

  	
   

  	
  392

  	
   

  	
  30

  	
   

  	
  0.051

  	
   

  
	
  43

  	
   

  	
  6

  	
   

  	
  0.057

  	
   

  	
  113

  	
   

  	
  12

  	
   

  	
  0.055

  	
   

  	
  183

  	
   

  	
  17

  	
   

  	
  0.054

  	
   

  	
  253

  	
   

  	
  21

  	
   

  	
  0.051

  	
   

  	
  323

  	
   

  	
  26

  	
   

  	
  0.052

  	
   

  	
  393

  	
   

  	
  30

  	
   

  	
  0.050

  	
   

  
	
  44

  	
   

  	
  6

  	
   

  	
  0.055

  	
   

  	
  114

  	
   

  	
  12

  	
   

  	
  0.055

  	
   

  	
  184

  	
   

  	
  17

  	
   

  	
  0.053

  	
   

  	
  254

  	
   

  	
  21

  	
   

  	
  0.050

  	
   

  	
  324

  	
   

  	
  26

  	
   

  	
  0.051

  	
   

  	
  394

  	
   

  	
  30

  	
   

  	
  0.050

  	
   

  
	
  45

  	
   

  	
  6

  	
   

  	
  0.054

  	
   

  	
  115

  	
   

  	
  12

  	
   

  	
  0.054

  	
   

  	
  185

  	
   

  	
  17

  	
   

  	
  0.053

  	
   

  	
  255

  	
   

  	
  21

  	
   

  	
  0.050

  	
   

  	
  325

  	
   

  	
  26

  	
   

  	
  0.051

  	
   

  	
  395

  	
   

  	
  30

  	
   

  	
  0.050

  	
   

  
	
  46

  	
   

  	
  6

  	
   

  	
  0.053

  	
   

  	
  116

  	
   

  	
  12

  	
   

  	
  0.054

  	
   

  	
  186

  	
   

  	
  17

  	
   

  	
  0.053

  	
   

  	
  256

  	
   

  	
  22

  	
   

  	
  0.053

  	
   

  	
  326

  	
   

  	
  26

  	
   

  	
  0.051

  	
   

  	
  396

  	
   

  	
  31

  	
   

  	
  0.052

  	
   

  
	
  47

  	
   

  	
  6

  	
   

  	
  0.052

  	
   

  	
  117

  	
   

  	
  12

  	
   

  	
  0.054

  	
   

  	
  187

  	
   

  	
  17

  	
   

  	
  0.052

  	
   

  	
  257

  	
   

  	
  22

  	
   

  	
  0.053

  	
   

  	
  327

  	
   

  	
  26

  	
   

  	
  0.051

  	
   

  	
  397

  	
   

  	
  31

  	
   

  	
  0.052

  	
   

  
	
  48

  	
   

  	
  6

  	
   

  	
  0.051

  	
   

  	
  118

  	
   

  	
  12

  	
   

  	
  0.053

  	
   

  	
  188

  	
   

  	
  17

  	
   

  	
  0.052

  	
   

  	
  258

  	
   

  	
  22

  	
   

  	
  0.053

  	
   

  	
  328

  	
   

  	
  26

  	
   

  	
  0.051

  	
   

  	
  398

  	
   

  	
  31

  	
   

  	
  0.052

  	
   

  
	
  49

  	
   

  	
  7

  	
   

  	
  0.062

  	
   

  	
  119

  	
   

  	
  12

  	
   

  	
  0.053

  	
   

  	
  189

  	
   

  	
  17

  	
   

  	
  0.052

  	
   

  	
  259

  	
   

  	
  22

  	
   

  	
  0.052

  	
   

  	
  329

  	
   

  	
  26

  	
   

  	
  0.051

  	
   

  	
  399

  	
   

  	
  31

  	
   

  	
  0.052

  	
   

  



 


4

















 


	
  50

  	
   

  	
  7

  	
   

  	
  0.061

  	
   

  	
  120

  	
   

  	
  12

  	
   

  	
  0.052

  	
   

  	
  190

  	
   

  	
  17

  	
   

  	
  0.052

  	
   

  	
  260

  	
   

  	
  22

  	
   

  	
  0.052

  	
   

  	
  330

  	
   

  	
  26

  	
   

  	
  0.050

  	
   

  	
  400

  	
   

  	
  31

  	
   

  	
  0.052

  	
   

  
	
  51

  	
   

  	
  7

  	
   

  	
  0.059

  	
   

  	
  121

  	
   

  	
  12

  	
   

  	
  0.052

  	
   

  	
  191

  	
   

  	
  17

  	
   

  	
  0.051

  	
   

  	
  261

  	
   

  	
  22

  	
   

  	
  0.052

  	
   

  	
  331

  	
   

  	
  26

  	
   

  	
  0.050

  	
   

  	
  401

  	
   

  	
  31

  	
   

  	
  0.051

  	
   

  
	
  52

  	
   

  	
  7

  	
   

  	
  0.058

  	
   

  	
  122

  	
   

  	
  12

  	
   

  	
  0.051

  	
   

  	
  192

  	
   

  	
  17

  	
   

  	
  0.051

  	
   

  	
  262

  	
   

  	
  22

  	
   

  	
  0.052

  	
   

  	
  332

  	
   

  	
  26

  	
   

  	
  0.050

  	
   

  	
  402

  	
   

  	
  31

  	
   

  	
  0.051

  	
   

  
	
  53

  	
   

  	
  7

  	
   

  	
  0.057

  	
   

  	
  123

  	
   

  	
  12

  	
   

  	
  0.051

  	
   

  	
  193

  	
   

  	
  17

  	
   

  	
  0.051

  	
   

  	
  263

  	
   

  	
  22

  	
   

  	
  0.052

  	
   

  	
  333

  	
   

  	
  27

  	
   

  	
  0.052

  	
   

  	
  403

  	
   

  	
  31

  	
   

  	
  0.051

  	
   

  
	
  54

  	
   

  	
  7

  	
   

  	
  0.056

  	
   

  	
  124

  	
   

  	
  12

  	
   

  	
  0.050

  	
   

  	
  194

  	
   

  	
  17

  	
   

  	
  0.051

  	
   

  	
  264

  	
   

  	
  22

  	
   

  	
  0.051

  	
   

  	
  334

  	
   

  	
  27

  	
   

  	
  0.052

  	
   

  	
  404

  	
   

  	
  31

  	
   

  	
  0.051

  	
   

  
	
  55

  	
   

  	
  7

  	
   

  	
  0.055

  	
   

  	
  125

  	
   

  	
  13

  	
   

  	
  0.056

  	
   

  	
  195

  	
   

  	
  17

  	
   

  	
  0.050

  	
   

  	
  265

  	
   

  	
  22

  	
   

  	
  0.051

  	
   

  	
  335

  	
   

  	
  27

  	
   

  	
  0.052

  	
   

  	
  405

  	
   

  	
  31

  	
   

  	
  0.051

  	
   

  
	
  56

  	
   

  	
  7

  	
   

  	
  0.054

  	
   

  	
  126

  	
   

  	
  13

  	
   

  	
  0.055

  	
   

  	
  196

  	
   

  	
  17

  	
   

  	
  0.050

  	
   

  	
  266

  	
   

  	
  22

  	
   

  	
  0.051

  	
   

  	
  336

  	
   

  	
  27

  	
   

  	
  0.052

  	
   

  	
  406

  	
   

  	
  31

  	
   

  	
  0.051

  	
   

  
	
  57

  	
   

  	
  7

  	
   

  	
  0.053

  	
   

  	
  127

  	
   

  	
  13

  	
   

  	
  0.055

  	
   

  	
  197

  	
   

  	
  18

  	
   

  	
  0.054

  	
   

  	
  267

  	
   

  	
  22

  	
   

