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Home My WebLink About20080625QLSP Agreement.pdfQwest 1600 7th Avenue, Room 3206 Seatle, Washington 98191 (206) 398-2504 Facsimile (206) 343-4040 l"''t.~. "l iUl.8 JUM l 3 flit f: 59 Maura E. Peterson Paralegal Regulatory Law Qwest~ Spirit of ServiceT" M4t -'t --Òri-Ò f Via Overnight delivery June 12, 2008 Jean Jewell, Secretary Idaho Public Utilities Commission 4 n West Washington Street P.O. Box 83720 Boise, Idaho 83 nO-007 4 Re: Qwestlatrix Telecom, Inc. QLSP Agreement Dear Ms. Jewell: Enclosed please find a revised letter concerning the Qwestlatrix QLSP information filing dated June 3, 2008. Thank you. ~iy, MauraE. Pe mep Enclosure cc: Service list ~\ Qwest 1600 7th Avenue, Room 3206 Seattle, Washington 98191 Phone: (206) 398-2507 Facsimile (206) 343-4040 Ð nAdam L. Sherr Corporate Counsel Regulatory Law Z0f18 JU.,~\I' /. 3 Pl,f,_ S..'". If I- ..,-.Qwest~ Spirit of ServiceT" June 12,2008 // ki-'-"t -0 r-. -0 f Jean D. Jewell Idaho Public Utilties Commission 472 West Washington Street P.O. Box 83720 Boise,ID 83720-0074 Re:QwestlMatrix Telecom, Inc.REVISED Dear Ms. Jewell: I am enclosing for your information a recently executed copy of an agreement between Qwest Corporation ("Qwest") and Matrix Telecom, Inc. ("Matrix"), called the Qwest Local Services Platform, or "QLSP" agreement. This agreement provides for Matrix's purchase from Qwest of mass market switching and shared transport elements that it may combine with local loops 'purchased from the separate interconnection agreement between Qwest and Matrix. The services addressed in the QLSP agreement are the same as the services contained in the Qwest Platform Plus, or "QPP" agreement that this Commission has previously received as an informational fiing. As we have previously stated in our earlier QPP informational filings, Qwest believes that Section 252(e) of the Federal Telecommunications Act, 47 U.S.C. § 252(e), does not require filing of agreements of this type based on the U. S. Cour of Appeals' decision in what has been termed USTA II, which became effective on June 16, 2004.1 In USTA II, the D.C. Circuit vacated various rules promulgated by the FCC, including but not limited to the requirement that incumbent local exchange cariers ("ILECs") unbundle certin network elements pursuant to Section 25 1 (c)(3), including but not limited to switching and shared transport. As stated by the FCC, the Section 252( e) fiing obligation applies to "an agreement that creates an ongoing obligation pertaining to resale, number portability, dialing parity, access to rights-of-way, reciprocal compensation, United States Telecom Ass 'no v FCC, 359 F.3d554 (D.C. Cir. 2004). Jean D. Jewell Page 2 June 12,2008 interconnection, unbundled network elements, or collocation."i Combining the impact of the D.C. Circuit's opinion with the FCC's Declaratory Ruling regarding Section 252(e), there are no Section 25 1 (c)(3) obligations upon the incumbent to provide switching and shared transport as an unbundled network element, and thus there are no Section 252( e) filing obligations associated with the QPPTM or QLSP agreements. For these reasons, Qwest's QLSP agreement is not subject to the filing and approval requirements of Section 252. But, as part of the company's efforts to promote transparency of its decisions relating to Section 252 issues, we are providing you with a copy ofthe QLSP agreement for your information along with the above analysis. Please contact me if you have any questions or concerns. Than you. ~dam L. Sherr ~ Enclosure 2 In re Qwest Communications International Inc. Petition for Declaratory Ruling on the Scope of the Duty to File and Obtain Prior Approval of Negotiated Contractual Arrangements under Section 252(a)(1), para. 8 (emphasis that of the FCC). l. ~. QWEST LOCAL SERVICES PLATFORMTM AGREEMENT 2fJfJ~JU" -SPI12:S2 This Qwest lOal servic P1atfo~TM ("LSpTMW) Agreent, togetr with the Atthments and RateSh_;¡,"~~lei';L tr' herein by reference, ("Agreement") is betwen aw.t Corption ("OWnt"), a Colorado coration, -"rid .Ml~U.hJ; ;,,''' Tele Inc. (1ka Trinsic Communicns Inc.) ("CLEC"), (eah Identifed for purpes of this Agrent in the signature ""'¡ '0~ION blocks below. and referred to separately as a .part or (lOUectrmly as the .Parties"). Th undersigned Parties have read and agre to the tenns and conditions set foh in the Agreement. Qwest Corraio: I By: ::u: Á-~ Name: L. T. Cbrst,asen Title: Di~r -. W~9Jaie Markets Date: §:bjtz Mat'x Telecm in.: By: Nam' Tite: Date: NOTICE INFORMATION: All wrien notices reuir under the Agrement shall be sent to the followng: Qwst Corration Direcor. lnærconneciori Agrements 1801 Califomia Stre, 241h Roor Denver, CO 8002 Phone: 303~5-3029Fax: 30-965.27 email: ìntareeOgwt.C9m WI co to:Ow Law Departen Asociate General Consl, Interconnecon 1801 Califrnia Street, 10~i Floor Defwer, CO 80202Phone: 30-3-6553 Email: Legl.lote!WDecionOgwest.com CLEO: &õopk, VP Regulatiy and General Council Matrix Telecom, lno. 7171 Foret Lane. $uit700 Dallas, Texas 75230 80-406705 sklopackC matrixbt.com CO!o: Bnan Gust. VP of Wholesale Services Matrix Telecom, inc. (sam addres & phoe number 8$ aboe)bfutas Omatrixb.co APPLICABLE STATES: owt agrees to ofer and CLEC intends to purchase servic in the staes indica below by CLEC's signatory initaling (or an .X") on thfl applicable blnks. Not: If CLEC cho to indicate Washingtn. CLEC mU$l ..Iec only one (1) of the Washingon Sece ofrings. CLEC may not change Its W..hingtn seion aft the Agreent ia execute. -- Ariona -- COlorado -- Idaho -- Iowa -l Minneso~ Montana -- Nebraska -- New Mexico -- North Dakota ~ Oregon -- South Dakota -- Utah April 14, 2OcCVtrX/ Qwst QLSplM MSA - (v32008)A1 - COSOS0400; CO - CDS-004006; ID - C0s-03.007; IA - CDS-Q0So00; MN - CDS-0803; MT - CDS-00310: NE. CDS-0804030011; NM - COS-003-0012; NO - CDS-080403-0013: OR. CDSa080014;SO. CDS-08040315; UT - COS-016; WA. CDS-0-o0,7; WV - CDS0800018; Page,' of 11 Washingtn 7.0 (with Commercia Peiforman Measures and Reprtng, Performance Targts and Servce Credits. as denbed In Betion 7.0 of Attachment 2 to this Agreent): or -i Washingt 8.0 (wi Serve Performance Measres and Reprting and Peiformane Asuranc Plan (PID/PAP) for Washington only, as desri in Secion 8.0 of Atchment 2 to this Agreement). -! Wyoing WHEREAS, CLEC desires to purchase from Qwest certin combinations of Network Elements, ancilary functions, and additional features, including without limittion, the local Loop, Port, switching, and Shared Transport. Now, therefore, in consideration of the terms and conditions contained herein, CLEC and Qwest mutually agree as follows: 1. Definitions. Capitalized terms used herein are defined in Attachment 1. 2. Effective Date. This Agreement is effective upon the latest execution date by the Parties ("Effective Date"). 2.1 CLEC's Qwest Platform Plus™ Master Services Agreement, if any, is terminated immediately upon execution of this Agreement, and Qwest will provide CLEC local platform servces only pursuant to the terms and conditions of this Agreement. The effective billng date for QLSP services will be the latest date of execution by the Parties. 3. Term. The term of this Agreement begins on the Effctive Date and continues through January 3, 2011. In the event that at the expiration of the Agreement CLEC has any remaining Customers. served under this Agreement, Qwest may immediately convert CLEC to an equivalent alternative service at market-based wholesale rates. 4. Scope of Agreement; Service Provisioning; Controllng Documents: Change of Law; Eligibilty for Services under this Agl'ment; Non-Applicabilty of Change Management Process. 4.1 The Services ("Services') described in this Agreement will only be provided in Qwests incumbent LEC service territory in the states of Arizona, Colorado, Idaho, Iowa, Minnesota, Montana, Nebraska, New Mexico, North Dakota, Oregon, South Dakota, Utah, Washington and Wyoming. 4.2 In the event of a conflict in any .term of any documents that govern the provision of Services hereunder, the following order. of preceence will apply in descending order of control: an Attachment, Rate Sheet, this Agreement, and any Order Form. The Parties agree that the Services offered and purchased under this Agreement are subject to compliance with all Applicable Laws and regulations; and obtaining any domestic or foreign approvals and authorizations required or advisable. 4.3 The provisions in this Agreement are intended to be in compliance with and based on the existing state of the law, rules, regulations and interpretations thereof, including but not limited to Federal rules, regulations, and laws, as of the Effective Date ("Existing Rules"). Nothing in this Agreement shall be deemed an admission by Qwest or CLEC concerning the interpretation or effect of the Existing Rules or an admission by Qwest or CLEC that the Existing Rules should not be changed, vacated, dismissed, stayed or modified. Nothing in this Agreement shall preclude or estop Qwest or CLEC from taking any position in any forum concerning the proper interpretation or effct of the Existing Rules or concerning whether the Existing Rules should be changed, vacated, dismissed, stayed or modified. 4.4 If a change in law, rule, or regulation materially impairs a Parts abilty to perform or obtain a benefit under this Agreement, both Parties agree to negotiate in good faith such changes as may be necessary to address such materiál impairment. 4.5 To receive services under this Agreement, CLEC must be a certified CLEC under applicable state rules. CLEC may not purchase or utilze Services covered under this Agreement for its own administrative use or for the use by an Affliate. thè Qwest Wholesale Change Management Process ("CMP"), Qwests Performance Indicators ("PID"), Performance Assurance Plan ("PAP"), or any other wholesale service quality standards, or liquidated damages and remedies. Except as otherwse provided, CLEC hereby waives any rights it may have under the PID, PAP and all other wholesale service quality standards to liquidated damages, and remedies with respect to Services provided pursuant to this Agreement. CLEC proposed changs to Service attributes and process enhancements wil be communicated through the standard accunt interfaces. Change requests common to shared systems and processes subject to CMP will continue to be addressed via the CMP procedures. 5. CLEC Information. CLEC agrees to work with Qwest in good faith to complete promptly or update, as applicable, Qwests "New Customer Questionnaire" to the extent that CLEC has not already done so, and CLEC shall hold Qwest harmless for any damages to or claims from CLEC caused by CLEC's failure to complete or update the questionnaire. 6.Financial Terms. 6.1 The description of the Service and applicable rates are set forth in the Attachments and Rate Sheets. The Parties agree that the referenced rates are just and reasonable. 6.2 Taxes. Fees. and other Governmental Impositions. All charges for Servces provided herein are exclusive of any federal, state, or local sales, use, excise, gross receipts, transaction or similar taxes, fees or surcharges ("Tax" or "Taxes"). Taxes resulting from the performance of this Agreement shall be borne by the Part upon which the obligation for payment is imposed under Applicable Law, even if the obligation to collect and remit such Taxes is placed upon the other Part. However, where the sellng Part is specifically permitted by an Applicable Law to collect such Taxes from the purchasing Part, such Taxes shall be borne by the Party purchasing the services. Each Part is responsible for any tax on its corporate existence, status or income. Taxes shall be biled as a separate item on the invoice in accordance with Applicable Law. The Part Biling such Taxes shall, at the written request of the Party biled, provide the biled Part with detailed information regarding biled Taxes, including the applicable Tax jurisdiction, rate, and base upon which the Tax is applied. If either Part (the Contesting Part) contests the application of any Tax collected by the other Party (the Collecting Party), the Collecting Part shall reasonably cooperate in good faith with the Contesting Part's challenge, provided that the Contesting Part pays any reasonable costs incurred by the Collecting Part. The Contesting Part is entitled to the benefit of any refund or recovery resulting from the contest, provided that the Contesting Part has paid the Tax contested. If the purchasing Part provides the sellng Part. with a resale or other exemption certificate, the sellng Part shall exempt the purchasing Part if the sellng Part accepts the certificate in good faith. If a Part becomes aware that any Tax is incorrectly or erroneously collected by that Part from the other Part or paid by the other Part to that Part, that Party shall refund the incorrectly or erroneously collected Tax or paid Tax to the other Part. 6.3 Each Part shall be solely responsible for all taxes on its oWn business, the measure of which is its own net income or net worth and shall be responsible for any related tax filings, payment, protest, audit and litigation. Each Part shall be solely responsible for the Billng, collection and proper remittance of all applicable Taxes relating to its own services provided to its own Customers. 4.6 Except as otherwise provided in this Agreement, the Parties agree that Services provided under this Agreement are not subject to April 14, 2008/kcd/Matrixl Qwest QLSpTM MSA - (v3-20-08) ÄZ - CDS-080403-0005; CO - CDS-080403-0006; 10 - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CDS-080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; NO - CDS-080403-0013; OR - CDS-080403-0014; SO - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018;Page 2 of 11 7. Intellectual Propert. 