20051101Application.pdf

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SaltLake City, UT 84180
Phone: [phone]
Fax: [phone]
October 27, 2005
Mrs. Jean Jewell
Commission Secretary
IDAHO PUBLIC UTILITIES COMMISSION
472 West Washington Street
Boise, ill 83702
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RE:Local and EAS Service Agreement between Citizens Telecommunications Company of Idaho
and WaveSent, LLC.
Dear Mrs. Jewell:
Citizens Telecommunications Company of Idaho ("CTC-Idaho ) hereby submits for approval by the
Idaho Public Utilities Commission ("Commission ) the enclosed "Local and EAS Service Agreement"
dated September 1, 2005 ("Agreement"), which provides for the interconnection of WaveSent, LLC with
CTC-ldaho. This Agreement was reached through voluntary negotiations without resort to mediation or
arbitration and is submitted for approval pursuant to Section 252 (e) of the Communications Act of 1934
as amended by the Telecommunications Act of 1996 ("the Act") and the requirements of Idaho
AdnUnistrative Code, 31.42., Rule 408.
Section 252(e)(2) of the Act directs that a state Commission may reject an agreement reached through
voluntary negotiations only if the commission finds that
(1)
(2)
the agreement (or portion thereof) discriminates against a telecommunications carrier
not a party to the agreement; or
the implementation of such agreement or portion is not consistent with the public
interest, convenience and necessity.
CTC-ldaho respectfully submits that the Agreement provides no basis for either of these findings and,
thus, requests that the Commission approve the Agreement expeditiously. First, the Agreement does not
discriminate against any other telecommunications carrier because CTC-Idaho has made the tenns of the
Agreement available to other carriers. Second, the Agreement is consistent with the public interest as
identffied in the pro-competitive policies of the State of Idaho, the Commission, the U.S. Congress and
the Federal Communications Commission. The Agreement will enable Wave Sent LLC to provide
service to, and interconnect with, a greater number of telecommunications customers in Idaho.
Expeditious approval of this Agreement will facilitate immediate competition in the telecommunications
market.
CTC-Idaho further requests that the Commission approve this Agreement without a hearing and without
allowing the intervention of other parties. Because this Agreement was reached through voluntary
negotiations, it does not raise issues requiring a hearing and does not concern other parties not a part of
the negotiations. Expeditious approval would further the public interest.
Enclosed are an original and two copies of this filing as specified in IDAPA 31.01.01(061)(01)(c). Also
included is a copy of this letter. Please return the copy of this letter, date-stamped in the enclosed
postage-paid envelope.
If you have any questions regarding this matter, please contact me at 801-924-6357 (voice), 801-924-
6363 (fax) or ingo.henningsen~czn.com (e-mail).
Sincerely,
go Henningsen
Manager - Government and External Affairs
Agreement Number: 05-WaveSentCTCID-OOO
LOCAL AND EAS SERVICE AGREEMENT
By and Between
Citizens Telecommunications Company of Idaho
And
WaveSent LLC
September 1,2005
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Agreement Number: 05-WaveSentCTqQ-OOO ",''" i '
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SCOPE OF AGREEMENT ........................................................................
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TABLE OF CONTENTS
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DEFINITIONS ................................................................................................................
COMPENSATION FOR CALL TERMINATIONS ............................................................
PHYSICAL INTERCONNECTION..................................................................................
SIGNALING SYSTEM AND ADMINSTRA TION .............................................................
TRUNK FOR CASTING ..................................................................................................
GRADE OF SERVICE....................................................................................................
NETWORK MANAGEMENT....................... ................................
............ .......................
TERM OF AGREEMENT.......................................... ...........................
................. .........
AMENDMENT OF AGREEMENT........................................... ............ ........ .................... 7
ASSIGNMENT...... ........... ....................................... .................... ................ ................... 7
ENTIRE AGREEMENT """""""""""""'
""""""""""""..............................................
FORCE MAJEURE ........................................................................................................
NO LICENSE............................................................................. .............. ......................
INDEPENDENT CONTRACTOR RELATIONSHIP .................................................. .....
LIMINATION OF LIABILITY ....................u.....................................................................
DISCLAIMER OF WARRANTIES ..................................................................................
INDEMNITY ...................................................................................................................
CONTROLLING LAW ....................................................................................................
SEVERABILITY........... ............................................ .................... ................................