  	
  0.051

  	
   

  	
  337

  	
   

  	
  27

  	
   

  	
  0.052

  	
   

  	
  407

  	
   

  	
  31

  	
   

  	
  0.051

  	
   

  
	
  58

  	
   

  	
  7

  	
   

  	
  0.052

  	
   

  	
  128

  	
   

  	
  13

  	
   

  	
  0.054

  	
   

  	
  198

  	
   

  	
  18

  	
   

  	
  0.053

  	
   

  	
  268

  	
   

  	
  22

  	
   

  	
  0.051

  	
   

  	
  338

  	
   

  	
  27

  	
   

  	
  0.052

  	
   

  	
  408

  	
   

  	
  31

  	
   

  	
  0.050

  	
   

  
	
  59

  	
   

  	
  7

  	
   

  	
  0.051

  	
   

  	
  129

  	
   

  	
  13

  	
   

  	
  0.054

  	
   

  	
  199

  	
   

  	
  18

  	
   

  	
  0.053

  	
   

  	
  269

  	
   

  	
  22

  	
   

  	
  0.050

  	
   

  	
  339

  	
   

  	
  27

  	
   

  	
  0.051

  	
   

  	
  409

  	
   

  	
  31

  	
   

  	
  0.050

  	
   

  
	
  60

  	
   

  	
  7

  	
   

  	
  0.050

  	
   

  	
  130

  	
   

  	
  13

  	
   

  	
  0.053

  	
   

  	
  200

  	
   

  	
  18

  	
   

  	
  0.053

  	
   

  	
  270

  	
   

  	
  22

  	
   

  	
  0.050

  	
   

  	
  340

  	
   

  	
  27

  	
   

  	
  0.051

  	
   

  	
  410

  	
   

  	
  31

  	
   

  	
  0.050

  	
   

  
	
  61

  	
   

  	
  8

  	
   

  	
  0.060

  	
   

  	
  131

  	
   

  	
  13

  	
   

  	
  0.053

  	
   

  	
  201

  	
   

  	
  18

  	
   

  	
  0.052

  	
   

  	
  271

  	
   

  	
  23

  	
   

  	
  0.053

  	
   

  	
  341

  	
   

  	
  27

  	
   

  	
  0.051

  	
   

  	
  411

  	
   

  	
  31

  	
   

  	
  0.050

  	
   

  
	
  62

  	
   

  	
  8

  	
   

  	
  0.059

  	
   

  	
  132

  	
   

  	
  13

  	
   

  	
  0.053

  	
   

  	
  202

  	
   

  	
  18

  	
   

  	
  0.052

  	
   

  	
  272

  	
   

  	
  23

  	
   

  	
  0.053

  	
   

  	
  342

  	
   

  	
  27

  	
   

  	
  0.051

  	
   

  	
  412

  	
   

  	
  32

  	
   

  	
  0.052

  	
   

  
	
  63

  	
   

  	
  8

  	
   

  	
  0.058

  	
   

  	
  133

  	
   

  	
  13

  	
   

  	
  0.052

  	
   

  	
  203

  	
   

  	
  18

  	
   

  	
  0.052

  	
   

  	
  273

  	
   

  	
  23

  	
   

  	
  0.052

  	
   

  	
  343

  	
   

  	
  27

  	
   

  	
  0.051

  	
   

  	
  413

  	
   

  	
  32

  	
   

  	
  0.052

  	
   

  
	
  64

  	
   

  	
  8

  	
   

  	
  0.057

  	
   

  	
  134

  	
   

  	
  13

  	
   

  	
  0.052

  	
   

  	
  204

  	
   

  	
  18

  	
   

  	
  0.052

  	
   

  	
  274

  	
   

  	
  23

  	
   

  	
  0.052

  	
   

  	
  344

  	
   

  	
  27

  	
   

  	
  0.051

  	
   

  	
  414

  	
   

  	
  32

  	
   

  	
  0.052

  	
   

  
	
  65

  	
   

  	
  8

  	
   

  	
  0.056

  	
   

  	
  135

  	
   

  	
  13

  	
   

  	
  0.051

  	
   

  	
  205

  	
   

  	
  18

  	
   

  	
  0.051

  	
   

  	
  275

  	
   

  	
  23

  	
   

  	
  0.052

  	
   

  	
  345

  	
   

  	
  27

  	
   

  	
  0.051

  	
   

  	
  415

  	
   

  	
  32

  	
   

  	
  0.052

  	
   

  
	
  66

  	
   

  	
  8

  	
   

  	
  0.055

  	
   

  	
  136

  	
   

  	
  13

  	
   

  	
  0.051

  	
   

  	
  206

  	
   

  	
  18

  	
   

  	
  0.051

  	
   

  	
  276

  	
   

  	
  23

  	
   

  	
  0.052

  	
   

  	
  346

  	
   

  	
  27

  	
   

  	
  0.050

  	
   

  	
  416

  	
   

  	
  32

  	
   

  	
  0.051

  	
   

  
	
  67

  	
   

  	
  8

  	
   

  	
  0.054

  	
   

  	
  137

  	
   

  	
  13

  	
   

  	
  0.051

  	
   

  	
  207

  	
   

  	
  18

  	
   

  	
  0.051

  	
   

  	
  277

  	
   

  	
  23

  	
   

  	
  0.052

  	
   

  	
  347

  	
   

  	
  27

  	
   

  	
  0.050

  	
   

  	
  417

  	
   

  	
  32

  	
   

  	
  0.051

  	
   

  
	
  68

  	
   

  	
  8

  	
   

  	
  0.053

  	
   

  	
  138

  	
   

  	
  13

  	
   

  	
  0.050

  	
   

  	
  208

  	
   

  	
  18

  	
   

  	
  0.051

  	
   

  	
  278

  	
   

  	
  23

  	
   

  	
  0.052

  	
   

  	
  348

  	
   

  	
  27

  	
   

  	
  0.050

  	
   

  	
  418

  	
   

  	
  32

  	
   

  	
  0.051

  	
   

  
	
  69

  	
   

  	
  8

  	
   

  	
  0.053

  	
   

  	
  139

  	
   

  	
  14

  	
   

  	
  0.055

  	
   

  	
  209

  	
   

  	
  18

  	
   

  	
  0.050

  	
   

  	
  279

  	
   

  	
  23

  	
   

  	
  0.051

  	
   

  	
  349

  	
   

  	
  28

  	
   

  	
  0.052

  	
   

  	
  419

  	
   

  	
  32

  	
   

  	
  0.051

  	
   

  
	
  70

  	
   

  	
  8

  	
   

  	
  0.052

  	
   

  	
  140

  	
   

  	
  14

  	
   

  	
  0.055

  	
   

  	
  210

  	
   

  	
  18

  	
   

  	
  0.050

  	
   

  	
  280

  	
   

  	
  23

  	
   

  	
  0.051

  	
   

  	
  350

  	
   

  	
  28

  	
   

  	
  0.052

  	
   

  	
  420

  	
   

  	
  32

  	
   

  	
  0.051

  	
   

  



 


9.     General


 


9.1   AT&T-13STATE will make Service Assurance Reports available on a monthly basis. When
AT&T-13STATE
performance creates an obligation to provide service credits to CLEC under the
terms set forth herein, AT&T-13STATE
shall issue such credits in the required amount on or before the 30th
day following the due date of the service assurance report for the month in
which the obligation arose (e.g., if AT&T-13STATE
performance through March is such that AT&T-13STATE
owes service credits to CLEC for March performance, then those credits will be
due May 31, 30 days after the April 30 due date for reporting March data).