7.1 Except for a license to use any facilties or equipment (including softare) solely for the purposes of this Agreement or to receive Service solely as provided in this Agreement or as specifically required by the then-applicabie federal rules and regulations relating to Services provided under this Agreement, nothing contained within this Agreement shall be construed as the grant of a license, either express or implied, with respect to any patent, copyright, trade name, trademark, service mark, trade secret, or other proprietary interest or intellectual propert, now or hereafter owned, controlled or licensable by either Party. Neither Part may use any patent, copyright, trade name, trademark, service mark, trade secret, nor other proprietary interest or intellectual propert, now or hereafter owned, controlled or licensabie by either Part without execution of a separate written agreement between the Parties. 7.2 Subject to the general Indemnity provisions of this Agreement, each Party (an Indemnifying Part) shall indemnify and hold the other Part (an Indemnified Part) harmless from and against any loss, cost, expense or liabilty arising out of a claim that the services provided by the Indemnifying Part provided or used pursuant to the terms of this Agreement misappropriate or otherwse violate the intellectual propert rights of any third party. The obligation for indemnification recited in this paragraph shall not extend to infringement Which results from: A. any combination of the facilties or services of the Indemnifying Part with facilities or services of any other Person (including the Indemnified Part but excluding the Indemnifying Part and any of its Affliates), which combination is not made by or at the direction of the Indemnifyng Part or is not reasonably necessary to CLEC's use of the Services offered by Qwest under this Agreement; or B. any modification made to the facilities or services of the Indemnifying Part by, on behalf of, or at the request of the Indemnified Part and not required by the Indemnifying Part. 7.3 In the event 'of any claim, the Indemnifying Party may, at its sole option obtain the right for the Indemnified Part to continue to use the facility or service; or replace or modify the facilty or service to make such facility or service non-infringing. 7.4 If the Indemnifying Part is not reasonably able to obtain the right for continued use or to replace or modify the facilty or service as provided above and either the facilty or service is held to be infringing by a court of competent jurisdiction; or the Indemnifying Party reasonably believes that the facilty or service wil be held to infringe, the Indemnifying Part will notify the Indemnified Part and the Parties wil negotiate in good faith regarding reasonable modifications to this Agreement necessary to mitigate damage or comply with an injunction which may result from such infringement; or allow cessation of further infringement. 7.5 The Indemnifying Part may request that the Indemnified Part take steps to mitigate damages resulting from the infringement or alleged infringement including, but not limited to, accepting modifications to the facilties or services, and such request shall not be unreasonably denied. connection with Services proVided hereunder, licenses under such intellectual propert rights as necessary for CLEC to use such Services as contemplated hereunder and at least in the same manner used by Qwest for the Services provided hereunder. Qwest shall notify CLEC immediately in the event that Qwest believes it.. has used its commercially reasonable efforts to obtain such rights, but has been unsuccessful in obtaining such rights. Nothing in this subsection shall be construed in any way to condition, limit, or alter a Party's indemnification obligations under Section 7.2, preceding. 7.7. Neither Party shall without the express written permission of the other Part, state or imply that it is connected, or in any way affliated with the other or its Affliates; it is part of a joint business association or any similar arrangement with the other or its Affliates; the other Part and its Affliates are in any way sponsoring, endorsing or certifying it and its goods and services; or with respect to its marketing, advertising or promotional activities or materials, the services are in any way associated with or originated from the other Part or any of its Affliates. 7.8 Nothing in this section prevents either Part from truthfully describing the Services it uses to provide service to its End User Customers, provided it does not represent the Services as originating from the other Party or its Affliates or otherwse attempt to sell its End User Customers using the name of the other Party or its Affliates. 7.9 Because a breach of the materiai provisions of this Section 7 may cause irreparable harm for Which monetary damages may be inadequate, in addition to other available remedies, the non-breaching Part may seek injunctive relief. 8. Financial Responsibilty, Payment and Security. 8.1 Payment Obligation. Amounts payable under this Agreement are due and payable within thirt (30) Days after the date of invoice ("Payment Due Date"). If the Payment Due Date falls on a Sunday or on a holiday Which is observed on a Monday, the payment date wil be the first non holiday day following such Sunday or holiday. If such a payment date falls on a Saturday or on a holiday Which is observed on Tuesday, Wednesday, Thursday or Friday, the payment date shall be the last non holiday day preceding such Saturday or holiday. For invoices distributed electronically, the date of the invoice date is the same as if the invoice were biled On paper, not the date the electronic delivery occurs. If CLEC fails to make payment on or before the Payment Due Date, Qwest may invoke all available rights and remedies. 8.2 Cessation of Order Processing. Qwest may discontinue processing orders for Services for the failure of CLEC to make full payment for Services, less any good faith disputed amount as provided for in this Agreement, within thirt (30) Days following the Payment Due Date provided that Qwest has first notified CLEC in writing at least ten (10) business days prior to discontinuing the processing of orders for Services. If Qwest does not refuse to accpt additonal orders for Services on the date specified in the ten (10) business days notice, and CLEC'snon-compliance continues, nothing contained herein shall preclude Qwests right to refuse to accpt additional orders for Services from CLEC without further. notice. For order processing to resume, CLEC will be required to make full payment of all past-due charges for Services not disputed in good faith under this Agreement. and Qwest may require a deposit (or recalculate the deposit) pursuant to section 8.5. In addition to other remedies that may be available at law or equity, Qwest reserves the right to seek equitable relief including injunctive relief and specific performance. 7.6 To the extent required under applicable federal and state 8.3 Disconnection. Qwest may disconnect any Services law, Qwest shall use commercially reasonable efforts to obtain, from its provided under this Agreement for failure by CLEC to make full vendors who have licensed intellectual propert rights to Qwest in payment for such Services, less any good faith disputed amount as April 14, 2008/kcd/Matrixl Qwest QLSpTM MSA - (v3-20-08) AZ - CD8-080403-0005; CO - CDS-080403-0006; ID - CD8-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CDS-080403-0010; NE - CD8-080403-0011; NM - CDS-080403-0012; ND - CDS-080403-0013; OR - CDS-080403-0014; SD - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018; Page 3 of 11 D. If CLEC fails to dIspute a rate or charge within 60 Days following.the invoice date on which the rate or charge appeared, adjustment will be made on a going-forward basis only, beginning with the date of the dispute. April 14, 2008/kcd/Matrixl Qwest QLSpTM MSA - (v3-20-08) AZ - CDS-080403-0005; CO - CDS-080403-0006; ID - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403.0009; MT - CDS-080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; ND - CDS-080403-0013; OR - CDS-080403-0014; SD - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018; provided for in this Agreement, within sixt (60) Days following the Payment Due Date provided that Qwest has first notified CLEC in writing at least ten (10) business days prior to disconnecting services. CLEC. will pay the applicable charge set forth in the Rate Sheet required to reconnect Services for each End User Customer disconnected pursuant to this paragraph. In case of such disconnection, all applicable undisputed charges, including termination charges, wil become due. If Qwest does not disconnect CLEC's Service on the date specified in the ten (10) business days notice, and CLEC's noncompliance continues, nothing contained herein shall preclude Qwests right to disconnect any or all Services. For reconnection of the Service to occur, CLEC will be required to make full payment of all past and current undisputed charges under this Agreement for Services and Qwest may require a deposit (or recalculate the depOSit) pursuant to Section 8.5. In addition to other remedies that may be available at law or equity, each Part reserves the right to seek equitable relief, including injunctive relief and specific performance. Notwthstanding the foregoing, Qwest will not effect a disconnection pursuant to this section in such manner that CLEC may not reasonably comply with Applicable Law concerning End User Customer disconnection and notification, provided that, the foregoing is subject to CLEC's reasonable dilgence in effecting such compliance. 8.4 Billng Disputes. Should CLEC dispute, in good faith, and withhold payment on any portion of the charges under this Agreement, CLEC will notify Qwest in writing within fifteen (15) Days following the Payment Due Date identifying the amount, reason and rationale of such dispute. At a minimum, CLEC wil pay all undisputed amounts due to Qwest. Both CLEC and Qwest agree to expedite the investigation of any disputed amounts, promptly provide reasonably requested documentation regarding the amount disputed, and work in good faith in an effort to resolve and sette the dispute through informal means prior to invoking any other rights or remedies. A. If CLEC disputes charges and does not pay such charges by the Payment Due Date, such charges may be subject to late payment charges. If the disputed charges have been withheld and the dispute is resolved in favor of Qwest, CLEC wil pay the disputed amount and applicable late payment charges no later than the next Bil Date following the resolution. CLEC may not continue to withhold the disputed amount following the initial resolution while pursuing further dispute resolution. If the disputed charges have been withheld and the dispute is resolved in favor of CLEC, Qwest wil credit CLEC's bil for the amount of the disputed charges and any late payment charges that have been assessed no later than the second Bil Date after the resolution of the dispute. . . B. If CLEC pays the disputed charges and the dispute is resolved in favor of Qwest, no further action is required. If CLEC pays the charges disputed at the time of payment or at any time thereafter, and the dispute is resolved in favor of the CLEC, Qwest will adjust the Biling, usually within two Biling cycles after the resolution of the dispute. as follows: Qwest will credit the CLEC's bil for the disputed amount and any associated interest; or if the disputed amount is greater than the bil to be credited, pay the remaining amount to CLEC. C. The interest calculated on the disputed amounts will be the same rate as late payment charges. In no event, however, will any late payment Charges be assessed on any previously assessed late payment charges. 8.5 Security Deposits. In the event of a material adverse change in CLEC's financial condition subsequent to the Effective Date of the Agreement, Qwest may request a security deposit. A "material adverse change in financial condition" means CLEC is a new CLEC with no established credit history, or is a CLEC that has not established satisfactory credit with Qwest, or the Part is repeatedly delinquent in making its payments, or is being reconnected after a disconnection of Service or discontinuance of the processing of orders by Qwest due to a previous failure to pay undisputed charges in a timely manner. Qwest may require a deposit to be held as security for the payment of charges before the orders from CLEC will be provisioned and còmpleted or before reconnection of Service. "Repeatedly Delinquent" means any payment of a material amount of total monthly Biling under the Agreement received after the Payment Due Date, three (3) or more times during the last twlve (12) month period. The initial deposit may not exceed the estimated total monthly charges for a two (2) month period based upon recent Biling. The deposit may be an irrevocable bank letter of credit, a letter of credit with terms and conditions acceptable to Qwest, or some other form of mutually acceptable security such as a cash deposit. The deposit may be adjusted by CLEC's actual monthly average charges, payment history under this Agreement, or other relevant factors, but in no event wil the security deposit exceed five milion dollars ($5,000,000.00). Required deposits are due and payable within thirty (30) Days after demand and non-payment is subject to 8.2 and 8.3 of this Section. 8.6 Interest on Deposits. Any interest eamed on cash deposits will be credited to CLEC in the amount actually earned or at the rate set forth in Section 8.7 below, whichever is lower, except as otherwse required by law, provided that, for elimination of doubt, the Parties agree that such deposits are not subject to state laws or regulations relating to consumer or End User Customer cash deposits. Cash deposits and accrued interest, if applicable, wil be credited to CLEC's accunt or refunded, as appropriate, upon the earlier of the expiration of the term of the Agreement or the establishment of satisfactory credit with Qwest, which will generally be one full year of timely payments of undisputed amounts in full by CLEC. Upon a material change in financial standing, CLEC may request, and Qwest will consider, a recalculation of the deposit. The fact that a deposit has been made does not relieve CLEC from any requirements of this Agreement. 