DEFAUL T.....................................................................................................................
CONFIDENT AILITY
........................................................................... ......... .................
DISPUTE RESOLUTION .............................................................................................
WAIVERS ....................................................................................................................
NO TH IRD PARTY BENEFICIARIES............. .......... ................
................................ ....
NOTICES.....................................................................................................................
EXHIBIT
Page
Agreement Number: 05-WaveSentCTCID-OOO
LOCAL AND EAS SERVICE AGREEMENT
This Agreement ("Agreement"
),
is entered into by and between Citizens
Telecommunications Company of Idaho ("Citizens ) and WaveSent LLC, an Idaho
Company ("Carrier ). Citizens and Carrier may also be referred to herein singularly as a
Party" or collectively as the "Parties
WHEREAS, Carrier is authorized by the Commission as a Competitive Local
Exchange Carrier or a Local Exchange Carrier and provides such service to its end user
customers; and
WHEREAS, Citizens is an Incumbent Local Exchange Carrier (ILEC) providing
local exchange service; and
WHEREAS, Carrier terminates Local Exchange Service traffic that originates
from Citizens subscribers, and Citizens terminates Local Exchange Service traffic that
originates from Carrier s subscribers; and
WHEREAS, Carrier wishes to terminate calls to Citizens' end users within
Citizens Local Exchange Service territory in a Local and Extended Area Service
arrangement. If Carrier requests to provide Local Service within the Citizens ILEC
serving territory under Sections 251 or 252 or the ACT, an additional agreement will be
required.
NOW, THEREFORE , IN CONSIDERATION of the covenants contained herein
the Parties hereby agree as follows:
SCOPE OF AGREEMENT
This Agreement sets forth terms and conditions under which Citizens and
Carrier agree to interconnect their networks for Local and Extended Area
Service (EAS) telecommunications services. The Agreement includes all
accompanying Exhibits.
The Parties agree to connect their respective networks at mutually
agreed upon points so as to furnish Local and Extended Area Service
between those Exchanges of Carrier and those Exchanges of Citizens
stated on Exhibit 1. The point of interconnection (POI) must be within the
exchange service territory of Citizens. This section is expressly limited to
the transport and termination of Local and EAS Traffic originated by and
terminated to end users of the Parties in this Agreement.
Page
Agreement Number: 05-WaveSentCTCID-OOO
In the performance of their obligations under this Agreement, the Parties
will act in good faith and consistently with the intent of the Act. Where
notice , approval or similar action by a Party is permitted or required byany provision of this Agreement, the Act, or a state Commission
(including, without limitation, the obligation of the Parties to further
negotiate the resolution of new or open issues under this Agreement)
such action shall not be unreasonably delayed, withheld or conditioned.
DEFINITIONS
Except as otherwise specified herein, the following definitions will apply to all
sections contained in this Agreement. Additional definitions that are specific
the matters covered in a particular section may appear in that section.
2.4.
Act , as used in this Agreement, means the Communications Act of 1934
(47 U.C. Section 151 et sea ), as amended by the Telecommunications
Act of 1996, and as from time to time interpreted in the duly authorized
rules and regulations of the Federal Communications Commission
FCC") or the Commission.
CLL! Codes means Common Language Location Identifier Codes.
Commission means the State Commission.
DS 1 is a digital signal rate of 1.544 Megabits per second ("Mbps
DS3 is a digital signal rate of 44.736 Mbps.
Extended Area Service (EAS) means a billing arrangement in which
unlimited calls to specific areas outside of a normal flat-rate area are
offered to a customer for a fixed monthly charge.
Interconnection in this Agreement is as defined in the Act.
Local ExchanQe RoutinQ Guide (LERG) is Telcordia reference
document used to identify NPA-NXX routing and homing information as
well as network element and equipment designations.
Local ExchanQe Service means the provision of telephone exchange
traffic or exchange access which originates and terminates within the
local calling area boundary as established and defined by Citizens Tariffs.
10. Point of Interconnection (POI) means the physicallocation(s) at which the
Parties' networks meet for the purpose of exchanging and EAS traffic.
11. Ratinq Point is the V&H coordinates associated with a particular
telephone number for rating purposes.