 


10.   Methods of Calculating the Service Credit


 


The
following methods apply in calculating per occurrence for service credit: 


 


10.1 Application of F Value Exclusions  


 


Determine the number of
measures with a sample size greater than 10 that are “non-compliant” for the
individual CLEC for the month, applying the parity test and benchmark
provisions provided for above. Sort all measures having non-compliant
classification with a sample size greater than 10 in ascending order based on
the number of data points or transactions used to develop the performance
measurement result (e.g., service orders, collocation requests, installations,
trouble reports). In applying the exclusions in the F-Table, the following
qualifications apply to the general rule for excluding measures by progression
from measures with lower transaction volumes to higher. A measure for which
service credits are calculated on a per measure basis will not be excluded in
applying the F Value unless the amount of service credits due for that measure
is less than the amount of service credits due for each remaining measure.


 


10.1.1      Measures for Which the Reporting Dimensions are Averages or Means


 


Step
1:    Calculate the average or the mean for the
measure for the CLEC that would yield the Critical p-value. Use the same
denominator as the one used in calculating the test statistic for the measure.


 


Step
2:    Calculate the percentage difference the
between the actual average and the calculated average. The calculation is as
follows:


 


5

















 


%diff = (CLEC-result –
Calculated -Value)/Calculated Value.


 


Assuming high values
indicate poor performance. The percent difference will be capped at a maximum
of 100%. 


 


Step
3:    Multiply the total number of data points by
the percentage calculated in the previous step and the per occurrence dollar
amount taken from the Service Credits Table to determine the applicable service
credit amount for the given month for that measure.


 


10.1.2      Measures for Which the Reporting Dimensions are Percentages


 


Step
1:    Calculate the percentage for the measure for
the CLEC that would yield the Critical p-value. Use the same denominator as the
one used in calculating the test statistic for the measure.


 


Step
2:    Calculate the difference between the actual
percentage for the CLEC and the calculated percentage.


 


Step
3:    Multiply the total number of data points by
the difference in percentage calculated in the previous step and the per
occurrence dollar amount taken from the Service Credits Table to determine the
applicable service credits for the given month for that measure.


 


10.1.3      Measures for Which the Reporting Dimensions are Ratios or Proportions


 


Step
1:    Calculate the rate for the measure for the
CLEC that would yield the Critical p-value. Use the same denominator as the one
used in calculating the test statistic for the measure.


 


Step
2:    Calculate the absolute difference between the
actual rate for the CLEC and the calculated rate.


 


Step
3:    Multiply the total number of data points by
the difference calculated in the previous step and the per occurrence dollar
amount taken from the Service Credits Table to determine the applicable service
credits for the given month for that measure.


 


11.   Methods of Calculating Performance Credits


 


11.1 Measures for Which the Reporting Dimensions are Averages or Means 


 


Step
1:    Calculate the average or the mean for the
measure for the CLEC that would yield the Critical p-value. Use the same
denominator as the one used in calculating the test statistic for the measure.


 


Step
2:    Calculate the percentage difference the
between the actual average and the calculated average. The calculation is as
follows:


 


%diff
= (Calculated Value -  CLEC
result)/Calculated Value.


 


Assuming low values indicate
good performance. The percent difference will be capped at a maximum of 100%. 


 


Step
3:    Multiply the total number of data points by
the percentage calculated in the previous step and the per occurrence dollar
amount taken from the Service Credits Table to determine the applicable
performance credits for the given month for that measure.


 


11.2 Measures for Which the Reporting Dimensions are Percentages 


 


Step
1:    Calculate the percentage for the measure for
the CLEC that would yield the Critical p-value. Use the same denominator as the
one used in calculating the test statistic for the measure.


 


Step
2:     the difference between the actual percentage
for the CLEC and the calculated percentage.


 


Step
3:    Multiply the total number of data points by
the difference in percentage calculated in the previous step and the per
occurrence dollar amount taken from the Service Credits Table to determine the
applicable performance credits for the given month for that measure.


 


6

















 


12.   Attached hereto, and incorporated herein by reference, are the
following Attachment: 


 


Attachment
1 - Service Assurance Business Rules


 


7














 


ATTACHMENT 1 - SERVICE ASSURANCE 

BUSINESS RULES 

to 

APPENDIX LWC SERVICE ASSURANCE PLAN


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
  OSS
  INTERFACE AVAILABILITY

  	
   

  	
  1

  
	
  MECHANIZED
  ORDER COMPLETION NOTIFIER TIMELINESS

  	
   

  	
  2

  
	
  PERCENT AT&T-13STATE
  CAUSED MISSED DUE DATES

  	
   

  	
  3

  
	
  INSTALLATION
  QUALITY

  	
   

  	
  4

  
	
  REPEAT
  TROUBLE REPORT RATE

  	
   

  	
  5

  
	
  OUT OF
  SERVICE WITHIN 48 HOURS

  	
   

  	
  6

  



 


2

















 


SERVICE ASSURANCE


 


	
  Metric
  Number:

  	
   

  	
  Name:

  
	
   

  	
   

  	
   

  
	
  1

  	
   

  	
  OSS Interface Availability

  



 


Definition:


 


This measures the time
during which AT&T-13STATE electronic OSS Interfaces for CLECs are actually
available, as a percentage of scheduled availability. Because AT&T-13STATE
and CLEC service representatives obtain information from the same underlying
legacy OSS, if a particular OSS is down, it is equally unavailable to both
AT&T-13STATE and CLEC employees.


 


Exclusions:


 


•                  Interface outages outside of prime time hours
(as published or defined on a state-by-state basis)


•                  Interface outages reported by a CLEC, but not
found to be in AT&T-13STATE’s systems


•                  Undetected Interface outages reported by a
CLEC that were not reported to AT&T-13STATE’s designated trouble reporting
center


•                  Scheduled interface outages for major system
releases or system maintenance where CLECs were provided with advanced
notification of the downtime in compliance with AT&T-13STATE’s change
management process


 


Business
Rules:


 


The total “number of hours
functionality to be available” is the cumulative number of hours (by date and
time on a 24 hour clock) over which AT&T-13STATE plans to offer and support
CLEC access to AT&T-13STATE’s operational support systems (OSS)
functionality during the reporting period. “Hours Functionality is Available”
is the actual number of hours, during scheduled available time, that the
AT&T-13STATE interface is capable of accepting or receiving CLEC
transactions or data files. The actual time available is divided by the
scheduled time available and then multiplied by 100 to produce the “Percent
system availability” measure. AT&T-13STATE will not schedule normal
maintenance during OSS Hours of availability as posted on the CLEC web site
unless otherwise notified via an accessible letter. AT&T-13STATE will not
schedule normal maintenance during business hours (8:00 a.m. to 5:30 p.m.
Monday through Friday). When interfaces experience partial unavailability, an
availability factor is applied to the calculation of downtime. This factor is
stated as a percentage and represents the impact to the CLEC. Determination of
the availability factor is governed by AT&T-13STATE’s Availability Team on
a case by case basis. Disputes related to application of the availability
factor may be presented to the Commission. Whenever an interface experiences
complete unavailability, the full duration of the unavailability will be
counted, to the nearest minute, and no availability factor will be applied.
AT&T-13STATE shall calculate the availability time rounded to the nearest
minute.


 


Levels of
Disaggregation:


 


•                 Verigate


•                  LEX


•                  EDI ordering


•                  EDI pre-ordering


•                  EBTA


•                  EBTA GUI


•                  CORBA


 


 


	
  Calculation:

  	
   

  	
  Report Structure/Geography:

  
	
   

  	
   

  	
   

  
	
  [(Hours
  functionality is available during the scheduled available hours) ÷ Scheduled
  system available hours)] * 100 

  	
   

  	
  By interface
  geography. If an interface serves more than one state, the same performance
  will be reported for all states served by this interface.

