CONVENIENCE OF
REFERENCE ONLY AND SHALL NOT LIMIT OR OTHERWISE AFFECT THE MEANING HEREOF.
(I)
GOVERNING LAW.
THE INTERNAL LAWS OF THE STATE OF NEW YORK SHALL
GOVERN THE ENFORCEABILITY AND VALIDITY OF THIS AGREEMENT, THE CONSTRUCTION OF
ITS TERMS AND THE INTERPRETATION OF THE RIGHTS AND DUTIES OF THE PARTIES HERETO
WITHOUT GIVING EFFECT TO CONFLICTS OF LAWS, RULES OR PRINCIPLES.
(J)
SEVERABILITY.
IN THE EVENT THAT ANY ONE OR MORE OF THE
PROVISIONS CONTAINED HEREIN, OR THE APPLICATION THEREOF IN ANY CIRCUMSTANCE, IS
HELD INVALID, ILLEGAL OR UNENFORCEABLE,
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THE VALIDITY, LEGALITY AND ENFORCEABILITY OF ANY SUCH PROVISION IN EVERY OTHER
RESPECT AND OF THE REMAINING PROVISIONS CONTAINED HEREIN SHALL NOT BE AFFECTED
OR IMPAIRED THEREBY.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first written above.
QWEST COMMUNICATIONS INTERNATIONAL INC.
QWEST SERVICES CORPORATION
QWEST CAPITAL FUNDING, INC.
By:
/s/ Rahn K. Porter
Name: Rahn K. Porter
Title: Senior Vice President and Treasurer
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CITIGROUP GLOBAL MARKETS INC.,
As Representative of the Initial Purchasers
By:
/s/ Niraj J. Shah
Name: Niraj J. Shah
Title: Managing Director
26