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Agreement Number: 05-WaveSentCTCID-OOO
COMPENSATION FOR CALL TERMINATION & FACILITIES
Subject to the limitations in this Section 3, the Parties each agree to
terminate the other Party s EAS traffic on a Bill and Keep basis of
compensation. "Bill and Keep" shall mean that the originating Party has
no obligation to pay terminating charges to the other Party for terminating
the traffic, regardless of any charges the originating Party may assess its
subscribers. The Parties each agree there will be separate and distinct
trunk group for EAS traffic, subject to the provisions of Sections 4 , of
this agreement.
1 The Parties agree to exchange ISP Bound Traffic in accordance
with the Order on Remand by the Federal Communications Commission
FCC") in CC Docket No. 96-98 on April 27, 2001 on a bill and keep
basis. The preceding sentence applies only to the exchange of traffic
between these Parties and a separate determination of what ISP Bound
Traffic was exchanged between Citizens and any other party adopting
this Agreement under 47 U.C. ~ 252(i) shall be required in order to
determine the appropriate compensation of ISP-Bound Traffic and EAS
Traffic between Citizens and any such other: party.
To the extent the parties terminate EAS Traffic other than ISP
Bound Traffic they expect the volume of EAS Traffic each party
terminates to be comparable , thereby justifying the use of combined
trunks for EAS Traffic and ISP Bound Traffic. As such it will not be
possible to identify EAS Traffic and the Parties will reciprocally
compensate each other using Bill and Keep.
The fact that ISP Bound Traffic and de minimus amounts of EAS
Traffic are compensated for on a bill and keep basis shall not change the
compensation set forth in this Agreement for any other traffic or services,
including but not limited to facilities for interconnection, access traffic
wireless traffic, and transit traffic.
1.4 This Agreement does not address the exchange of wireless-to-
wireline or wireline-to-wireless traffic, which will be exchanged at a rate of
$0.0112 per minute of usage.
Carrier may lease facilities from Frontier or an alternate third Party
provider for the provisions of EAS Interconnection trunking, in which case
the Carrier will bare the full cost of leasing such facility. Carrier agrees to
pay Frontier applicable tariff rates if the facility is provided by Frontier.
No Party will construct facilities that require the other Party to build
unnecessary facilities.
PHYSICAL INTERCONNECTION
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4.4.
Agreement Number: 05-WaveSentCTCID-OOO
The Parties will establish Local/EAS Interconnection Trunks to exchange
Local lEAS traffic. All Local/EAS Interconnection Trunk Groups
established directly with the other Party s network including facilities and
Points of Interconnection ("POls ) will conform with Exhibit 1. The Parties
agree that all Local/EAS traffic exchanged between them will be on
trunks exclusively dedicated to such traffic. Neither Party will terminate
Interlata toll Switched Access traffic or originate untranslated
800/888/877/866 traffic over Local/EAS Interconnection Trunks.
Local/EAS Interconnection will be provided via two-way trunks where
technically feasible unless both Parties agree to implement one-way
trunks on a case-by-case basis.
In the event traffic is exchanged indirectly with Carrier, either Party'
traffic may be transited through one or more intermediaries for
interconnection with the other Party s system before reaching Frontier
End Office or Carrier switch. Indirect traffic will be subject to
Compensation described in Section 3, Compensation for Call Termination
and Facilities.
In the event traffic volumes exceed a DS1 level (512 centum call
seconds or CCS) when measured at the busy hour at least fifteen (15)
times per month over a two (2) month period, the Parties will in good faith
jointly work to establish one or more direct interconnection(s) pursuant to
this Section 4.
If Carrier provides service using an NPA-NXX assigned solely to a
rate center, where Frontier provides EAS or a Commission approved
optional calling plan, and Carrier chooses to indirectly interconnect by
using the tandem switching facilities of a third party, each Party shall
reciprocally terminate on its network traffic originating from the other
Party s network, pursuant to Section 3 , Compensation for Termination
and Facilities.
A POI is a negotiated point of interconnection , limited to the
interconnection of facilities between one Party s switch and the other
Party s switch. The actual physical POI and facilities used will be subject
to negotiations between the Parties, but must be within the geographic
area served by Citizens within the exchange boundary. Each Party will
be responsible for its portion of the construction to the POI.
The Parties will mutually agree on the appropriate sizing for facilities
based on the standards set forth below. The capacity of interconnection
facilities provided by each Party will be based on mutual forecasts and
sound engineering practice, as mutually agreed to by the Parties. The
interconnection facilities provided by each Party shall be formatted using
Alternate Mark Inversion (AMI) Line Code with Superframe Format
Framing. Carrier shall be responsible for establishing direct trunks to
Citizens.