  



 


Benchmark/Parity
Performance Standard:


 


Interface
available 95% of scheduled hour for the reporting month - Diagnostic – No Penalty to be Paid


 


3

















 


	
  Metric
  Number:

  	
   

  	
  Name:

  
	
   

  	
   

  	
   

  
	
  2

  	
   

  	
  Mechanized Order Completion Notification Timeliness

  



 


Definition:


 


The percent of Mechanized
Order Completion Notifications available within five business days of work
completion.


 


Exclusions:


 


•                                          Test and Administrative Orders


•                                          Canceled service orders


•                                          Orders received manually, e.g. fax or e-mail


•                                          AT&T-13STATE Affiliate (or separate
division) Orders


•                                          Weekends and published holidays


 


Business
Rules:


 


Days are calculated by
subtracting the date the SOC was available to the CLEC via EDI/LEX minus the
order completion date. Business Days is
determined based on Local Service Center (LSC) published business hours. If
the CLEC accesses AT&T-13STATE systems using a Service Bureau Provider, the
measurement of AT&T-13STATE’s performance does not include Service Bureau
Provider processing, availability or response time.


 


Levels of
Disaggregation:


 


•                  None


 


	
  Calculation:

  	
   

  	
  Report Structure/Geography:

  
	
   

  	
   

  	
   

  
	
  (# mechanized completions
  notifications returned to the CLEC within 5 business days of work completion
  ÷ total mechanized completions notifications sent) * 100

  	
   

  	
  By CLEC

  



 


Benchmark/Parity
Performance Standard:


 


95% of
mechanized service order completion notifications sent within 5 business days of work completion. Diagnostic – No penalty to be paid


 


4

















 


	
  Metric
  Number:

  	
   

  	
  Name:

  
	
   

  	
   

  	
   

  
	
  3

  	
   

  	
  Percent
  AT&T 13STATE Caused Missed Due Dates

  



 


Definition:


 


This measures the percentage
of orders/circuits completed after the committed due date. Includes only
orders/circuits with inward activity that have an assigned due date.


 


Exclusions:


 


•                  Canceled service orders


•                  Test Orders


•                  Orders that are not N, T, C.


•                  Administrative Orders


•                  Orders missed for facility reasons


•                  Due dates missed solely due to CLEC or
customer reasons will be excluded from the numerator.


•                  Excludes Interconnection Trunks


 


Business
Rules:


 


The due date is the date
negotiated by the customer and the AT&T-13STATE representative for service
activation. For CLEC orders, this is the due date reflected on the FOC. The
Completion Date is the day that AT&T-13STATE personnel complete the service
order provisioning activity. Wholesale Complete is measured at the order level.


 


Levels of
Disaggregation:


 


See
Benchmarks.


 


	
  Calculation:

  	
   

  	
  Report Structure/Geography:

  
	
   

  	
   

  	
   

  
	
  (Number of orders/circuits
  where the order completion date is greater than the FOC due date due to
  AT&T-13STATE reasons) ÷ (Total number of orders/circuits)

  	
   

  	
  By state

  



 


Benchmark/Parity
Performance Standard:


 


Wholesale Complete POTS – No
more than 5% missed due dates


 


5

















 


	
  Metric
  Number:

  	
   

  	
  Name:

  
	
   

  	
   

  	
   

  
	
  4

  	
   

  	
  Installation Quality

  



 


Definition:


 


This measures the percentage
of lines/circuits installed where a reported trouble was found in the network
within 10 calendar days Exclusions:


 


•                  Exclude pre-existing trouble


•                  AT&T-13STATE Test and Administrative
Orders


•                  Subsequent reports (additional customer calls
while the trouble is pending)


•                  Troubles beyond AT&T-13STATE’s control
(e.g., CPE troubles, troubles closed due to customer action, inside wire
troubles, Interexchange Carrier/Competitive Access Provider, Informational,
etc.)


•                  Troubles reported on the Order Completion
Date, or trouble reported prior to service order completion in AT&T-13STATE
Southwest systems (except as noted in the Business Rules section).


•                  Troubles reported but not found (Found OK,
Test OK, Came Clear)


•                  Troubles reported by AT&T-13STATE employees
in the course of performing preventative maintenance, where no customer has
reported a trouble


•                  Excludes disposition code “13” reports
(excludable reports), with the exception of code 1316, unless the trouble
report is taken prior to completion of the service order.(Refer to Appendix 2
for list of Excluded “13” disposition codes). In AT&T-13STATE Midwest
excludes disposition code “11”, “12” and “13” reports.


 


Business
Rules:


 


Wholesale Complete


 


Includes reports received
the day after AT&T-13STATE personnel complete the service order through 10
calendar days after completion. The denominator for this measure is the total
count of orders posted within the reporting month. (However, the denominator
will at a minimum equal the numerator). The numerator is the number of trouble
reports received during the reporting month within 10 days of service order
completion. These will be reported the month that they are closed. This will
include troubles taken on the day of completion found to be as a result of a
Local Wholesale Complete conversion.


 


Levels of
Disaggregation:


 


See
Benchmarks


 


 


	
  Calculation:

  	
   

  	
  Report Structure/Geography:

  
	
   

  	
   

  	
   

  
	
  Number of trouble reports
  submitted within 10 days of installation activity with trouble found in the
  network ÷ orders/circuits installed in the calendar month

  	
   

  	
  By state

  



 


Benchmark/Parity
Performance Standard:


 


Wholesale Complete POTS
–  trouble reports within 10 days of
installation not to exceed 8% of orders/circuits installed in the reporting
month


 


6

















 


	
  Metric
  Number:

  	
   

  	
  Name:

  
	
   

  	
   

  	
   

  
	
  5

  	
   

  	
  Repeat Trouble Report Rate

  



 


Definition:


 


Percentage of additional
reported/cleared Network trouble that had a Network trouble cleared within the
previous 10 days.


 


Exclusions:


 


•                  Disposition code
“13” reports (excludable reports), with the exception of code 1316, unless the
report is taken prior to the completion of the service order. In
AT&T-13STATE Midwest excludes disposition code “11”, “12” and “13” reports.


•                  Reports
submitted by AT&T-13STATE employees in the course of performing
preventative maintenance, where no customer has reported a trouble


•                  Troubles beyond
AT&T-13STATE’s control (e.g., CPE troubles, troubles closed due to customer
action, inside wire troubles, Interexchange Carrier/Competitive Access
Provider, Informational, etc.)


•                  Troubles
reported on the Order Completion Date, or, trouble reported prior to service
order completion in AT&T-13STATE systems


•                  Subsequent reports (additional customer calls
while the trouble is pending)


•                  Troubles reported but not found (e.g. Found
OK, Test OK, Came Clear)


•                  AT&T-13STATE official or administrative
orders


 


Business
Rules:


 


A repeat trouble report is
defined as a trouble on the same line/circuit as a previous trouble report that
occurred within the last 10 calendar days of the previous trouble. When the
second report is received within 10 days, the original report is marked as an
Original of a Repeat, and the second report is marked as a Repeat. If a third
report is received within 10 days, the second report is marked as an Original
of a Repeat as well as being a Repeat, and the third report is marked as a
Repeat. In this case there would be two repeat reports. If either the original
or the second report within 10 days is a measured report, then the second
report counts as a Repeat report. 


 


Levels of
Disaggregation: 


 


See
Benchmarks


 


	
  Calculation:

  	
   

  	
  Report Structure/Geography:

  
	
   

  	
   

  	
   

  
	
  Number of qualifying
  network trouble reports ÷ total network trouble reports found within the
  reporting month

  	
   

  	
  By state 

  



 


Benchmark/Parity
Performance Standard:


 


Wholesale Complete POTS – No
more than 10% repeat trouble reports in the reporting month


 


7

















 


	
  Metric
  Number:

  	
   

  	
  Name:

  
	
   

  	
   

  	
   

  
	
  6

  	
   

  	
  Out of Service within 48 Hours

  



 


Definition:


 


This measures the average
trouble duration interval from trouble receipt to trouble clearance.