8.7 Late Payment Charge. If any portion of the payment is received by Qwest after the Payment Due Date, or if any portion of the payment is received by Qwest in funds that are not immediately available, then a late payment charge will be due to Qwest. The late payment charge is the portion of the payment not received by the Payment Due Date multiplied by a late factor. The late factor is the lesser of the highest interest rate (in decimal value) which may be levied by law for commercial transactions, compounded daily for the number of Days from the Payment Due Date to and including the date that the CLEC actually makes the payment to Qwest; or 0.000407 per Day, compounded daily for the number of Days from the Payment Due Date to and including the date that the CLEC actually makes the payment to Qwest. 9. Conversions. If CLEC is obtaining services from Qwest under an arrangement or agreement that includes the application of termination liabilty assessment (TLA) or minimum period charges, and if CLEC wishes to convert such services to a Service under this Agreement, the conversion of such services will not be delayed due to the applicabilty of TLA or minimum period charges. The applicabilty of such charges is governed by the terms' of the original agreement, Tariff or arrangement. Nothing herein will be construed as expanding the rights otherwse granted by this Agreement or by law to elect to make such conversions. 10.Customer Contact. CLEC, or CLEC'sauthorized agent, Page40f11 are the single point of contact for its End User Customers' service needs, including without limitation, sales, service design, order taking, Provisioning, change orders, training, maintenance, trouble reports, repair, postcsale servicing, Biling, collection and inquiry. CLEC will inform its End User Customers that they are End User Customers of CLEC. CLEC's End User Customers contacting Qwest will be instructed to contact CLEC, and Qwests. End User Customers contacting CLEC wil be instructed to contact Qwest. In responding to calls, neither Party will make disparaging remarks about each other. To the extent the correct provider can be determined, misdirected calls received by either Part will be referred to the proper provider of Local Exchange Service; however, nothing in this Agreement shall be deemed to prohibit Qwest or CLEC from discussing its products and services with CLEC's or Qwests End User Customers who call the other Party. injury or death of any Person or Persons, or for loss, damage to, or destruction of tangible property, whether or not ownd by others, resulting from the Indemnifying Part's breach of or failure to perform under this Agreement, regardless of the form of action, whether in contract, warranty, strict liabilty, or tort including (without limitation) negligence of any kind. 10.1 In the event Qwest terminates Service to CLEC for any reason, CLEC wil provide any and all necessary notice to its End User Customers of the termination. In no case wil Qwest be responsible for providing such notice to CLEC's End User Customers. B. In the case of claims or loss alleged or incurred by .an End User Customer of either Part arising out of or in connection with Services provided to the End User Customer by the Part, the Part whose End User Customer alleged or incurred such claims or loss (the Indemnifying Part) shall defend and indemnify the other Part and each of its offcers, directors, employees and agents (collectively the Indemnified Party) against any and all such claims or loss by the. Indemnifying Parts. End User Customers regardless of whether the underlying servce was provided or was provisioned by the Indemnified Part, unless the loss was caused by the gross negligence or willful misconduct of the Indemnified Part. The obligation to indemnify with respect to claims of the Indemnifying Party's End User Customers shall not extend to any claims for physical bodily injury or death of any Person or persons, or for loss, . damage to, or destruction of tangible propert, whether or not owned by others, alleged to have resulted directly from the negligence or intentional conduct of the employees, contractors, agents, or other representatives of the Indemnified Party. 11. Default and Breach. If either Party defaults in the payment of any amount due hereunder, or if either Party violates any other material provision of this Agreement and such default or violation continues for thirt (30) Days after written notice thereof, the other Part may terminate this Agreement and seek relief in accrdance with the Dispute Resolution provision, or any remedy under this Agreement. 13.2 The indemnification provided herein is conditioned upon:12. Limitation of Liabilty. 12.1 CLEC's exclusive remedies for claims under this Agreement are limited to CLEC's proven direct damages unless CLEC's damages are otherwse limited by this Agreement to outage credits or other service credits, in which case Qwests total liabilty wil not exceed the aggregate amount ,of any applicable credits due. 12.2 Except for indemnification and payment obligations under . this Agreement, neither Party shall be liable to the other for indirect, incidental, consequential, exemplary, punitive, or special damages, including, without limitation, damages for lost profits, lost revenues, lost savings suffered by the other Party regardless of the form of action, whether in contract, warranty, strict liabilty, tort, including, without limitation, negligence of any kind and regardless of whether the Parties know the possibilty that such damages could result. A. The Indemnified Part will promptly notify the Indemnifying Part of any action taken against the Indemnified Party relating to the indemnification. Failure to so notify the Indemnifyng Part wil not relieve the Indemnifying Party of any liabilty that the Indemnifying Part might have, except to the extent that such failure prejudices the Indemnifying Part's abilty to defend such claim. 12.3 Nothing contained in this Section shall limit either Part's liabilty to the other for willful misconduct, provided that, a Parts liabilty to the other Part pursuant to the foregoing exclusion, other than direct damages, will be limited to a total cap equal to one hundred per cent (100%) of the annualized run rate of total amounts charged by Qwest to CLEC under the Agreement. B, If the Indemnifying Part wishes to defend against such action, it wil give wrtten notice to the Indemnified Part of acceptance of the defense of such action. In such event, the Indemnifying Party has sole authority to defend any such action, including the selection of legal counsel, and the Indemnified Party may engage separate legal counsel only at its sole cost and expense. In the event that the Indemnifying Part does not accpt the defense of the action, the Indemnified Party has the right to employ counsel for such defense at the expense of the Indemnifying Part. Each Part agrees to cooperate with the other Part in the defense of any such action and the relevant records of each Party will be available to the other Part with respect to any such defense. 13.Indemnity.C. In no event will the Indemnifying Party settle or consent to any judgment for relief other than monetary damages pertaining to any such action without the prior written consent of the Indemnified Part. In the event the Indemnified Part withholds consent the Indemnified Party may, at its cost, takeover such defense, provided that, in such event, the Indemnifying Party shall not be responsible for, nor shall it be obligated to indemnify the relevant Indemnified Part against, any cost or liability in excess of such refused compromise or settlement. 13. 1 The Parties agree that unless otherwise specifically set forth in this Agreement the following constitute the sole indemnification obligations between and among the Parties: A. Each Part (the Indemnifying Part) agrees to release, indemnify, defend and hold harmless the other Part and each of its offcers, directors, employees and agents (each an Indemnitee) from and against and in respect of any loss, debt, liabilty, damage, obligation, claim, demand, judgment or settlement of any nature or kind, known or unknown, liquidated or unliquidated 14.1 Each Part will provide suitably qualified personnel to perform this including, but not limited to, reasonable costs and expenses Agreement and all Services hereunder in a good and workmanlike (including attorneys' fees), whether suffered, made, instituted, or manner and in material conformance with all Applicable Laws and asserted by any Person or entiy, for invasion of privacy, bodily regulations. April 14, 2008/kcd/Matrixl Qwest QLSpTM MSA - (v3-20-08) AZ - CDS-080403-0005; CO - CDS-080403-0006; 10 - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CDS-080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; NO - CDS-080403-0013; OR - CDS-080403-0014; SO - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018; Page 5 of 11 14.Limited Warranties. 14.2 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, QWEST SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY SERVICE PROVIDED HEREUNDER. QWEST SPECIFICALLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES; INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR TITLE OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS. 15. Relationship. Except to the limited extent expressly provided in this Agreement neither Part has the authority to bind the other by contract or otherwse or make any representations or guarantees on behalf of the other or otherwse act on the othets behalf; and the relationship arising from this Agreement does not constitute an agency, joint venture, partnership, empioyee relationship, or franchise. 16. Assignment. 16.1 CLEC may not assign this Agreement or any rights or obligations hereunder without the prior written consent of Qwest, which consent will not be unreasonably withheld. Notwthstanding the foregoing and subject to the prior credit review, submission of appropriate legal documentation (including, but not limited, to any appropriate Secretary of State or other filings or documents specified by Qwest and approval by Qwest of CLEC's proposed assignee, CLEC may assign this Agreement without prior written consent of Qwest to any Affliate, succssor through merger, or acquirer of substantially all of its assets; and Qwest may assign this Agreement without prior written consent to any Affliate, successor through merger, or acquirer of substantially all of its business assets; provided that in all cases the assignee of CLEC or Qwest, as applicable, acknowledge in writing its assumption of the obligations of the assignor hereunder. Any attempted assignment in violation hereof is of no force or effect and is void. Without limiting the generality of the foregoing, this Agreement will be binding the Parties' respective succssors and assigns. 16.2 In the event that Qwest transfers to any unaffliated part eXChanges including End User Customers that CLEC serves in whole or in part through Services provided by Qwest under this Agreement, Qwest will ensure that the transferee serve as a succssor to and fully perform all of Qwests responsibilties and obligations under this Agreement for a period of ninety (90) Days from the effective date of such transfer or until such later time as the FCC may direct pursuant to the FCC's then applicable statutory authority to impose such responsibilties either as a condition of the transfer or under such other state statutory authority as may give it such power. In the event of such a proposed transfer, Qwest will use best efforts to faciltate discussions between CLEC and the transferee with respect to transferee's assumption of Qwests obligations after the above-stated transition period pursuant to the terms of this Agreement. 17. Reporting Requirements. If reporting obligations or requirements are imposed upon either Part by any third part or regulatory agency in connection with either this Agreement or the Services, including use of the Services by CLEC or its End Users. the other Part agrees to assist that Part in complying with such obligations and requirements, as reasonably required by that Party. 18. SurvivaL. The expiration or termination of this Agreement does not relieve either Party of those obligations that by their nature are intended to survive. 19. Confidentialitv Nondisclosure, other disclosure of the terms of, this Agreement; or disclose or use (except as expressly permitted by, or required to achieve the purposes of, this Agreement) the Confidential Information of the other Party. Consent may only be given on behalf of a Part by. its Legal Department. However, a Part may disclose Confidential Information if required to do so by a governmental agency, by operation of law, or if necessary in any proceeding to establish rights or obligations under this Agreement, provided that the disclosing Part gives. the non- disclosing Part reasonable prior written notice. Notwthstanding the foregoing, if reporting or filing obligations or requirements are imposed upon Qwest by any third part or regulatory agency in connection with this Agreement, CLEC agrees to assist Qwestin complying with such obligations and requirements, as reasonably required by Qwest and to hold Qwest harmless for any failure by CLEC in this regard, Qwests compliance with any regulatory filing obligation will not constitute. a . violation of this section. 19.2 All Confidential Information wil remain the. property of the disclosing Part. A Part who receives COnfidential .Information via an oral communication may request written confirmation that the material is Confidential Information. A Party who delivers Confidential Information via an oral communication may request written confirmation that the Party receiving the information understands that the material is Confidential Information. Each Part has the right to correct an inadvertent failure to identify information as COnfidential Information by giving written notification within thirty (30) Days after the information is disclosed. The receiving Part will from that time forward, treat such information as Confidential Information. 19.3 Upon request by the disclosing Part, the receiving Part will return all tangible copies of Confidential Information, whether written, graphic or otherwise, except that the receiving Party may retain one copy for archival purposes. 