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Agreement Number: 05-WaveSentCTCID-OOO
The electrical interface at the POleS) will be DS1 or DS3 as mutually
agreed to by the Parties. When a DS3 interface is agreed to by the
Parties, Citizens will provide any multiplexing required for DS1 facilities or
trunking at their end and Carrier will provide any DS1 multiplexing
required for facilities or trunking at their end.
To the extent available, the parties will interconnect their networks using
SS? signaling where technically feasible and available as defined in
appUcable industry standards including ISDN user part ("ISUP") for trunk
signaling and transaction capabilities application part ("TCAP") for
common channel signaling based features in the interconnection of their
networks.
Citizens and Carrier will engineer all Traffic Exchange Trunk using a
network loss plan conforming to ANSI T1.508-1998 and ANSI T1.508-
1998 Supplement A.
Where additional equipment is required, such equipment would be
obtained, engineered, and installed on the same basis and with the same
intervals as any similar growth job for Carriers , or Citizens internal
customer demand.
N11 codes (e.g., 411 , 611 , & 911) shall not be sent between Carrier
network and Citizen s network over the Local/EAS Interconnection Trunk
Groups.
5. SIGNALING SYSTEMS AND ADMINISTRATION
The Parties will interconnect their networks using SS7 signaling associated with
all interconnection trunk groups as defined in Telcordia GR-246 "Bell
Communications Research Specification of Signaling Systems 7 (SS7) and GR-
905, "Common Channel Signaling Network Interface Specification (CCSNIS)
Supporting Interconnection , Message Transfer Part (MTP), and Integrated
Services Digital Network (ISDN) User Part (ISUP)"inciuding ISDN User Part
ISUP") for trunk signaling and Transaction Capabilities Application Part
TCAP") for CCS-based features in the interconnection of their networks.
6. TRUNK FORECASTING
The Parties will work towards the development of joint forecasting responsibilities
for traffic utilization over interconnection trunk groups covered in this Agreement.
Orders for trunks that exceed forecasted quantities for forecasted locations will
be accommodated as facilities and/or equipment becomes available. Parties will
make all reasonable efforts and cooperate in good faith to develop alternative
solutions to accommodate orders when facilities are not available. Intercompany
forecast information must be provided by the Parties to each other upon
reasonable request.
7. GRADE OF SERVICE
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Agreement Number: 05-WaveSentCTCID-OOO
Each Party will provision their network to provide a P.O1 grade of service.
8. NETWORK MANAGEMENT
Protective Controls
Either Party may use protective network traffic management controls
such as 7 -digit and 10-digit code gaps on traffic toward each other
network when required to protect the public switched network from
congestion due to facility failures, switch congestion or failure or focused
overload. Carrier and Citizens will immediately notify each other of any
protective control action planned or executed.
Mass Calling
Carrier and Citizens will cooperate and share pre-planning information
regarding cross-network call-ins expected to generate large or focused
temporary increases in call volumes. The promotion of mass calling
services is not in the best interest of either Party. If one Party s network
is burdened repeatedly more than the other Party's network, the Parties
will meet and discuss the cause and impact of such calling and will agree
on how to equitably share the costs and revenues associated with the
calls and on methods for managing the call volume.
Network Harm
Neither Party will use any service related to or using any of the services
provided in this Agreement in any manner that interferes with third parties
in the use of their service, prevents third parties from using their service,
impairs the quality of service to other carriers or to either Party
Customers; causes electrical hazards to either Party personnel,
damage to either Party's equipment or malfunction of either Party s billing
equipment (individually and collectively, "Network Harm
).
If a Network
Harm will occur or if a Party reasonably determines that a Network Harm
is imminent, such Party will , where practicable, notify the other Party that
temporary discontinuance or refusal of service may be required;
provided, however, wherever prior notice is not practicable, such Party
may temporarily discontinue or refuse service forthwith, if such action is
reasonable under the. circumstances. In case of such temporary
discontinuance or refusal, such Party will:
(a)Promptly notify the other Party of such temporary discontinuance
or refusal; and
(b)Afford the other Party the opportunity to correct the situation
which gave rise to such temporary discontinuance or refusal.