 


Exclusions:


 


•                  Affecting service problems


•                  Subsequent reports (additional customer calls
while the trouble is pending)


•                  Troubles beyond AT&T-13STATE’s control (e.g.,
CPE troubles, troubles closed due to customer action, inside wire troubles,
Interexchange Carrier/Competitive Access Provider, Informational, etc.)


•                  Troubles reported by AT&T-13STATE
employees in the course of performing preventative maintenance, where no
customer reported a trouble


•                  For troubles where the stop clock is used,
the time period from when the stop clock is initiated until the time when the
clock resumes


•                  Excludes disposition code “13” reports
(excludable reports), with the exception of code 1316, unless the report is
taken prior to the completion of the service order. In AT&T-13STATE Midwest
excludes disposition code “11”, “12” and “13” reports.


•                  No access


•                  Delayed maintenance


 


Business
Rules:


 


Trouble duration intervals
may be measured on a running clock or limited stop-clock basis. Running clock
includes weekends and holidays A stop clock excludes time when AT&T-13STATE
does not have access to the customer premise. For example, if the customer
premises access is not available on a weekend, the clock stops at 5:00 p.m.
Friday, and resumes at 8:00 a.m. Monday. This applies to dispatched out tickets
only. The clock starts on the date and time AT&T-13STATE receives a trouble
report. The clock stops on the date and time that AT&T-13STATE personnel
clear the repair activity and complete the trouble report.


 


Levels of
Disaggregation: 


 


See
Benchmarks


 


	
  Calculation:

  	
   

  	
  Report Structure/Geography:

  
	
  å [(Date and time trouble report is cleared
  with the customer) - (date and time trouble report is received)] ÷ total
  network customer trouble reports in the reporting month

  	
   

  	
  By state

  



 


Benchmark/Parity
Performance Standard:


 


Wholesale Complete POTS –
90% OOS trouble reports cleared within 48 hours


 


8














 


APPENDIX LWC OPERATOR SERVICES 

AND DIRECTORY ASSISTANCE

(OS/DA)


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  	
   

  
	
  INTRODUCTION
  AND SCOPE

  	
   

  	
  1

  
	
  SPECIFICS
  OF OS OFFERING

  	
   

  	
  2

  
	
  SPECIFICS
  OF DA OFFERING

  	
   

  	
  3

  
	
  OS/DA NON-RECURRING CHARGES FOR LOADING AUTOMATED CALL
  GREETING (I.E., BRAND ANNOUNCEMENT), RATES AND REFERENCES

  	
   

  	
  4

  



 


2

















 


APPENDIX LWC OPERATOR SERVICES AND DIRECTORY ASSISTANCE
(OS/DA)


 


1.             INTRODUCTION AND SCOPE


 


1.1           This Appendix is an integral part of the Private Commercial Agreement
for Local Wholesale Complete (LWC) between AT&T-13STATE
and CARRIER, and sets forth terms and conditions for Operator Services (OS) and
Directory Assistance (DA) calls provided as part of LWC by the applicable AT&T-13STATE ILEC.


 


1.2           In the context of LWC only, AT&T-13STATE
will offer Operator Services (OS) and Directory Assistance (DA)  to CARRIER’s LWC End Users at the rates,
terms and conditions set forth in this Appendix and the LWC Pricing Schedule. OS/DA
is provided to CARRIER hereunder for use only with LWC. Use of OS and/or DA
provided under the Agreement and this Appendix is only available as part of and
use in conjunction with LWC. This Appendix is only applicable when CARRIER is
purchasing LWC, and then only as part of the LWCAL being provided (e.g., not
for use separately, or with respect to any other offering by AT&T-13STATE).


 


1.3           CARRIER’s LWC End Users shall have the same ability to reach AT&T-13STATE OS and DA platforms as
all AT&T-13STATE retail
end users served via the same AT&T-13STATE
end office switch providing the LWCAL from which the OS/DA call is originated,
including the following:


 


•      Dialing “0” or “0+NPA-NXX-xxxx” and obtaining Operator Services, such
as:


•      Operator-assisted dialing


•      Placing a Collect Call


•      Placing a “Bill to Third Number” Call


•      Obtaining Busy Line Verification


•      Attempting a Busy Line Interrupt


 


•      Dialing “411” or “555-1212” and reaching a Directory Assistance
Operator for purposes such as


•      Retrieving a Published Telephone Number


•      DA Call Completion to a Retrieved Tel Number


•      National Directory Assistance


•      Reverse Directory Assistance


•      Business Category Search (where available)


 


1.4           CARRIER’s LWC End Users shall be answered by AT&T-13STATE OS and DA platforms
with the same priority as AT&T-13STATE
retail end users served via the same AT&T-13STATE
end office switch providing the LWCAL from which the OS/DA call is originated. Any
technical difficulties in reaching the AT&T-13STATE
OS/DA platform (e.g., cable cuts in the OS/DA trunks, unusual OS/DA call
volumes, labor strikes at the OS/DA call centers, etc.) will be experienced at
parity with AT&T-13STATE
retail end users served via that same AT&T-13STATE
end office switch.


 


2.             SPECIFICS OF OS OFFERING


 


2.1           Operator Services Rate Structure. Where technically feasible and/or
available, AT&T-13STATE
will differentiate its OS charges by whether the CARRIER LWC End User is
receiving:


 


2.1.1        Manual OS call
assistance (i.e., provided a live, human Operator), for which a per work second
charge will apply, and 


 


2.1.2        Automated OS call
assistance (i.e., an OS switch equipment voice recognition feature, functioning
either fully or partially without live, human Operators), where a flat rate per
call charge will apply.


 


2.1.3        See LWC Pricing Schedule for the full set of OS recurring rates that
apply to LWC.


 


2.2           Operator Services Call Processing. Whether manual or automated, AT&T-13STATE will provide the
following services when originating a 0+ or 0- call from a LWCAL, regardless of
whether 1-411-dialed DA usage is also requested from that LWCAL:


 


3

















 


2.2.1        General Operator Assistance. The individual originating a 0+ or 0- call from a LWCAL asks the
Operator to provide local and intraLATA dialing assistance for the purposes of
completing calls or requesting information on how to place calls; handling
emergency calls, handling credits and handling person-to-person calls.


 


2.2.2        Calling Card. The
individual originating a 0+ or 0- call from a LWCAL provides operator with a
Calling Card number for billing purposes.


 


2.2.3        Collect. The
individual originating a 0+ or 0- call from a LWCAL asks the operator to bill
the call to the called number, provided such billing is accepted by the called
number.


 


2.2.4        Third Number Billed.
The individual originating a 0+ or 0- call from a LWCAL asks the operator to
bill the call to a different number than the calling or called number.


 


2.2.5        Busy Line Verification (BLV). A service in which the Operator, upon request, will check the
requested line for conversation in progress and advise the caller being served
via LWC of the status.


 


2.2.6        Busy Line Interrupt (BLI). A service in which the caller asks the Operator to interrupt a
conversation in progress, to determine if one of the parties is willing to
speak to the caller from a LWCAL requesting the interrupt. Busy Line Interrupt
service applies even if no conversation is in progress at the time of the
interrupt attempt, or when the parties interrupted refuse to terminate the
conversation in progress.


 


3.             SPECIFICS
OF DA OFFERING


 


3.1           Directory Assistance Rate Structure. Where technically feasible and/or
available, AT&T-13STATE
will NOT differentiate its DA products by type, and instead will charge for DA
products on a flat rate per call.