19.4 Each Part will keep all of the other. Part's Confidential Information confidential and will disclose it On a need to know basis only. Each Part will use the other Party's Confidential Information only in connection with this Agreement and in accrdance with Applicable Law. Neither Part wil use the other Part's Confidentiai Information for any other purpose except upon such terms and conditions as may be agreed upon between the Parties in writing. If either Part loses, or makes an unauthorized disclosure of, the otherPart's Confidential Information, it will notify such other Part immediately and use reasonable efforts to retrieve the information. 19.5 Effective Date of this Section. Notwthstanding any other provision of this Agreement, the Confidential Information provisions of this Agreement apply to all information furnished by either Part to the other in furtherance of the purpose of this Agreement. even if furnished before the Effective Date. 19.6 Each Party agrees that the diSClosing Part could be irreparably injured by a breach of the confidentiality obligations of this Agreement by the receiving Party or its representatives and that the disclosing Part is entitled to seek equitable relief, including injunctive relief and specific performance in the event of any breach of the confidentiality provisions of this Agreement. Such remedies are not the exclusive remedies for a breach ofthe confidentiality provisions of this Agreement, but are in addition to all other remedies available at law or in equity. 19.7 Nothing herein should be construed as limiting either Part's rights with respect to its own Confidential Information or its obligations with respect to the other Party's Confidential. Information under Section 222 of the Act. 20. ~. Except as otherwse provided herein, neither Part's failure to enforce any right or remedy available to it under this19.1 Neither Part will, without the prior written consent of the other Party issue any public announcement regarding, or make any April 14, 2008/kcd/Matrixl Qwest QLSpTM MSA - (v3-20.08) AZ - CDS-080403-0005; CO - CDS-080403-0006; ID - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CD8-080403-0010; NE - CDS-080403-0011; NM - CDS-080403.0012; ND - CDS-080403-0013; OR - CDS-080403-0014; SD - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018;Page 6 of 11 Agreement wil be construed as a waiver of such right or a waiver of any other provision hereunder. 21. Regulatory Approval. Each Part reserves its rights with respect to whether this Agreement is subject to Sections 251 and 252 of the Act. In the event the FCC, a state commission or any other governmental authority or agency rejects or modifies any material provision in this Agreement, either Part may immediately upon written notice to the other Part terminate this Agreement. If a Part is required by a lawful, binding order to file this Agreement or a provision thereof with the FCC or state regulatory authorities for approval or regulatory review, the filing Part shall provide written notice to the other Party of the existence of such lawful, binding order so that the other Party may seek an injunction or other relief from such order. In addition, the filing Part agrees to reasonably cooperate to amend and make modifications to the Agreement to allow the filing of the Agreement or the specific part of the Agreement affected by the order to the extent reasonably necessary. 22. Notices. Any notices required by or concerning this Agreement will be in writing and will be suffciently given if delivered personally, delivered by prepaid overnight express service, sent by facsimile with electronic confirmation, or sent by certified mail, return receipt requested, or by email where specified in this Agreement to Qwest and CLEC at the addresses shown on the cover sheet of this Agreement. 23. Force Maleure. Neither Party shall be liable for any delay or failure in performance of any part of this Agreement from any cause beyond its control and without its fault or negligence including, without limitation, acts of nature, acts of civil or miltary authority, govemment regulations, embargoes, epidemics, terrorist acts, riots, insurrections, fires, explosions, earthquakes, nuclear accidents, floods, work stoppages, power blackouts, volcanic action, other major environmental disturbances, or unusually severe weather conditions (collectively, a Force Majeure Event). Inabilty to secure products orservices of other Persons or transportation facilties or acts or omissions of transportation carriers shall be considered Force Majeure Events to the extent any delay or failure in performance caused by these circumstances is beyond the Part's control and without that Part's fault or negligence. The Part affected by a Force Majeure Event shall give prompt notice to the other Part, shall be excused from performance of its obligations hereunder on a day to day basis to the extent those obligations are prevented by the Force Majeure Event. and shall use reasonable efforts to remove or mitigate the Force. Majeure Event. In the event of a labor dispute or strike the Parties agree to provide Service to each other at a level equivalent to the level they provide themselves. 24. Governing Law. Colorado state law, without regard to choice-of-Iaw principles, governs all matters arising out of. or relating to, this Agreement. 25.Dispute Resolution. negotiations will be treated as Confidential Information developed for purposes of settement, and will be exempt from discovery and production, and are not admissible in any subsequent proceedings without the concurrence of both Parties. 25.2 If the designated representatives have . not reached a resolution of the dispute within fifteen (15) Days after the wrtten notice (or such longer period as agreed to in writing by the Parties), then either Party may commence a civil action. Any action will be brought in the United States District Court for the District of Colorado if it has subject matter jurisdiction over the action, arid shall otherwse be brought in the Denver District Court for the State of Colorado. The Parties agree that such courts have personal jurisdiction over them. 25.3 Waiver of Jury Trial and Class Action. Each Part, to the extent permitted by law, knowingly, VOluntarily, and intentionally waives its right to a trial by jury and any right to pursue any claim or action arising out of or relating to this Agreement on a ciass or consolidated basis orin a representative capacity. 25.4 No cause of action regardiess of the form of acton, arising out of, or relating to this Agreement, may be brought by either Party more than two (2) years after the cause of action arises. 26. Headinas. The headings used in this Agreement are for convenience only and do not in any way limit or otherwse affect the meaning of any terms of this Agreement. 27.Authorization. Each Party represents and warrants that: A. the full legal name of the legal entity intended to provide and receive the benefits and Services under this Agreement is accurately set forth herein; B. the person signing this Agreement has been duly authorized to execute this Agreement on that Parts behalf; C. the execution hereof is not in conflict with law. the terms of any charter, bylaw, articles of association, or any agreement to which such Part is bound or affected; and D. each Part may act in reliance upon any instruction, instrument, or signature reasonably believed by it to be authorized and genuine. 28. Third Part Beneficiaries. The terms, representations, warranties and agreements of the. Parties set forth in this Agreement are not intended for, nor wil they be for the benefit of or enforceable by, any third party (including, without limitation, Customets Affliates and End Users). 29. Insurance. Each Part shall at all times during the term of this Agreement, at its own cost and expense, carr and maintain the insurance coverage listed below with insurers having a "Bests" rating of B+XIII with respect to liabilty arising from its operations for which that Part has assumed lègal responsibilty in this Agreement. If a Part or its parent company has assets equal to or exceding $10,000,000,000, that Part may utilze an Affliate captive insurance company in lieu of a "Bests" rated insurer. To the extent that the parent company of a Part is relied upon to meet the $10,000,000,000 asset threshold, such parent shall be responsible for the insurance obligations contained in this Section, to the extent its affliated Part fails to meet such obligations. 29.1 Workers' Compensation with statutory limits as required in the state of operation and Employers' Liabilty insurance with limits of not less than $100,000 each accdent. 25.1 The Parties will attempt in good faith to resolve through negotiation any dispute, claim or controversy arising out of, or relating to, this Agreement. Either Part may give written notice to the other Part of any dispute not resolved in the normal course of. business. Each Part will within seven (7) Days after delivery of the written notice of dispute, designate a vice-president level employee or a representative with authority to make commitments to review, meet, and negotiate, in good faith, to resolve the dispute. The Parties intend that these negotiations be conducted by non-lawyer, business representatives. and the locations, format, frequency, duration, and conclusions of these discussions will be at the discretion of the representatives. By mutual agreement, the representatives may use other procedures to assist in these negotiations. The discussiOns and correspondence among the representatives for the purposes of these April 14, 2008/kcd/Matrixl Qwest QLSpTM MSA - (v3-20-08)AZ - CDS-080403.0005; CO - CDS-080403-0006; ID - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CDS-080403-001 0;. NE - CD8-080403-0011; NM - CDS-080403.0012; ND - CDS-080403-0013; OR - CDS-080403-0014; SD - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018;Page 7 of 11 29.2 Commercial General Liabilty insurance covering claims for bodily injury, death,' personal injury or property damage, including coverage for independent contractor's protection (required if any work wil be subcontracted), products and/or completed operations and contractual liabilty with respect to the liabilty assumed by each Party hereunder. The limits of insurance shall not be less than $1,000,000 each occurrence and $2,000,000 general aggregate limit. 29.3 "All Risk" Propert coverage on a full replacement cost basis insuring all of such Part's personal propert situated on or within the Premises. 29.4 Each Party may be asked by the other to provide certificate(s) of insurance evidencing coverage, and thereafter shall provide such certificate(s) upon request. Such certificates shall: A. name the other Party as an additional insured under commercial general liabilty coverage; B. provide thirty (30) Days prior written notice of cancellation of, material change or exclusions in the policy(s) to which certificate(s) relate; C. indicate that coverage is primary and not excess of, or contributory with, any other valid and collecible insurance purchased by such Part; and D. acknowledge severabilty of interest/cross liabilty coverage, 30. Communications Assistance Law Enforcement Act of 1994. Each Part represents and warrants that any equipment, facilties or Services provided to the other Part under this Agreement comply with the CALEA. Each Party will indemnify and hold the other Part harmless from any and all perlalties imposed upon the other Part for such noncompliance and will at the non-compliant Part's sole cost and expense, modify or replace any equipment, facilties or Services provided to the other Party under this Agreement to ensure that such equipment, facilties and Services fully comply with CALEA. 31. Entire Agreement. This Agreement (including all Attachments, Rate Sheets, and other documents referred to herein) constitutes the full and entire understanding and agreement between the Parties with regard to the subjects of this Agreement and supersedes any prior understandings, agreements, or representations by or between the Parties, written or oral, including but not limited to, any term sheet or memorandum of understanding entered into by the Parties, to the extent they relate in any way to the subjects of this Agreement. Notwthstanding the foregoing, certain elements used in combination with the Service provided under this Agreement are provided by Owest to CLEC under the terms and conditons of ICAs and/or SGATs, where CLEC has opted into an SGAT as its Interconnection Agreement ("ICA'), and nothing contained herein is intended by the Parties to amend, alter, or otherwse modify those terms and conditions. 32. Proof of Authorizaton. 32.1 Each Party shall be responsible for obtaining and maintaining Proof of Authorization (POA), as required by applicable federal and state law, as amended from time to time. connection with the alleged unauthorized change or service. 33. General Terms. 33.1 Owest wil provide general repair and maintenanc services on its facilties, including those facilties supporting Services purchased by CLEC under this Agreement, at a level that is consistent with other comparable services provided by Owest. 33.2 In order to maintain and modernize the network properly, Owest may make necessary modifications and changes to its network on an as needed basis. Such changes may result in minor changes to transmission parameters. Network maintenance and modernization activities wil result in transmission parameters that are within transmission limits of the Service ordered by CLEC. Owest will provide advance notice of changes that affect network Interoperabilty pursuant to applicable FCC rules. 