TERM OF AGREEMENT
This Agreement will commence when fully executed and have an initial term for
one (1) year provided that either party will have the right to terminate this
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10.
Agreement Number: 05-WaveSentCTCID-OOO
agreement with or without cause on sixty (60) days written notice or negotiate an
amendment to this Agreement. Thereafter, this Agreement shall automatically
renew for successive one (1) year periods unless terminated as provided above.
Upon termination of the Agreement, the interconnection arrangements between
parties will continue without interruption. If Carrier wishes to serve customers
located within Citizen s local serving area, Carrier will initiate a written request to
pursue negotiations under Section 251 of the Act.
AMENDMENT OF AGREEMENT
This Agreement may not be amended , modified, or supplemented, nor may any
obligations hereunder be waived by a party, except by written instrument signed
by both parties.
11.ASSIGNMENT
Neither Party may assign or transfer (whether by operation of law or otherwise)
this Agreement (or any rights or obligations hereunder) to a third party without
the prior written consent of the other Party; provided that each Party may assign
this Agreement to a corporate affiliate or an entity under its common control or
an entity acquiring all or substantially all of its assets or equity without prior
written notice to the other Party of such assignment or transfer. Any attempted
assignment or transfer that is not permitted is void from the beginning. Without
limiting the generality of the foregoing, this Agreement will be binding upon and
will inure to the benefit of the Parties' respective successors and assigns.
12.ENTIRE AGREEMENT
This Agreement, together with any and all Schedules and Exhibits which are
attached hereto, sets forth the entire agreement and understanding of the parties
and supersedes any and all prior agreements, written or oral between the
parties with respect to the subject matter hereof. Neither party will be bound by,
and each party specifically objects to, any term, condition or other provision that
is different from or in addition to the provisions of the Agreement and which is
proffered by the other party in any correspondence or other document or through
any course of conduct, unless the party to be bound thereby specifically agrees
to such provision in writing.
13.FORCE MAJEURE
If the performance of the Agreement, or any obligation hereunder is prevented,
restricted or interfered with by reason of any of the following:
13.1. Fire, explosion , flood, earthquake, hurricane, cyclone, tornado, storm,
epidemic, breakdown of plant or power failure;
13.2. War, revolution, civil commotion, terrorism, acts of public enemies,
blockade or embargo;
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Agreement Number: 05-WaveSentCTCID-OOO
13.3. Any law, order, proclamation , regulation , ordinance, demand or
requirement of any government or any subdivision, authority, or
representative of any such government;
13.4. Labor difficulties , such as strikes, picketing or boycotts;
13.5. Delays caused by other service or equipment vendors;and
13.6. Any other circumstance beyond the reasonable control of the Party
affected; then the Party affected, upon giving prompt notice to the other
Party, will be excused from such performance on a day-for-day basis to
the extent of such prevention, restriction, or interference (and the other
Party will likewise be excused from performance of its obligations on a
performance so prevented, restricted or interfered with); provided that the
Party so affected will use its best efforts to avoid or remove such causes
of nonperformance and both Parties will proceed to perform with dispatch
whenever such causes are removed or cease.
14.NO LICENSE
No license under patents , copyrights or any other intellectual property right (other
than the limited license to use) is granted by either Party or will be implied or
arise by estoppel with respect to any transactions contemplated under thisAgreement.
15.INDEPENDENT CONTRACTOR
The Parties to this Agreement are independent contractors. Neither party is an
agent, representative, or partner of the other party. Neither party will have any
right, power or authority to enter into any agreement for, or on behalf of, or incur
any obligation or liability of, or to otherwise bind , the other party. This
Agreement will not be interpreted or construed to create an association , agency,
joint venture or partnership between the parties or to impose any liability
attributable to such a relationship upon either party.
16.LIMITATION OF LIABILITY
EXCEPT AS OTHERWISE PROVIDED HEREIN, NEITHER PARTY WILL BE
LIABLE TO THE OTHER IN CONNECTION WITH THE PROVISION OR USE
OF SERVICES PROVIDED UNDER THIS AGREEMENT. NEITHER PARTY
WILL BE LIABLE TO THE OTHER FOR ANY LOSS, COST, CLAIM, INJURY
LIABILITY OR EXPENSE , INCLUDING REASONABLE A TIORNEY'S FEES
RELATING TO OR ARISING OUT OF ANY ORDINARY NEGLIGENT ACT OR
OMISSION BY A PARTY. IN NO EVENT WILL EITHER PARTY BE LIABLE TO
THE OTHER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR
CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF
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17.