 


3.1.1        See LWC Pricing Schedule for the full set of DA recurring rates that
apply to LWC.


 


3.2           Directory Assistance Call Processing. Where technically feasible and/or
available, AT&T-13STATE  will
provide the following DA Services when originating a Directory Assistance call
from a LWCAL, regardless of whether Operator Services is also requested from
that LWCAL: 


 


3.2.1        Local Directory Assistance. Consists of providing published name, address and telephone number to
the individual originating a directory assistance call from a LWCAL.


 


3.2.2        Directory Assistance Call Completion (DACC) [Sometimes also known as “Express
Call Completion” (ECC)]. A
service in which a local or an intraLATA call to the requested number is
completed on behalf of the individual originating the call from a LWCAL,
utilizing an automated voice system or with operator assistance.


 


3.2.3        National Directory Assistance (NDA) [Where Available]. A service whereby callers may request directory assistance
information outside their LATA or Home NPA (the geographic numbering plan from
which a call originates) for a listed telephone number for residential,
business and government accounts throughout the 50 states.


 


3.2.4        Reverse Directory Assistance (RDA) [Where Available]. An Information Service consisting of providing
listed local and national name and address information associated with a
telephone number provided by the individual originating the call from a LWCAL.


 


3.2.5        Business Category Search (BCS) [Where Available]. A service in which an individual calling from a LWCAL
request business telephone number listings for a specified category of
business, when the name of the business is not known. Telephone numbers may be
requested for local and national businesses. A maximum of two requested
telephone numbers will be provided for each BCS call.


 


4

















 


4.             OS/DA
NON-RECURRING CHARGES FOR LOADING AUTOMATED CALL GREETING (I.E., BRAND
ANNOUNCEMENT), RATES AND REFERENCES


 


4.1           In all current AT&T-13STATE
OS/DA switches in AT&T-13STATE
service area, the incoming OS/DA call is automatically answered by a
pre-recorded greeting loaded into the switch itself, prior to being handled by
an automated equipment or live operator.


 


4.1.1        CARRIER may have a CARRIER-selected brand name or other greeting for
calls originating from a LWCAL by providing a pre-recorded announcement to AT&T-13STATE in conformity with the
format, length, and other requirements specified for all carriers on the
AT&T CLEC website (https:\\clec.sbc.com). AT&T-13STATE will then perform all of the loading and
testing of the announcement for each applicable switch prior to live traffic. CARRIER
may also change its pre-recorded announcement at any time by providing a new
pre-recorded announcement in the same manner, for subsequent loading and
testing charges.


 


4.1.2        If CARRIER does not wish to brand the OS/DA calls, CARRIER may also
have silence used instead upon connecting with the OS/DA switch by having AT&T-13STATE load a recording of
silence into the automatic, pre-recorded announcement slot, set for the
shortest possible duration allowed by the switch, to then be routed to
automated or live operators as with all other OS/DA calls.


 


4.1.3        AT&T-13STATE makes no warranties or representations that
silent announcements will be perceived by end users as ordinary mechanical
handling of OS/DA calls.


 


4.1.3.1     CARRIER understands that it is not technically feasible to avoid the
automatic pre-recorded announcement function in these OS/DA switches, and that
if it does not brand the call, CARRIER agrees to indemnify and hold AT&T-13STATE harmless from any
regulatory violation, consumer complaint, or other sanction for failing to
identify the OS/DA provider to the dialing end user.


 


4.1.3.2     AT&T-13STATE understands that it must make the silent recording play for the
shortest possible duration technically feasible for each applicable switch, and
accepts responsibility for any regulatory violation, consumer complaint, or other
sanction stemming from failure to do so (e.g., call handling delay), but
otherwise it has no responsibility if a silent announcement is chosen by
CARRIER. 


 


4.1.4        AT&T-13STATE will be responsible for loading the
CARRIER-provided recording or the silent announcement into all applicable OS
and/or DA switches prior to live traffic, testing the announcement for sound
quality at parity with that provided to AT&T-13STATE
retail end users. CARRIER will be responsible for paying the initial
announcement loading charges, and thereafter, the per-call charge (primarily to
cover switch maintenance), as well as any subsequent loading charges if a new
brand announcement is provided as specified above. Branding load charges are
Nonrecurring and are found in LWC Pricing Schedule. 


 


4.1.5        In the event the technical makeup of a particular AT&T-13STATE OS switch does not
route the incoming call through an automatic pre-recorded announcement, the
foregoing subsections do not apply, and CARRIER and AT&T-13STATE agree to make
alternative arrangements for OS branding announcements. 


 


4.1.6        Where the phraseology is the same for OS and DA branding, only one
branding charge will apply.


 


4.2           In all current AT&T-13STATE
OS/DA switches, the applicable CARRIER-charged retail OS/DA rates and a CARRIER-provided
contact number (e.g., a business office or repair call center) are loaded into
the system utilized by the OS and/or DA operator.


 


4.2.1        AT&T-13STATE will quote to any individual calling from a
LWCAL, when asked, CARRIER’s retail rates for all OS/DA services as loaded. If
further inquiries are made about rates or billing and/or “business office”
questions, the OS and DA operators shall direct the calling party’s inquiries
to the CARRIER-provided contact number.


 


5

















 


4.2.2        AT&T-13STATE will be responsible for loading the
CARRIER-provided OS/DA retail rates and the CARRIER-provided contact numbers
into the OS/DA switches. Rate/Reference load charges are Nonrecurring and are
found in LWC Pricing Schedule.


 


6














 


APPENDIX


LWC LOCAL NUMBER PORTABILITY


 


1

















 


TABLE OF CONTENTS


 


	
  SECTION

  	
   

  	
  SECTION NUMBER

  
	
   

  	
   

  
	
  INTRODUCTION

  	
  1

  
	
   

  	
   

  
	
  LOCAL
  NUMBER PORTABILITY (LNP)

  	
  2

  



 


2

















 


APPENDIX LWC LOCAL NUMBER PORTABILITY


 


1.                         INTRODUCTION


 


1.1                               This Appendix is an integral part of the
Private Commercial Agreement for Local Wholesale Complete (LWC) between AT&T-13STATE and CARRIER, and sets
forth the terms and conditions for Local Number Portability mutually provided
by AT&T-13STATE and
CARRIER for use in conjunction with LWC. 
Use of the LNP provided under the Agreement and this Appendix is only
available as part of and use in conjunction with LWC.  This Appendix is only applicable when CARRIER
is purchasing LWC, and then only as part of the LWC being provided (e.g., not
for use separately, or with respect to any other offering by AT&T-13STATE).


 


1.2                               This Appendix applies only when CARRIER is
using Basic Analog Switching Functionality (under this Agreement, and as
defined in the Agreement) that is being provided by AT&T-13STATE switches to or from
which telephone numbers may be ported, pursuant to 47 U.S.C. § 251(b)(2) and
associated FCC rules and orders, for serving CARRIER’s customers. CARRIER
acknowledges that this Appendix shall not apply to porting involving any other
arrangement (e.g., CARRIER owns and/or operates its own switch; CARRIER uses a
third-party switch to provide local exchange service; CARRIER uses another AT&T-13STATE offering to provide
local exchange service).


 


2.        LOCAL NUMBER PORTABILITY (LNP) 


 


2.1                                 General Terms and Conditions


 


2.1.1                      The Parties agree to provide Local Number
Portability (LNP) via Location Routing Number (LRN) to each other as required
by applicable law, including the FCC’s orders in CC Docket No. 95-116, and
consistent with Industry practices. 


 


2.1.2                      Other than as specifically provided elsewhere
in this Appendix, AT&T CONNECTICUT
does not offer LNP under this Appendix. 
Rather, LNP is available as described in Section 14 of the Connecticut
Tariff FCC No. 39.  


 


2.2                                 The Parties shall: 


 


2.2.1                      disclose, upon request, any technical
limitations that would prevent LNP implementation in a particular switching
office; and 


 


2.2.2                      provide LNP services and facilities where technically
feasible, subject to the availability of facilities, and only from properly
equipped central offices.