33.3 Network Security. A. Protection of Service and Propert. Each Part will exercise the same degree of care to prevent harm or damage to the other Part and any third parties, its employees, agents or End User Customers, or their property as it employs to protect its own personnel, End User Customers and propert, etc., but in no case less than a commercially reasonable degree of care. B. Each Party is responsible to provide security and privacy of communications. This entails protecting the confidential nature of Telecommunications transmissions betwen End User Customers during technician work operations and at all times. Specifically, no employee, agent or representative shall monitor any circuits except as required to repair or provide service of any End User Customer at any time. Nor shall an employee, . agent or representative disclose the nature of overheard conversations, or who participated in such communications or even that such communication has taken place. Violation of such security may entail state and federal criminal penalties, as well as civil penalties. CLEC is responsible for covering its employees on such security requirements and penalties. C. The Parties' networks are part of the national security netwrk, and as such, are protected by federal law. Deliberate sabotage or disablement of any portion of the underlying equipment used to provide the network is a violation of federal statutes with severe penalties, especially in times of national emergency or state of war. The Parties are responsible for covering their employees on such security requirements and penalties. D. Owest shall not be liable for any losses, damages or other claims, including, but not limited to, uncollectible or unbilable revenues, resulting from accdental, erroneous, malicious, fraudulent or otherwise unauthorized use of Services or facilities ('Unauthorized Usé") , whether or not such Unauthorized Use could have been reasonably prevented by Owest, except to the extent Owest has been notified in advance by CLEC of the existence of such Unauthorized Use, and fails to take commercially reasonable steps to assist in stopping or preventing such activity. 32.2 Each Part will make POAs available to the other Part upon request. In the event of an allegation of an unaúthorized change or unauthorized service in accordance with all Applicable Laws and rules, the Party charged with the alleged infraction shall be responsible for resolving such claim, and it shall indemnify and hold harmless the other Part for any losses, damages, penalties, or other claims in April 14, 2008/kcd/Matrixl Owest OLSpTM MSA - (v3-20-08) , AZ - CDS-080403-0005; CO - CDS-080403-0006; ID - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CDS-080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; ND - CDS-080403-0013; OR - CDS-080403-0014; SD - CDS-080403-0015; UT - CD8-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018; 33.4. Construction. Owest wil provide necessary construction only to the extent required by Applicable Law. Page8of11 33.5. Individual Case Basis Requests. CLEC may request additional services not specified in this Agreement and Qwest will consider such requests on an Individual Case Basis ("ICB"). 33.6. Responsibilty For Environmental Contamination. A. Neither Part shall be liable to the other for any costs whatsoever resulting from the presence or release of any Environmental Hazard that either Part did not introduce to the affected work location. Both Parties shall defend and hold harmless the other, its offcers, directors and employees from and against any losses, damages, claims, demands, suits, liabilties, fines, penalties and expenses (including reasonable attorneys' fees) thatarise out of or result from: 1. any Environmental Hazard that the Indemnifying Part, its contractors or agents introduce to the work locations; or 2. the presence or release of any Environmental Hazard for which the Indemnifying Part is responsible under Applicable Law. B. In . the event any suspect materials within Qwest-owned, operated or leased facilties are identified to CLEC by Qwest to be asbestos containing, CLEC wil ensure that to the extent any activities which it undertakes in the facility disturb such suspect materials, such CLEC activities will be in accrdance with applicable local, state and federal environmental and health and safety statutes and regulations. Except for abatement activities undertaken by CLEC or equipment placement activities that result in the generation of asbestos-containing material, CLEC does not have any responsibilty for managing, nor is it the owner of, nor does it have any liability for, or in connection with, any asbestos- containing materiaL. Qwest agrees to immediateiy notify CLEC if Qwest undertakes any asbestos control or asbestos abatement activites that potentially could affect CLEC personnel, equipment or operations, including, but not limited to, contamination of equipment. April 14, 2008/kcd/Matrixl Qwest QLSpTM MSA - (v3-20-08) AZ - COS-080403-0005; CO - COS-080403-0006; 10 - C08-080403-0007; IA - COS-080403-0008; MN - COS-080403-0009; MT - COS-080403-0010; NE - COS-080403.0011; NM - COS-080403-0012; NO - COS-080403-0013; OR - COS-080403-0014; SO - COS-080403-0015; UT - COS-080403-0016; WA - COS-080403-0017; WY - COS-080403-0018; Page 9 of 11 QWEST LOCAL SERVICES PLA TFORM™ AGREEMENT ATTACHMENT 1- DEFINITIONS "Act" means the Communications Act of 1934 (47 U.S.C. 151 et. seq.), as amended. "Advanced Intellgent Network" or "AIN" is a Telecommunications network architecture in which call processing, call routing and netwrk management are provided by means of centralized databases. "Affliate" 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 paragraph, the term 'own' means to own an equity interest (or the equivaleot thereof) of more than 1.0 percent. "Automatic Location Identification" or "ALI" is the automatic display at the Public Safety Answenng Point of the caller's telephone number, the address/location of the telephone and supplementary emergency services information for Enhanced 911 (E911). "Applicable Law" means all laws, statutes, common law including, but not Iiniited to, the Act, the regulations, rules, and final orders of the FCC, a state regulatory authority, and any final orders and decisions of a court of competent jurisdictíon reviewing the regulations, rules, or orders of the FCC or a state regulatory authority. "Bil Date" means the date on which a Billng period ends, as identified on the bilL. "Billng" involves the provision of appropriate usage data by one Telecommunications Carrier to another to faciltate Customer Billng with attendant acknowledgments and status reports. It also involves the exchange of information betwen Telecommunications Carriers to process claims and adjustments. "Carner" or"Common Carner" See Telecommunications Carrier. "Central Offce" means a building or a space within a building where transmission facilties or circuits are connected or switched. "Commercial Mobile Radio Service" or "CMRS" is defined in 47 U.S.C. Section 332 and FCC rules and orders interpreting that statute. "Communications Assistance for Law Enforcement Act" or "CALEA" refers to the duties and obligatíons of Carriers under Section 229 of the Act. "Confidential Information" means any. informatíon that is not generally available to the public, whether of a technical, business, or other nature and that: (a) the receiving Part knows or has reason to know is confidential, proprietary, or trade secret information of the disclosing Part; and/or (b) is of such a nature that the receiving Part should reasonably understand that the disclosing Part desires to protect such information against unrestricted disclosure. Confidential Information will not include informatíon that is in the public domain through no breach of this Agreement by the receiving Part or is already known or is independently developed by the receiving Part. "Customet' means the Person purchasing a Telecommunicatíons Service or an information service or both from a Carrier. "Day" means calendar days unless otherwse specified. "Demarcation Point" is defined as the point at which the LEC ceases to own or control Customer Premises wiring including without limitation inside wiring. "Directory Assistance Database" contains only those published and non- listed telephone number Iistíngs obtained by Qwest from its own End User Customers and other Telecommunications Carrers. "Directory Assistance Service" includes, but is not limited to, making available to callers, upon request, information contained in the Directory Assistance Database. Directory Assistance Service includes, where available, the option to complete the call at the callets direction. "Due Date" means the specific date on which the requested Service is to be available to the CLEC or to CLEC's End User Customer, as applicable. "End User Customer" means a third part retail Customer that subscribes to a Telecommunications Service provided by either of the Parties or by another Carrier or by two (2) or more Carners. "Environmental Hazard" means any substance the presence, use, transport, abandonment or disposal of which (i) requires investígation, remediation, compensation, fine or penalty under any Applicable Law (including, without limitation, the COmprehensive Environmental Response Compensation and Liabilty Act, Superfund Amendment and Reauthorization Act, Resource Conservation Recovery Act, the Occupational Safety and Health Act and provisions with similar purposes in applicable foreign, state and local jurisdictions) or (ii) poses nsks to human health, safety or the environment (including, without limitation, indoor.outdoor or orbital space environments) and is regulated under any Applicable Law. "FCC" means the Federal Communications Commission. "Interexchange Carrier" or "IXC" means a Carrièr that provides InterLATA or IntraLATA Toll services. "Line Information Database" or "L1DB" stores various telephone line numbers and Special Biling Number (SBN) data used by operator services systems to process and bil Altemately Biled services (ABS) calls. The operator services system accesses L1DB data to provide originating line (callng number), Billng number and terminating line (called number)information. L1DB is used for callng card validation, fraud prevention, Billng or service restnctions and the sub-accunt information to be included on the call's Biling record. Telcordia's GR-446-CORE defines thè interface between the administration' system and L1DB including specific message formats (Telcordia's TR-NWP-000029, Section 10). "Line Side" refers to End Offce Swtch connections that have. been programmed to treat the circuit as a local line connected to a terminating station (e.g" an End User Customets telephone station set, a PBX, answenng machine, facsimile machine, computer, or similar customer device). "Local Exchange Carner" or "LEC" means any Carrier that is engaged in the provision of Telephone Exchange Service or Exchange Access. Such term does not include a Carrer insofar as such Carner is engaged in the provision of Commercial Mobile Radio Service under section 332(c) of the Act, except to the extent that the FCC finds that such service should be included in the definition of such term. "Loop" or "Unbundled Loop" is defined as a transmission facilty between a distribution frame (or its equivalent) in a Qwest Central Offce and the Loop Demarcatíon Point at an End User Customets Premises "Local Service Request" or "LSR" means the industry standard forms and supporting documentatíon used for ordering local serviCès. Apnl 14, 200S/kcd/Matnxl Qwest QLSpTM MSA - (v3-20-0S) AZ - CDS-OS0403-0005; CO - CDS-OS0403-0006; ID - CDS-OS0403-0007; IA - CDS-OS0403-000S; MN - CDS-OS0403-0009; MT - CD8-0S0403-0010; NE - CDS-OS0403-0011; NM - CDS-OS0403-0012; ND - CDS-080403-0013; OR - CDS-uS0403-0014; SD - CDS-OS0403-0015; UT - CDS-OS0403-0016; WA - CDS-OS0403-0017; WY - CDS-OS0403-001S; Page 10 of 11 QWEST LOCAL SERVICES PLATFORM ™ AGREEMENT ATTACHMENT 1- DEFINITIONS "Miscellaneous Charges" mean charges that Owest may assess in additon to recurring and nonrecurring rates set forth in the Rate Sheet, for activities CLEC requests Owest to perform,' activities CLEC authorizes, or charges that are a result of CLEC's actions, such as cancellation charges, additional labor and maintenance. Miscellaneous Charges are not already included in Owests recurring or nonrecurring rates. Misceiianeous Charges shall be contained in or referenced in the Rate Sheet. "Network Element" is a facilty or equipment used in the provision of Telecommunications Service or an information service or both. It also includes features, functions, and capabilties that are provided by means of such facilty or equipment, including Subscriber numbers. databases, signaling systems, and information suffcient for Biling and collection or used in the transmission, routing, or other provision of a Telecommunications Service or an information service or both, as is more fully described in the Agreement. "Operational Support Systems" or "OSS" mean pre-ordering, Provisioning, maintenance, repair and biling systems. "Order Form" means service order request forms issued by Owest: as amended from time to time. "Person" is a general term meaning an individual or association, corporation, firm, joint-stock company, organization, partnership, trust or any other form or kind of entity. "Port" means a line or trunk connection point, including a line card and associated peripheral equipment, on a Central Ofce Switch but does not include Switch features. The Port serves as the hardware termination for line or Trunk Side facilties connected to the Central Offce Switch. Each Line Side Port is typically associated with one or more telephone numbers that serve as the Customer's network address. "Premises" refers to Owests Central Offces and serving Wire Centers; all buildings or similar structures owned, leased, or otherwse controlled by Owest that house its network facilties; all structures that hOuse Owest facilties on public rights-of-way, including but not limited to vaults containing Loop concentrators or similar structures; and all land owned, leased, or otherwise controlled by Owest that is adjacent to these Central Offces, Wire Centers, buildings and structures. "Proof of Authorization" or "POA" shall consist of verification of the End User Customer's selection and authorization adequate to document the End User Customer's selection of its local service provider and may take the form of a third part verification format. "Provisioning" involves the exchange of information between Telecommunications Carrers where one executes a request for a set of products and services from the other with attendant acknowled.9ments and status reports. "Public Switched Network" includes all Switches and transmission