Agreement Number: 05-WaveSentCTCID-OOO
PROFITS, INCOME OR REVENUE, EVEN IF ADVISED OF THE POSSIBILITY
THEREOF, WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF
CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR
ANY OTHER THEORY OF LIABILITY AND WHETHER SUCH DAMAGES WERE
FORESEEABLE OR NOT AT THE TIME THIS AGREEMENT WAS EXECUTED.
DISCLAIMER OF WARRANTIES EXCEPT AS EXPRESSLY SET FORTH IN
THIS AGREEMENT, NEITHER PARTY MAKES, AND EACH PARTY HEREBY
SPECIFICALLY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES,
EXPRESS OR IMPLIED REGARDING ANY MATTER SUBJECT TO THIS
AGREEMENT INCLUDING ANY IMPLIED WARRANTY
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR
IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE
OF PERFORMANCE.
18.INDEMNITY
Each Party will indemnify and hold the other harmless from any liabilities, claims
or demands (including the costs, expenses and reasonable attorney s fees on
account thereof) that may be made by third parties for (a) personal injuries,
including death, or (b) damage to tangible property resulting from the sole
negligence and/or sole willful misconduct of that Party, its employees or agents
in the performance of this Agreement. Each Party will defend the other at the
other s request against any such liability, claim, or demand. Each Party will
notify the other promptly of written claims or demands against such Party of
which the other Party is solely responsible hereunder.
19.CONTROLLING LAW
This Agreement was negotiated by the Parties in accordance with the terms of
the Communications Act of 1934, as amended, and the laws of Illinois. It will be
interpreted solely in accordance with the terms of the Communications Act of
1934, as amended , applicable rules of the Federal Communication Commission
and applicable state law.
20.SEVERABILITY
In the event that anyone or more of the provisions contained herein , is, for any
reason, held to be unenforceable in any respect under law or regulation, the
remainder of this Agreement will not be affected thereby and will continue in full
force and effect, unless removal of that provision results in a material change to
this Agreement. In such a case , the Parties will negotiate in good faith for
replacement language. If replacement language cannot be agreed upon, either
Party may terminate this Agreement.
21.DEFAUL T
If either Party believes the other is in breach of this Agreement or otherwise in
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22.
Agreement Number: 05-WaveSentCTCID-OOO
violation of law, it will first give sixty (60) days notice of such breach or violation
and an opportunity for the allegedly defaulting Party to cure. Thereafter, the
Parties will employ the dispute resolution and arbitration procedures set forth in
this Agreement.
CONFIDENTIALITY.
Any information such as specifications, drawings, sketches, business
information, forecasts, models, samples, data, computer programs and other
software and documentation of one Party (a "Disclosing Party ) that is furnished
or made available or otherwise disclosed to the other Party or any of such other
Party s employees, contractors, agents or Affiliates (its "Representatives" and
with a Party, a "Receiving Party ) pursuant to this Agreement ("Proprietary
Information ) will be deemed the property of the Disclosing Party. Proprietary
Information, if written, will be marked "Confidential" or "Proprietary" or by other
similar notice, and, if oral or visual, will be confirmed in writing as confidential by
the Disclosing Party to the Receiving Party within ten (10) days after disclosure.
Unless Proprietary Information was previously known by the Receiving Party free
of any obligation to keep it confidential , or has been or is subsequently made
public by an act not attributable to the Receiving Party, or is explicitly agreed in
writing not to be regarded as confidential , it (a) will be held in confidence by each
Receiving Party; (b) will be disclosed to only those Representatives who have a
need for it in connection with the provision of services required to fulfill this
Agreement and will be used only for such purposes; and (c) may be used for
other purposes only upon such terms and conditions as may be mutually agreed
to in advance of use in writing by the Parties. Notwithstanding the foregoing
sentence, a Receiving Party will be entitled to disclose or provide Proprietary
Information as required by any governmental authority or applicable law.