 


2.3                                 Obligations of AT&T-12STATE


 


2.3.1                      AT&T CALIFORNIA, AT&T
NEVADA, AT&T MIDWEST REGION 5-STATE, and AT&T SOUTHWEST REGION 5-STATE have
deployed LRN in all of their circuit switches used to provide LWC that exist on
the Effective Date. 


 


2.3.2                      AT&T-12STATE may cancel any line-based calling cards
associated with telephone numbers ported from any of their switches.


 


2.4                                 Obligations of CARRIER


 


2.4.1                      CARRIER shall adhere to AT&T-13STATE’s Local Service
Request (LSR) format and LNP due date intervals.   


 


2.5                                 Obligations of Both Parties 


 


2.5.1                      When a ported telephone number becomes
vacant, e.g., the telephone number is no longer in service by the original end
user, the ported telephone number will be released back to the
telecommunications carrier owning the switch in which the telephone number’s
NXX is native.


 


3

















 


2.5.2                      AT&T-13STATE has the right to block default routed call
entering a network in order to protect the public switched network from
overload, congestion, or failure propagation. 


 


2.5.3                      Industry guidelines shall be followed
regarding all aspects of porting numbers from one network to another. 


 


2.6                                 Limitations of Service 


 


2.6.1                      Telephone numbers can be ported as a basic network offering only within AT&T-13STATE rate centers or rate
districts, whichever is a smaller geographic area, as approved by state
Commissions. 


 


2.6.2                      Telephone numbers in the following AT&T-12STATE NXXs shall not be
ported: (i) AT&T-12STATE Official Communications Services
(OCS) NXXs; and (ii) NXX 555, 976, 950, 900 telephone numbers (TNs), Unassigned
TNs, Disconnected TNs, N11 TNs (such as 411, 911, etc.), and 800/888/877/866
TNs.  


 


2.7                                 Basic SPNP Service 


 


2.7.1                      The Parties agree not to charge each other
for ordering, provisioning, or conversion of ported telephone numbers as a
means for the other to recover the costs associated with LNP.  Notwithstanding the foregoing, AT&T-13STATE may charge CARRIER LNP
end-user surcharges in conjunction with the provision of LWCALs, provided that
the conditions set forth in 47 C.F.R. § 52.33 are met. 


 


2.7.2                      For each LWCAL, CARRIER agrees to pay a
charge that is equal to any number portability end user surcharge or other
substantially similar charge applicable to an AT&T-13STATE retail or resale end user pursuant to an
effective interstate and/or intrastate tariff. 
The terms and conditions associated with such LWCAL charge hereunder shall
be the same as applicable to AT&T-13STATE’s
retail or resale end users pursuant to such tariffs applicable to them, as if
the LWCAL End User were an AT&T-13STATE
retail or resale end user.


 


2.7.3                        As of the Effective Date of the Agreement, AT&T-13STATE’s LNP tariffs are
found as follows:


 


 


	
  AT&T CALIFORNIA

  	
   

  	
  FCC#1,
  Section 13

  
	
  AT&T NEVADA

  	
   

  	
  FCC#1,
  Section 19

  
	
  AT&T MIDWEST REGION 5-STATE

  	
   

  	
  FCC#2,
  Section 4

  
	
  AT&T SOUTHWEST REGION 5-STATE

  	
   

  	
  FCC#73,
  Section 34

  
	
  AT&T CONNECTICUT

  	
   

  	
  FCC#39,
  Section 14.

  



 


4














 


LWC PRICING SCHEDULE


 


1.          Rates


 


	
   

  	
   

  	
   

  	
   

  	
  POTENTIAL

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  DISCOUNTS/

  	
   

  	
   

  	
   

  	
  RECURRING RATE-

  	
   

  	
  NONRECURRING RATE

  	
   

  	
  NONRECURRING RATE

  
	
  LINE

  	
   

  	
  PRODUCT

  	
   

  	
  ADJUSTMENTS

  	
   

  	
  CALENDAR YEAR

  	
   

  	
  RESIDENTIAL AND BUSINESS

  	
   

  	
  FIRST

  	
   

  	
  ADDITIONAL

  
	
  1

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  2

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  3

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  4

  	
   

  	
  LWCAL Base

  Rate(1)

  	
   

  	
  A, B (Maximum Discount $2.50)

  	
   

  	
  2007

  	
   

  	
  $ 30.00 / LWCAL

  	
   

  	
   

  	
   

  	
   

  
	
  5

  	
   

  	
   

  	
   

  	
  A, B (Maximum Discount $2.50)

  	
   

  	
  2008

  	
   

  	
  2007 LWCAL Base Rate, adjusted by U.S. Consumer Price
  Index (all urban consumers/all items)

  	
   

  	
   

  	
   

  	
   

  
	
  6

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  7

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  8

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  9

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  10

  	
   

  	
  LWCAL Base Rate Discount
  Structure(2)

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  11

  	
   

  	
  Discount A

  	
   

  	
  Recurring

  	
   

  	
  Days Sales Outstanding (D- S-O) Discount (30.0 days
  or less)

  	
   

  	
  ($1.00) / LWCAL

  	
   

  	
   

  	
   

  	
   

  
	
  12

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  13

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  14

  	
   

  	
  Discount B

  	
   

  	
  Recurring

  	
   

  	
  Volume Discount

  	
   

  	
  See 6.3.1.2. et. seq. of Attachment LWC for
  eligibility requirements and application of Volume Discounts, which controls
  over this LWC Pricing Schedule with respect to Volume Discounts. Minimum
  Number of Total In-Service LWCALs Required at End of a Measurement Period for
  application of First, Second and/or Third Volume Discounts during the next
  Application Period are generally as follows: If at least 100,000 LWCALs in
  service, then First Volume Discount of $.50 from LWCAL Base Rate for all LWCALs.
  If total LWCALS in service is between 250,000 – 449,999, inclusive, then
  Second Volume Discount of $.50 from LWCAL Base Rate for all LWCALs. If total
  LWCALS in service is at least 450,000, inclusive, then Third Volume Discount
  of $.50 from LWCAL Base Rate for all LWCALs. Note: Maximum  Volume
  Discount is $1.50 from LWCAL Base Rate (aggregation of First, Second, and
  Third Volume Discounts).

  	
   

  	
   

  	
   

  	
   

  
	
  15

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  16

  	
   

  	
  Usage

  	
   

  	
   

  	
   

  	
  MOU Rate

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  17

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Per MOU

  	
   

  	
  $ 0.0020

  	
   

  	
   

  	
   

  	
   

  



 






(1) OK
Line Class Codes for former OK “Local Plus®” offering is not included within
the LWCAL Base Rate. The monthly recurring rate for use of those OK LCCs is
$1.00/LWCAL.


(2) See Commercial Agreement,
including Attachment Local Wholesale Complete, (“CA”) for terms and conditions
for each of the LWCAL Base Rate discounts, including their calculation,
availability, and application.