facilties, whether by wire or radio, provided by any Common Carrier including LECs, IXCs and CMRS providers that use the North American Numbering Plan in connection with the provision of switched services. "Serving Wire Center" denotes the Wire Center from which dial tone for local exchange service would normally be provided to a particular Customer Premises. "Shared Transport" is defined as local interoffce transmission facilties shared by more than one Carrier, including Owest, between End Offce Switches, betwen End Offce Switches and Tandem Switches (local and Access Tandem Switches), and betwen Tandem Switches within the Local Callng Area, as described more fully in the Agreement. "Switch" means a switching device employed by a Carrier within the Public Switched Network. Switch includes but is not limited to End Offce Switches, Tandem Switches, Access Tandem Switches, Remote Switching Modules, and Packet Switches. Switches may be employed as a combination of End OffcelTandem Switches. "Switched Access Traffc," as specifically defined in Owests interstate Switched Access Tariff, is traffc thàt originates at one of the Party's End User Customers and terminates at an IXC Point of Presence, or originates at an IXC Point of Presence and terminates at one of the Part's End User Customers, whether or not the traffc transits the other Part's network. "Tariff' as used throughout this Agreement refers to Owest interstate Tariffs and state Tariff, price lists, and price schedules. "Telecommunications Carrier" means any provider of Telecommunications Services, except that such term does not include aggregators. of Telecommunications Services (as defined in Section 226 of the Act). A Telecommunications Carrier shall be treated as a Common Carrier under the Act only to the extent that it is engaged in providing Telecommunications Services, except that the FCC shall determine whether the provision of fixed and mobile satellie service shall be treated as common carriage. "Telecommunications Services" means the offering of telecommunications for a fee directly to the public, or to such classes of users as to be effectively available directly to the public, regardless of the facilties used. "Telephone Exchange Service" means a Service within. a .telephone exchange, or within a conneCted system of telephone exchanges within the same exchange area operated to furnish to End User Customers intercommunicating Service of the character ordinarily furnished by a single exchange, and which is covered by the exchange Service charge, or comparable Service provided through a system of Switches, transmission equipment or other facilties (or combinations thereof) by which a subscriber can originate and terminate a Telecommunications Service. "Trunk Side" refers to Swch connections that have been programmed to treat the circuit as connected to another switching entity.' "Wire Center" denotes a building or space within a building that serves as an aggregation point on a given Carrier's network, where transmission facilties are connected or switched. Wire Center can also denote a building whre one or more Central Ofces, used for the provision of basic exchange Telecommunications Services and accss Services, are located. Terms not otherwse defined here but defined in the Act and the orders and the rules implementing the Act or elsewhere in the Agreement, shall have the meaning defined there. The definition of terms that are included here and are also defined in the Act, or its implementing orders or rules, are intended to include the definition as set forth in .the Act and the rules implementing the Act. April 14, 2008/kcd/Matrixl Owest OLSpTM MSA - (v3-20-08) AZ - CDS-080403-0005; CO - CDS-080403-0006; 10 - CDS"t80403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CDS-080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; NO - CDS-080403-0013; OR - CDS-080403-0014; SO - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018; Page 11 of 11 1.0 QWEST LOCAL SERVICES PLATFORMQì AGREEMENT ATTACHMENT 2-QLSPQì Service Description Owest will provide. Owest Local Services Platfor~ ("OLSPQ!") Services according to the following terms and conditions. Except as set forth in this Attachment, capitalized terms have the definitions assigned to them in the Agreement. CLEC may use OLSP Services to provide any Telecommunications Services, information services, or both that CLEC chooses to offer to the extent that such services are granted herein or not limited. Izard Street; Omaha 90th Street; Omaha Fort Street; Omàha Fowler Street; Omaha a Street: Omaha 78th Street; Omaha 135th Street; and Omaha 156th Street. 1,2.2 The following OLSP Service types will be combined with 2-wire loops: OLSP Business; OLSP Centrex (including Centrex 21); Centrex Plus; Centron in MinnesotaOnly; OLSP ISDN BRI; OLSP PAL; OLSP PBX Analog non- DID and 1-Way DID Trunks; and OLSP ResidentiaL. 1.1 General QLSP Service Description. 1.2.3 OLSP PBX Analog 2-Way DID Trunks wil be combined with 4 wire loops.1.1.1 OLSP Services consist of Local Switching and Shared Transport in combination. Owest Advanced Intellgent Network ("AIN) Services, e.g., remote accss forwrding, and Owest Voice Messaging Services ('VMS") may also be purchased with compatible OLSP Services. These Network Elements will be provided in compliance with all Telcordia and other industry standards and technical and performance specifcations to allow CLEC to combine the OLSP Services with a compatible voice mail product andstutter dial tone. Owest will provide accss to 911 emergency services and directory listings in accordance with the terms and conditions of CLEC's interconnection agreements ("ICAs"). As part of the OLSP Service, Owest combines the Network Elements that make up OLSP Service with analog/digital capable Loops, with such Loops (including services such as line splitting) being provided inaccordance with the rates, terms and conditions of the CLEC's ICAs. CLEC may also purchase Owest Commercial High Speed Internet (HSI) Service (also known as Owest Digital Subscriber Lin~ (DSL)), under a separate Services agreement, to be used with compatible OLSP Service. 1.3 Local Switching. The Local Swtching Network Element ("Local Switching") is collectively the Line Side and TrunkSide facilties in the local serving Owest end offce Swtch which provides the basic switching function, the port, plus the features, functions, and capabilties of the . switch including all compatible, available, and loaded vertcal features, e.g., anonymous call rejection, that are loaded in that switch. Vertical features are softare attributes on end offce Switches and are listed on the Owest wholesale website. Owest signaling is provided with Local Switching solely as described in Section 1.4,2 of this Attachment. The following Local Switching ports are available with OLSP Service: Analog Line Ports, Digital Line Ports Suppong Basic Rate InterfaceIntegrated Services Digital Network ("BRI ISDN"), and Analog Trunk Ports. 1.3.1 Analog Line Port. Line Port attributeS include: telephone number; dial tone; signaling (Loop or ground start); on/off hook detection; audible and power ringing; Automatic Message Accounting (AMA Recording); and blocking options.1.1.2 OLSP Service is available in six different service arrangements, each of which is described more fully below: OLSP Residential; OLSP Business; OLSP Centrex (including Centrex 21, Centrex Plus, and in Minnesota onlyCentron); OLSP ISDN BRI; OLSP Public Access Lines ("PAL"); OLSP PBX Analog DID and non-DID (one way andtwo way) trunks. 1.3.2 Digital Line Port Supporting SRI ISDN. BRI ISDN is a digital architecture that provides integrated voice and data capabilty (2 wire). A BRI ISDN Port is a Digital 2B+D (2 Bearer Channels for voice or data and 1 Delta Channel for signaling and 0 . Channel Packet) Line Side Switch connection with BRI ISDN voice and data basic elements. For flexibilty and customization, optional features can be added. BRI ISDN Port does not offer B Channel Packet service capabilties. The serving arrangement conforms to the internationally developed. published, and recognized standards generated by Intemational Telegraph and Telephone Union (formerly CCITT. 1.1.3 Nothing in this Agreement precludes Owest from withdrawing availabilty of comparable, functionally equivalent services from its retail end user customers. In the event of such withdrawal or discontinuation, Owest may also withdraw availabilty of the equivalent OLSP Service. 1.2 Combination of QLSP Service with Loops. Except as described below, the Loop will be provided by Owest under the applicable ICAs in effect between Owest and CLEC at the time the order is placed. As part of the OLSP Service, Owest will combine the Local Switching and Shared Transport Network Elements with the Loop. 1.2.1 Pursuant to the order issued by the FCC pertaining to the availabilty of Unbundled Network Element ("UNE") Loops under Section 251(c)(3) of the "Act" in itsReport and Order:Petition of Qwest Corporation for Forbearance Pursuant to 47 U.S.C. § 160(c) in the Omaha Metropolitan statistical Area, FCC 05-170, WC Docket No. 04-223, (effective September 16, 2005) ("OFO"), Owest wil provide to CLEC the Loop element of OLSP . Services purchased in the following nine Omaha Nebraska Wire Centers under the terms and conditions of this Agreement at Rates provided in the Rate Sheet: Omaha Douglas; Omaha 1,3.3.3. Two-way analog DID trunks are capable of initiating out going calls, and may be equipped with either rotary or touch-tone (DTMF) for this purpose. When the trunk is equipped with DID call transfer 1.3,3 Analog Trunk Port. DSO analog trunk Ports can be configured as DID, DOD, and two-way. 1.3.3.1 Analog trunk Ports provide a 2-Way Analog Trunk with DID, E&M Signaling and 2-Wire or 4-Wire connections. This Trunk Side connection inherently includes hunting within the trunk group. 1.3.3.2 All trunks are designed as 4-Wire leaving the Central Offce. For 2-Wire service, the trunks are converted at the End User Customer's location. April 14, 2008/kcd/Matrixl Attachment 2 - OLSPQì (v5.0 - 2-13-08) AZ - CDS-080403-0005; CO. CDS-080403-D006; 10 - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CD8-080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; NO - CDS-080403-0013; OR - CDS-080403-0014; SO - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018; 1 QWEST LOCAL SERVICES PLA TFORMq¡ AGREEMENT ATTACHMENT 2-QLSPq¡ Service Description 1.3.3.4 Two-way analog DID trunks require E&M signaling. Qwest will use Type I and II E&M signaling to provide these trunks. to the PBX. Type II E&M signaling from Qwest to the PBX will be handled as a special assembly request via ICB. capabilty. ICNAM database contains current listed name data by working telephone number served or administered by Qwest, including listed name data provided by other Telecommunications Carriers participating in Qwests callng name delivery service arrangement. feature, both the trunk and telephone instruments must be equipped with DTMF. 1.3.4 Usage. Local Switching Usage is biled on a Minute of Use ("MOU" basis as described within this Attachment. Rates for "Local Switch Usage" or "Local Switch MOUs" are provided in the QLSP Rate Sheet. 1.46 Qwestwil provide the listed name of the callng part that relates to the callng telephone number (when the information is actually available in Qwests database and the delivery is not blocked or otherwse limited by the callng part or other appropnate request). 1.4.1 QLSP Service inclUdes nondiscriminatory access to all vertical features that are loaded in the Local serving Qwest end offce switch. 1.4.7 For CLEC's QLSP End User Customers, Qwest will load and update CLEC's QLSP End User Customers' name information into the L1DB and ICNAM databases from CLEC's completed service orders. CLEC is responsible for the accuracy of its End User Customers' information. 1.4 Vertical Features and Ancilary Functions and Services. 1.4.2 Local Switching includes use of Qwests signaling network (ISUP call set-up) solely for Local Traffc. "Local Traffc" and "Local Calls" means calls that onginate and terminate within the Local Callng Area as defined in the Qwest tariff. Qwest wil provide service control points in the same manner, and via the same signaling links, as Qwest uses such service control points and signaling links to provide service to its End User Customers served by that switch. Qwests call related databases include the Line Information Database (L1DB), Internetwork Callng Name Database (ICNAM), 8XX Database for toll free callng, Advanced Intellgent Network Databases (AIN), and Local Number Portabilty Database. CLEC will not have accss to Qwests AIN based services that qualify for proprietarytreatment, except as expressly provided for in this Agreement. Local Swtching does not include use of Qwests signaling network for Toll Traffc. "Toll Traffc" and "Toll Calls" means intra local access and transport area ("LATA") or interLATA calls that originate and terminate outside of the Local Callng Area as defined in the Qwest tanff. for all Toll Traffc originated by or terminated to CLEC's QLSP End User Customer, Qwest may bil applicable tariff charges, including SS7 message charges (ISDN User Part (ISUP) and Transaction Capabilties Application Part (TCAP)), to the InterexchangeCarner (IXC) or other wholesale SS7 provider. 1.4.8 Qwest wil exercise reasonable efforts to provide accurate and complete L1DB and ICNAM information. The information is provided on an as-is basis with all faults. Qwest does not warrant or guarantee the correctness or the completeness of such information; however, Qwest will access the same database for CLEC's QLSP End User Customers as . Qwest accesses for its ow End user Customers. Qwest wil not be liable for system outage or inaccssibilty or for losses ansing from the authonzed use of the data by CLEC. 1.4,9 Qwest will not charge CLEC for the storage of CLEC's QLSP End User Customers' information in the L1DB or ICNAM databases. 1.5 Shared Transport and Toll. 1.4.3 ICNAM and L1DB. CLEC wil have non- discriminatory accss to Qwests L1DB database and ICNAM database as part of the delivery of QLSP Service. 