23.DISPUTE RESOLUTION
The Parties agree that in the event of a default or any other dispute arising
hereunder or in connection herewith , the aggrieved Party shall first discuss the
default or dispute with the other Party and seek resolution prior to taking any
action before any court or regulator or before authorizing any public statement
about or disclosure of the nature of the dispute to any third party. Such
conferences shall if necessary be escalated to the vice presidential level for each
Party. In the event that the officers of the Parties shall be unable to resolve a
default or other dispute, the Parties shall then submit the matter to the
Commission for non-binding mediation. If mediation by the Commission is
unsuccessful, recourse may be had by either Party to the Commission, if it has
jurisdiction over the breach or dispute or to an appropriate court having
jurisdiction over the Parties. Each Party shall bear the cost of preparing and
presenting its case through all phases of the dispute resolution procedure herein
described.
24.WAIVERS
PagelO
Agreement Number: 05-WaveSentCTCID-OOO
The failure of either party to insist upon or enforce strict performance by the
other party of any provision of this Agreement, or to exercise any right under this
Agreement, shall not be construed as a waiver or relinquishment of such party
right to enforce any such provision or right in any other instance.
25.NO THIRD PARTY BENEFICIARIES.
This Agreement is not made for the benefit of any person , firm, corporation or
association other than the parties hereto. The parties do not intend to confer any
rights or benefit hereunder on any person, firm or corporation other than the
parties hereto; nor will any person, firm or corporation be allowed to claim any
rights or benefits.
26.NOTICES
Except as otherwise provided under this Agreement, any notices, demands, or
requests made by either Party to the other Party hereunder will be in writing and
will be deemed to have been duly given on the date received. If hand delivered,
any such notice, demand, request, election or other communication will be
deemed to have been received on the day received; if sent by first class mail, the
day received; if sent by overnight courier, the day after delivery to the courier;
and if sent by electronic facsimile and followed by an original sent via overnight
or first class mail , the date of confirmation of the facsimile. All notices , demands,
requests, elections, or other communications hereunder will be addressed as
follows:
For CLEC:and to Citizens, addressed as follows:
Attention: Director Interconnection
PO Box 15509
Boise, ID 83715
Tel: [phone]
Fax: [phone]
Frontier, A Citizens Communications
Company
Attn: Director Carrier Services
180 South Clinton Avenue
Rochester, NY 14646
Tel: [phone]
Fax: [phone]
WaveSent LLC
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Agreement Number: 05-WaveSentCTCID-OOO
Each Party will inform the other in writing of any changes in the above addresses.
The Parties have caused this Local/EAS Service Agreement to be executed on their
behalf on the dates set forth below.
By: WaveSent LLC
By:
Citizens Telecommunications Company of
Idaho:
By:~D~
Date:
t~p rYV J\)tt,
, "
-X+-S Jif
Name: Richard Burson
Title:Title: SR VP Revenue Assurance
Date: i" A, (o'S
Paga12
Agreement Number: 05-WaveSentCTCID-000
EXHIBIT
LOCAL/EAS INTERCONNECTION NETWORK ARRANGEMENTS TABLE
Carrier Switch Carrier POI Citizens Switch Citizens
, NPA-NXX NOTE: Citizens N P A-NXX
can assign a POI
for the purpose of
our indirect traffic
ClL! CODE CODES ClL! CODE CODES
ClL! Code
BOISIDTHCMO 208-581 HRBNIDXC IMD HRBNIDXCDSO 208-462 Garden Valley
(Boise Tandem)HMDLIDXCIMD HMDLIDXCDSO 208-337 Homedale
HRBNIDXCIMD HRBNIDXCDSO 208-793 Horseshoe Bend
HMDLIDXCIMD HMDLIDXCDSO 208-896 Marsing
PARMIDXCIMD ARMIDXCDSO 208- 722 Parma
HRBNIDXCIMD HRBNIDXCDSO 208-584 Sweet
HMDLIDXCIMD HMDLIDXCDSO 208-482 Wilder
208-592 ABRDIDXCIMD ABRDIDXCDSO 208-397 Aberdeen
Idaho Falls ABRDIDXCIMD ABRDIDXCDSO 208-328 Springfield
208-594 CARYIDXCOMD CARYIDXCDSO 208-823 Carey
Ketchum
208-565 ABRDIDXCIMD ABRDIDXCDSO 208-397 Aberdeen
, Pocatello ABRDIDXCIMD 208-328 Springfield
208-593 FRFDIDXCOMD FRFDIDXCDSO 208-764 Fairfield
Twin Falls
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