 


1

















 


	
   

  	
   

  	
   

  	
   

  	
  POTENTIAL

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  DISCOUNTS/

  	
   

  	
   

  	
   

  	
  RECURRING RATE-

  	
   

  	
  NONRECURRING RATE

  	
   

  	
  NONRECURRING RATE

  
	
  LINE

  	
   

  	
  PRODUCT

  	
   

  	
  ADJUSTMENTS

  	
   

  	
  CALENDAR YEAR

  	
   

  	
  RESIDENTIAL AND BUSINESS

  	
   

  	
  FIRST

  	
   

  	
  ADDITIONAL

  
	
  18

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  19

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  20

  	
   

  	
  Optional Services

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  21

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Privacy Manager®

  	
   

  	
  $

  	
   3.50 / LWCAL

  	
   

  	
   

  	
   

  	
   

  
	
  22

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  23

  	
   

  	
  Optional EAS Functionality

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  24

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Optional Two-Way EAS (AT&T Texas only, where
  currently Activated and available)

  	
   

  	
  $

  	
  8.00/LWCAL

  	
   

  	
   

  	
   

  	
   

  
	
  25

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Optional One-Way EAS (AT&T Texas only, where
  currently Activated and available)

  	
   

  	
  $

  	
  3.00/LWCAL

  	
   

  	
   

  	
   

  	
   

  
	
  26

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Optional One-Way EAS (AT&T Arkansas only, where
  currently Activated available)

  	
   

  	
  $

  	
  3.00/LWCAL

  	
   

  	
   

  	
   

  	
   

  
	
  27

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  28

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  29

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  30

  	
   

  	
  Directory Assistance

  	
   

  	
   

  	
   

  	
  Directory Assistance (DA) per call

  	
   

  	
  $

  	
   0.41

  	
   

  	
  None

  	
   

  	
  None

  
	
  31

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  National DA (NDA) per call; Business Search Category
  (BCS) per call; Reverse Directory Assistance (RDA) per call

  	
   

  	
  $

  	
   0.65

  	
   

  	
  None

  	
   

  	
  None

  
	
  32

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Directory Assistance Call Completion (DACC) - per
  call

  	
   

  	
  $

  	
   0.15

  	
   

  	
  None

  	
   

  	
  None

  
	
  33

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Directory Assistance Non- Pub Emergency Service – per
  call

  	
   

  	
  $

  	
   2.00

  	
   

  	
  None

  	
   

  	
  None

  
	
  34

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Directory Assistance - Branding - Initial/Subsequent
  Load per OS switch

  	
   

  	
  None

  	
   

  	
  $

  	
   1,800.00

  	
   

  	
  $

  	
   1,800.00

  
	
  35

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Directory Assistance - Branding - per call

  	
   

  	
  $

  	
   0.03

  	
   

  	
  None

  	
   

  	
  None

  
	
  36

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Directory Assistance - Rate Reference Initial Load
  Per AT&T state/In-Region – Local and IntraLATA rates

  	
   

  	
  None

  	
   

  	
  $

  	
   5,000.00

  	
   

  	
  None

  
	
  37

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Directory Assistance - Rate Reference Subsequent Load
  Per AT&T state/In-Region – Local and IntraLATA rates

  	
   

  	
  None

  	
   

  	
  None

  	
   

  	
  $

  	
   1,500.00

  
	
  38

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  39

  	
   

  	
  Directory Listings

  	
   

  	
   

  	
   

  	
  Non-List, Non-Pub, Foreign, enhanced, additional,
  alternate or other special listing types

  	
   

  	
  Retail tariff rate

  	
   

  	
  Retail tariff rate

  	
   

  	
  Retail tariff rate

  
	
  40

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  41

  	
   

  	
  Operator Services

  	
   

  	
   

  	
   

  	
  Operated Services - Fully Automated Call Processing
  (Per completed automated call) 

  	
   

  	
  $

  	
   0.15

  	
   

  	
  None

  	
   

  	
  None

  
	
  42

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Operator Services - Operator Assisted Call Processing
  (Per work second)

  	
   

  	
  $

  	
   0.03

  	
   

  	
  None

  	
   

  	
  None

  
	
  43

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Operator Services - Branding Initial/Subsequent Load
  per OS switch

  	
   

  	
  None

  	
   

  	
  $

  	
   1,800.00

  	
   

  	
  $

  	
   1,800.00

  
	
  44

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Operator Services - Branding Per call

  	
   

  	
  $

  	
   0.03

  	
   

  	
  None

  	
   

  	
  None

  



 


2

















 


	
   

  	
   

  	
   

  	
   

  	
  POTENTIAL

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  DISCOUNTS/

  	
   

  	
   

  	
   

  	
  RECURRING RATE-

  	
   

  	
  NONRECURRING RATE

  	
   

  	
  NONRECURRING RATE

  
	
  LINE

  	
   

  	
  PRODUCT

  	
   

  	
  ADJUSTMENTS

  	
   

  	
  CALENDAR YEAR

  	
   

  	
  RESIDENTIAL AND BUSINESS

  	
   

  	
  FIRST

  	
   

  	
  ADDITIONAL

  
	
  45

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Operator Services - Rate Reference - Initial Load Per
  AT&T state/In-Region –Local and IntraLATA rates

  	
   

  	
  None

  	
   

  	
  $

  	
   5,000.00

  	
   

  	
  None

  
	
  46

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Operator Services - Rate Reference - Subsequent Load
  Per AT&T state/In- Region – Local and IntraLATA rates

  	
   

  	
  None

  	
   

  	
  None

  	
   

  	
  $

  	
   1,500.00

  
	
  47

  	
   

  	
  Service Order Charges

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  48

  	
   

  	
   

  	
   

  	
  D

  	
   

  	
  Electronic Service Order

  	
   

  	
   

  	
   

  	
  $

  	
   15.00 / LSR

  	
   

  	
   

  
	
  49

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Manual Service Order

  	
   

  	
   

  	
   

  	
  $

  	
   50.00 / LSR

  	
   

  	
   

  
	
  50

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Service Order Expedite Request (in addition to SO charge)

  	
   

  	
   

  	
   

  	
  $

  	
   2.50 / LSR

  	
   

  	
   

  
	
  51

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  UNE-P Transition Charge

  	
   

  	
   

  	
   

  	
  $

  	
   1.00 / line(3)

  	
   

  	
   

  
	
  52

  	
   

  	
  Electronic Service Order Charge
  Discount Structure

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  53

  	
   

  	
  Discount D(4)

  	
   

  	
  Non-Recurring

  	
   

  	
  Electronic “Flow Through” Discount

  	
   

  	
   

  	
   

  	
  ($7.50) per LWC LSR if Flow Through is 95.0% or
  higher(5)

  	
   

  	
   

  
	
  54

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  55

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  56

  	
   

  	
  Other Charges

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  57

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Bill Inquiry/Dispute (Charges sustained)

  	
   

  	
   

  	
   

  	
  $

  	
  25.00 / Incident

  	
   

  	
   

  
	
  58

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Paper Bill

  	
   

  	
   

  	
   

  	
  $

  	
  25.00 / Incident

  	
   

  	
   

  
	
  59

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Duplicate Bill

  	
   

  	
   

  	
   

  	
  $

  	
  25.00 / Incident

  	
   

  	
   

  
	
  60

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  False Technician Dispatch (CLEC Fault)

  	
   

  	
   

  	
   

  	
  $

  	
  75.00 / Incident

  	
   

  	
   

  
	
  61

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Non-EFT payment or credit

  	
   

  	
   

  	
   

  	
  $

  	
  25.00 / Incident

  	
   

  	
   

  
	
  62

  	
   

  	
  911/E911

  	
   

  	
   

  	
   

  	
  911/E911 Database Management ANI/ALI/SR Per 100
  Records per state (AT&T IL, AT&T IN, AT&T MI, AT&T OH,
  AT&T WI)(6)

  	
   

  	
  $

  	
   4.10

  	
   

  	
   

  	
   

  	
   

  
																



 






(3) Refer to related terms
and conditions in CA for this rate element. This rate applies ONLY IF the
relevant “UNE-P Transition” conversion order is submitted, in a timely fashion,
via electronic service order.


(4)
Refer to related terms,
conditions and pricing in CA for this rate element, including its calculation
and application. The Flow Through Objective is 95.0%.


(5)
Discount applies only once per LSR (e.g., do not get same discount applied
twice to the same LSR).


(6)
Number of records are rounded up to the nearest 100, a per State basis.


 


3