1.5.1 Shared Transport. The Shared Transport Network Element ("Shared Transport') provides the collective interoffce transmission facilties shared by various Carriers (including Qwest) betwen end-offce switches and betwen end-offce switches and local tandem switches within the Local Callng Area. Shared Transport uses the existing routing tables resident in Qwest switches to carr the End User Customets originating and terminating local/extended area service ("EAS") interoffce Local traffc on the Qwest interoffce message trunk network. CLEC traffc will be carried on the same transmission facilties betwen end-offce switches, between end-offce switches and tandem switches. and betwen tandem switches on the same netwrk facilties that Qwest uses for its own traffc. Shared Transport does not include use of tandem switches or transport betwen tandem switches and end-offce switches for Local Calls that onginate from end users served by non-Qwest Telecommunications Carriers ("Carrier(s)") which terminate to QLSP End Users. 1.4.4 The L1DB database contains the following data: various telephone line numbers and special billng number (SBN) data; originating line (callng number); biling number and terminating line (called number) information; callng card validation; fraud prevention; Biling or service restrictions; sub-account information to be included on the call's Billng record; and callng card, biled to third number, and collect call information used in processing Altemately Biled Services (ABS). 1.4.5 The ICNAM database is used with certain end offce Switch features to provide the callng part's name to CLEC's End User Customer with the applicable feature 1.5.2 Originating Toll CaliS from, and terminating Toll Calls to, QLSP End Users will be delivered to/from the designated IXCs from the Qwest end-offce switches and accss tandems. Use of access tandem switches are not included in this Agreement and access tandem chargeS,.if any, may be biled by Qwest to the IXC(s) under the applicable accss tariff. 1.5.3 IntraLATA and InterLAT A Carrier Designation. QLSP includes the capabilty for selection of the interLATA April 14, 2008/kcdMatrixl Attachment 2 - QLSPq¡ (v5.0 - 2-13-08) AZ - CDS-080403.0005; CO - CDS-080403-0006; 10 - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT. CDS.080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; NO - CDS-080403-0013; OR - CDS-080403-0014; SO - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS.080403-0017; WY - CDS-08Ø403-0018; 2 QWEST LOCAL SERVICES PLA TFORMiI AGREEMENT ATTACHMENT 2-QLSPiI Service Description and intraLATA Toll provider(s) on a 2-Primary Interexchange Carrier (PIC) basis. CLEC will designate the PIC assignmeri(s) on behalf of its End User Customers for interLATA and intra LATA Services. All CLEC initiated PIC changes wil be in accordance with all Applicable Laws, rules and regulations. Owest will not be liable for CLEC's improper PIC change requests. 1.5.4 Qwest Intra LATA Toll Local Primary Interexchange Carrier ("LPIC") 5123. Owest does not authorize CLEC to offer, request, or select Owest LPIC 5123 service to CLEC's End User Customers for intra LA T A toll service with any OLSP Service in any state. In the event CLEC assigns the Owest LPIC 5123 to CLEC's End User Customers, Owest will bil CLEC and CLEC will pay Owest the rates contained or referenced in the attached Rate Sheet. 1,6.5 QLSP PBX is available to CLEC for CLEC's business End user Customers. 1.6.5.1 PBX analog non-DID trunks are combinations of an analog Line Side Port and Shared Transport provided under this Agreement with an analog - 2 wire voice grade Loop provided in accordance with CLEC's ICAs, except for those Loops that are otherwse provided for in this Agreement. 1.6.5.2 PBX with analog 1-way DID trunks are combinations of a DID trunk Port and Shared Transport provided under this Agreement with an Analog - 2 wire voice grade Loop provided in accrdance with CLEC's ICAs, except for those Loops that are otherwse provided for in this Agreement., 1.5.5 Usage Shared Transport is biled on a MOU basis as described within this Attachment. Rates for "Shared Transport Usage" Qr "Shared Transport MOUs" are provided in the OLSP Rate Sheet. 1.6 QLSP Service Arrangement Descriptions. 1.6.5.3 PBX with analog 2- way DID trunks are combinations of a DID trunk Port and Shared Transport provided under this Agreement with an Analog - 4 wire voice grade Loop provided in accrdance with CLEC's ICAs, except for those Loops that are otherwse provided for in this Agreement. 1.6.1 QLSP Business is available to CLEC for CLEC's business End User Customers and is the combination of an analog Line Side Port and Shared Transport provided under this Agreement with an analog - 2 wire voice grade Loop provided in accrdance with CLEC's ICAs, except for those Loops that are otherwse provided for in this Agreement. 1.6.6 QLSP Residential is available to CLECfor CLEC's residential End User Customers and is the combination of an analog Line Side Port and Shared Transport provided under this Agreement with an analog - 2 wire voice grade Loop provided in accrdance with CLEC's ICAs,. except as otherwse provided for in this Agreement. OLSP Residential may be ordered and provisioned only for residential End User Customer application. The definition of residential service is the same as in Owests retail tariff as applied to Owests End User Customers. 1.6.2 QLSP Centrex is available to CLEC for CLEC's business End User Customers. OLSP Centrex Services include Centrex 21, Centrex Plus, and in Minnesota, Centron, and are the combination of an analog Line Side Port and Shared Transport provided under this Agreement with an analog - 2 wire voice grade Loop provided in accordance with CLEC's ICAs, except for those Loops that are otherwise provided for in this Agreement. 1.6.2.1 CLEe may request a conversion from Centrex 21, Centrex-Plus or Centron service to OLSP Business or OLSP ResidentiaL. The Conversion NRC(s) provided in the Rate Sheet wil apply. 1.6.6.1 In order. for CLEC to receive OLSP Residential rates via the monthly Residential End User Credit provided in the Rate Sheet, CLEC must identify residential end users by working telephone number (WN) utilzing the LSR process as described in the Owest Wholesale website. 2.0 Additional Terms and Conditions and Service Features. 2.1 Owest does not warrant the availabilty of facilties at any serving wire center. OLSP Services will not be available if facilties are not available. Owest represents and warrants that it will not otherwse restrict facilties eligible to provide OLSP Service and that any and all facilties that would otherwse be availabie for retail service to a Owest End User Customer wil be considered eligible for use by CLEC for OLSP service to serve that same End User Customer. 1.6.2.2 Owest will provide accss to Customer Management System (CMS) with OLSP-Centrex at the rates set forth in the Rate Sheet. 1.6.3 QLSP ISDN BRI is available to CLEC for CLEC's End User Customers and is the combination of a Digital Line Side Port (supporting BRI ISDN), and Shared Transport provided under this Agreement with a Basic Rate ISDN capable Loop provided in accordance with CLEC's ICAs, except for those Loops that are otherwse provided for in this Agreement. 2.2 Loop Start ("LPS") to Ground Start ("GST") and GST to LST Changes ("LPS/GST Change") are available with OLSP Services. POTS Services, e.g., a QLSP Centrex 21 line, can functionally and operationally be Provisioned as either LPS or GST. Unless specifically requested otherwse, Owest provisions POTS Services as LPS. GST is generally provisioned for Private Branch Exchange ("PBX") type services. LPS/GST Changes allow the CLEC to request a facilty served by LPS to be changed to GST or vice versa. Additional information . and ordering requirements are detailed on the Owest Wholesale website. 1.6.4 QLSP PAL is available to CLEC for only CLEC's Payphone service ' Providers (PSPs) and is the combination of an analog Line Side Port and Shared Transport provided under this Agreement with an analog - 2 wire voice grade Loop provided in accordance with CLEC's ICAs, except for those Loops that are otherwise provided for in this Agreement. April 14, 2008/kcdMatrixl Attachment 2 - OLSPiI (v5.0 - 2-13-08) AZ - CDS-080403-0005; CO - CDS-080403-0006; ID - CD8-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CDS"080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; ND - CDS.080403-0013; OR - CDS-080403-0014; SD - CDS-D80403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018; 3 2.3 QWEST LOCAL SERVICES PLA TFORM(\ AGREEMENT ATTACHMENT 2-QLSP(\ Service Description 2.2.1 The Subsequent Order Charge provided in the QLSP Rate Sheet and the Qwest retail Tariff nonrecurring charge ("NRC") for LPS/GST Changes, less an 1S% wholesale discount, will be added to service orders requesting LPS/GST Changes.2.S charges for such new local switch features will not in any case be higher than the retail rate Qwest charges. Nothing in this Agreement alters or affects CLEC's right to receive any applicable universal service subsidy or other similar payments. Qwest Operator Services and Directory Assistance Services are provided under the terms and conditions of. CLEC's ICAs. Rates and Charges. The recurring ("MRC") and NRC rates for QLSP Services and all associated QLSP applicable usage-based rates and miscellaneous charges are set forth or incorporated by reference into the attached QLSP Rate Sheets. Rates for QLSP Services are in additon to the applicable rates for elements and Services provided under CLEC's ICAs. Applicable intercarrier compensation rates and charges (such as accss charges, reciprocal compensation, and other charges for elements and services) are applicable and are provided under a separate Agreement or Tariff. QLSP rates Effective Date through Term. Starting on the Effective Date of the Agreement, rates for the Service will be those provided or referenced in the attached Rate Sheet. The MRCs for the switch port will be adjusted annually, effctive January 1 of each year through the term of the Agreement. CLEC is eligible for and will receive discounts on the Basic Plan switch port MRCs if it meets the volume plans described below. Discounts are not cumulative and Qwest will apply the highest discount rate to which CLEC is entitled. Basic Plan MRCs will apply if CLEC does not qualify for any discount. 3.2.1 80% Year Over Year ("YOY") Volume Retention Plan: If the number of CLEC's QLSP total lines (Working Telephone Numbers tWNs)) as of October 31 of each year equals or exceeds SO% of the sum of CLEC's QLSP total lines as of October 31 of the preceding year, CLEC will be entitled to a 5% discount off of the Business Port and a 1 % discount off of the Residential Port MRCs applicable during the next calendar year. 3.2.2 90% YOY Volume Retention Plan: If the number of CLEC's QLSP total lines as of October 31 of each year equals or exceeds 90% of the sum of CLEC's QLSP total lines as of October 31 of the preceding year, CLEC will be entitled to a 10% discount off of the Business Port and a 2% discount off of the Residential Port MRCs applicable. during the next calendar year. 3.2.3 110% YOY Volume Growth Plan: If the number of CLEC's QLSP total lines as of Ocober 31 of each year equals or exceeds 110% Of the sum of CLEC's total QLSP lines as of OCtober 31 of the preceding year, and the YOY line increase is equal to or greater than two thousand (2000) QLSP lines, CLEC wil be entitled to a 20% discount off of the Business Port and a 4% discount off of the Residential Port MRCs applicable during the next calendar year. April 14, 200S/kcc/Matrixl Attachment 2 - QLSP(\ (v5.0 - 2-13-0S) AZ - CDS-OS0403-0005; CO - CDS-OS0403-0006; ID - CDS-OS0403-0007; IA - CDS-OS0403-000S; MN - CDS-OS0403-0009; MT - CDS-OS0403-0010; NE - CD8-0S0403-0011; NM - CDS-OS0403-0012; ND - CDS-OS0403.0013; OR - CDS-OS0403-0014; SD- CDS-OS0403-0015; UT. CDS-OS0403-0016; WA - CDS-DS0403-0017; WY - CDS-OS0403-001S; 4 Daily Usage Feed (DUF). Qwest wil provide to CLEC certain originating and terminating call records ("usage information") generated by CLEC's QLSP end user via a DUF. 2.9 2.3.1 Qwest will provide to CLEC Local Call usage information within Qwests control with respect to calls originated by or terminated to CLEC QLSP End User Customers in the form of the actual information that is comparable to the information Qwest uses to bil its own End User Customers. 3.0 3.1 2.3.2 Qwest will provide to CLEC usage information necessary for CLEC to bil for interLATA and intraLATA exchange access to the IXC (excluding Qwest where it is the intraLATA Toll provider) in the form of either the actual usage or a negotiated or approved surrogate for this information, as such biling is described and allowed under section 3.7 of this Attachment. These exchange access records will be provided as Category 11 EMI records via the DUF. 3.2 2.3.3 Qwest will provide DUF records for the following: all usage occurrences bilable to CLEC's QLSP lines, including Busy Line Verify (BLV), Busy Line Interrupt (BLI); originating local usage; usage sensitive CLASS features; and Qwest"provided intraLA T A tolL. 2.3.4 Local Call usage records wil be provided as Category 01 or Category 10 EMI records via the DUF. Terminating Local Call usage records are not collected or available and will not be provided. 2.4 Feature and interlTA or intraLATA PIC changes or additions for QLSP, will be processed concurrently with the QLSP order as specified by CLEC. 2.5 Accss to 911IE911 emergency Services for CLEC's End User Customers will be available in accordance with CLEC's ICAs. If Qwest is no longer obligated to provide access to 911/E911 emergency services in accordance with 47 U.S.C. §251, Qwest wil then provide such services under this Agreement with respect to all CLEC QLSP Service End User Customers and new QLSP Service End User Customers, to the same degree and extent that 911/E911 emergency services were provided by Qwest prior to the elimination of 911/E911 emergency services as an obligation under 47 U.S.C. §251. 2.6 Qwest AIN and VMS are offered on a commercial basis and may be purchased with QLSP at the rates set forth in the attached Rate Sheet. Retail promotions may not be combined with QLSP. 2.7 If Qwest develops and deploys new local switch features for its End User Customers, those switch features will be available in the same areas and subject to the same limitations with QLSP Service. The rates that Qwest QWEST LOCAL SERVICES PLA TFORMQì AGREEMENT ATTACHMENT 2-QL$PQì Service Dèscription 3.3 3.2.4 120% YOY Volume Growth Plan: If the number of CLEC's total QLSP lines as of October 31 of each year equals or exceeds 120% of the sum of CLEC's total QLSP lines as of October 31 of the preceding year, and the YOY line increase is equal to or greater than tw thousand (2000) QLSP lines, CLEC will be entitled to a 30% discount off of the Business Port and a 6% discount off of the Residential Port MRCs applicable during the next calendar year. 3.2.5 135% YOY Volume Growth Plan: If the number of CLEC's total QLSP lines as of October 31 of each year equals or exceeds 135% of the sum of CLEC's QLSP total lines as of October 31 of the preceding'year and the YOY line increase is equal to or greater than tw thousand (2000) QLSP lines, CLEC will be entitled to a 35% discount off of the Business Port and a 8% discount off of the Residential Port MRCs applicable during the next calendar year. For purposes of counting CLEC's total QLSP lines in section 3.2 as of October 31 of each year, Qwest wil include all QLSP lines and all Qwest Platform Plus™ ("QPPTM") lines, if any, from the previous year. For example, to determine 2008 QLSP rates, Qwest will use the total number of CLEC's QLSP lines as of October 31, 2007 compared to CLEC's total number of QLSP lines as of October 31, 2006 in order to calculate CLEC's discount eligibilty on January 1, 2008. 3.7.2 Signaling. Qwest retains its rights to charge IXCs for signaling usage (ISUP Signal Formulation, ISUP Signal Transport, and ISUP Signal Switching, as well as L1DB, ICNAM and 8XX) associated with interLATA and intraLATA Toll Calls originated by or terminated to a QLSP End User under the applicable Tariff. 3.7.3 Transit. For any call originated by an end user served by a Carrier that routes through Qwests network and which terminates to a QLSP End User, Qwest retains its rights to bil the originating Carrier Transit charges for that call under the originating Carriets Agreement. 3.7.4 Other. Qwest retains its rights to billXCs or other Carriers, as applicable, any and all other access charges and assessments not expressly addressed in this section, including but not limited to flat rated transport charges, in accordance with the applicable Tariff 3.8 Local Switching Usage and Shared Transport Minute of Use (MOU) This section describes the use of the Qwest network for different call types originated by or terminated to QLSP End Users. This section does not effect Qwests rights to charge IXCs for signaling as described in Section 1.4.2 of this Attachment. 3.4 3.8.1 Originating IntraOfice Locl Calls - This originating Local Call requires switching by the local serving Qwest end offce Switch only. When this call type is originated by a QLSP End User, Local Swtch Usage charges provided in the QLSP Rate Sheet will apply. For these call types that also terminate to an end user served by a Carrier, Qwest may pay that Carrier certain terminating compensation charges under terms and conditions of a separate ICA. Except as otherwise provided here within, the Loop element combined with a QLSP Service will be provided in accordance with CLEC's ICAs with Qwest at the rates set forth in those ICAs. 3.4.1 Loops provided under this Agreement. Upon thirty (30) Days notice via the standard commercial notification process. Qwest may change monthly recurring charges for the Omaha, Nebraska Loop elements provided under this Agreement. 3.8.2 Originating InterOffice Local Calls. This originating Local Call requires switching by the local servng Qwest end offce and other interoffce switching for Local traffc. When this call type is originated by a QLSP end user, Local Switch Usage per MOU and Shared Transport. per MOU charges provided in the Rate Sheet will apply. For these call types that also terminate to an end user served by a non-Qwest Carrier, Qwest may pay that Carrier certain terminating compensation charges under terms and conditions of a separate ICA 3.5 CLEC will be responsible for biling its QLSP End User Customers for all Miscellaneous Charges and surcharges required of CLEC by statute, regulation or otherwse required. 3.6 CLEC will pay Qwest the PIC change charge associated with CLEC End User Customer changes' of interLATA or intraLA T A Carriers. Any change in CLEC's End User Customers' interLATA or intra LATA Carrier must be requested by CLEC on behalf of its End User Customer.3.8.3 Originating ¡XC Toll Calls. This originating Toll Call requires switching by the local serving Qwest end offce. If the QLSP End Usets selected IXC does not have direct trunking to the local serving Qwest end offce, Shared Transport is required to deliver that call to the AcceSs Tandem for delivery to the IXC. Whn this call type is originated by a QLSP end user, Local Swich Usage provided in the QLSP Rate Sheet applies. Additonally if, Shared Transport is necessary to deliver the call to the Access Tandem, Shared Transport Usage charges provided in the QLSP Rate Sheet will apply. For these call tys that require Shared Transport, Qwest retains its rights to bil the IXC for Tandem elements under the Tariff. 3.7 Intercarrier Compensation. Except as specifcally described in this section, this Agreement does not change or amend applicable intercarrier compensation arrangements (including but not limited to Switched Accss, Signaling, or Transit charges) between any parties, including between Qwest and Carriers or IXCs. 3.7.1 Switched Access. ForQLSP End User Customer(s), Qwest wil not charge to or collect from the IXC usage based end offce and loop Switched Accss charges (such as Switched Access Local Switching, End OffceShared Port, Tandem Transmission and Carrier Common Line) for InterLATA or Intra LATA Toll Calls originating or terminating from that QLSP End User Customets line to an IXC. 3.8.4 Terminating IntraOffice and InterOffice Local Calls. This terminating Local Call requires swiching by the April 14, 2008/kcd/Matrixl Attchment 2 '- QLSPQì (v5.0 - 2-13-08) AZ - CDS-080403-0005; CO - CDS-080403-0006; 10 - CDS-080403-0007; IA - CDS-080403-0Q08; MN - CDS-080403-0009; MT - CDS-080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; NO - CDS-080403-0013; OR - CDS-080403-0014; SO - CDS-080403-0015; UT - CDS-080403-0016; WA. CDS-080403-0017; VI - CDS.080403-0018; 5 3.9 3.10 QWEST LOCAL SERVICES PLA TFORMiI AGREEMENT ATTACHMENT 2-QLSPiI Service Description local serving Qwest end offce and in certain instances other interoffce switching within the Local Callng area. When a call is terminated to a QLSP end user, no charges will apply under QLSP. For these call types that originate from an end user served by a Carrier, Qwest retains its rights to bil that Carrier certain Transit charges as described in Section 3.7 above. 3.8.5 Terminating IXC Toll Calls. This terminating Toll Call always requires switching by the local serving Qwest end offce. If the originating caller's ¡XC does not have direct trunking to the QLSP end user's local serving Qwest end offce switch, Shared Transport is required to terminate the call to the receiving QLSP end user. When this call tye is terminated to a QLSP end user, Local Switch Usage charges provided in the Rate Sheet wil apply. Additionally if, Shared Transport is necessary to deliver the call to the QLSP end user from the accss tandem, Shared Transport Usage charges provided in the Rate Sheet will apply. For these call types that require Shared Transport, Qwest retains its rights to bil the IXC for Tandem elements under the Tariff. 3.8.6 Originating Toll Calls when QC is the IntraLATA Toll provider. See Section 1.5.4 above. Qwest will have a reasonable amount of time to implement system or other changes necessary to bil CLEC for rates or charges associated with QLSP Services QLSP Services have a one-month minimum service period requirement for each CLEC End User Customer. The one- month minimum service period is the period of time that CLEC is required to pay 100% of the MRC for the Servce even if CLEC does not retain Service for the entire month. QLSP Services are biled month to month and will after the one month minimum service period. is satisfied be pro-rated for partial months based on the number of days Service was provided. 3.11 The Subsequent Order Charge is applicable on a per order basis when changes are requested to' existing service, including changing a telephone number, initiating or removing suspension or Service, denying or restoring service, adding, removing or changing features, and other similar requests. Customer's request, orders the discontinuance of the End User Customets existing service with CLEC, Qwest willrender its closing bil to CLEC effective with the disconnection. Qwest will notify CLEC by FAX, OSS interface, or other agreed upon processes When an End User Customer moveS to Qwest or another servce provider. Qwest will not provide CLEC or Qwest retail personnel with the name of the other service provider selected by the End User Customer. 4.5 The Parties will provide each other with points of contact for order entr, problem resolution, repair, and in the event special attention is required on service request. 4.0 Systems and Interfaces. 5.0 Qwest will bil CLEC, on a monthly basis, within seven to ten Days of the last day of the most recent Biling period, in an agreed upon standard electronic format. Biling information wil include a summary bil, and individual End User Customer sub-accunt information. If CLEC needs additonal or diffrent biling information in order to properly bil its End Users or other Carriers (including Qwest), Qwest will work with CLEC in good faith to deliver such information. 4.1 Qwest and CLEC will support use of current OSS interfaces and OSS business rules for QLSP, including electronic ordering and flow, as the same may evolve over time. QLSP Services are ordered utilzing the LSR process as described in the Qwest Wholesale website. 6.0 6.1 Maintenance and Repair. Qwest will maintain facilties and equipment that comprise the QLSP Service provided to CLEC. CLEC or its End User Customers may not rearrange, move, disconnect or attempt to repair Qwest faciliies or equipment,. other than by connection or disconnection to any interface betwen Qwest and the End User Customer, without the written consent of Qwest. 4.2 4.3 Prior to placing. an order on behalf of each End User Customer, CLEC will be responsible for obtaining and have in its possession a Proof of Authorization as set forth in this Agreement. 6.2 Qwest will provide general repair and maintenance Services on its facilties, including those facilties supporting QLSP Services purchased by CLEC. Qwest will repair and restore any equipment or any other maintainable component that adversely impacts CLEC's use of QLSP Service. Qwest and CLEC will cooperate with each other to implement procedures and processes for handling serviceaffecting events. There will be no charge for the Services provided under this section except as set forth in the Rate Sheet. 4.4 When Qwest or another provider of choice, at the End User 7.0 Commercial Performance Measures and Reporting, Performance Targets and Service Credits (including in Washington, if Washington 7.0 is seleced by CLECas indicated on Signature Page). Each Part wil provide suitably qualified personnel to perform its obligations under this Agreement and all QLSP Services in a timely and effcient manner with dilgence and care, consistent with the professional standards of practice in the industry, and in conformance with all Applicable Laws and regulations. The QLSP Service attributes and process enhancements are not subject to the Change Management Process ("CMP"). CLEC proposed changes to QLSP Service attributes and process enhancements will be communicated through the standard accunt interfaces. Change requests common to shared systems and processes subject to CMP will continue to be addressed via the CMP procedures. Qwest will provide commercial performance measurements and reporting against established performance targets with QLSP Service. The following performance measurements 7.1 7.2 April 14, 2008/kcd/Matrixl Attachment 2 - QLSPiI (v5.0 - 2-13-08) AZ - CDS-080403-0005; CO - CDS-080403-0006; 10 - CDS-080403-0007; IA - CDS-080403-0008; MN - CDS-080403-0009; MT - CDS-080403-0010; NE - CDS-080403-0011; NM - CDS.080403-0012; NO - CDS-080403-0013; OR - CDS-080403-0014; SO - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS.080403-0017; WY - CDS-080403-0018; 6 QWEST LOCAL SERVICES PLA TFORM(ß AGREEMENT ATTACHMENT 2-QLSP(ß Service Description wil apply to OLSP Residential and OLSP Business: (a) Firm Order Confirmations (FOCs) On Time; (b) Installation Commitments Met; (c) Order Installation Interval; (d) Out of Service Cleared within 24 Hours; (e) Mean Time to Restore; and (f)Trouble Rate. 7.3 Commercial measurement definitions, methodologies, performance targets and reporting' requirements are attached as Attachment 3. Owest wil provide CLEC with the raw data necessary to allow CLEC to disaggregate results at the state leveL. Reporting .of these performance measures wil be applied for activity beginning the first full month of Service after January 1, 2007. Measures and Reporting, Performance Targets and Service Credits terms and conditions for Services provided under this Agreement outlined in Section 7.0 ofthis Agreement. 8.2 The PIDs and PAP for Washington in their current form are posted in the Owest Wholesale PCAT, currently called Negotiations Template Agreement PCAT, under Exhibit B and Exhibit Kfor Washington, respectively. Those PIDs and that PAP are incorporated by referenced into, and made a part of, this Agreement. Subsequent changes to the PIDs or PAP submitted to the WUTC wil be incorporated into the applicable exhibit as soon as they are effective either by operation of law or WUiC order, whichever occurs first and without further amendment to this Agreement. 7.4 CLEC wil be entitled to service credits only for each instance of a missed installation commitment and each instance of an out of service condition that is not cleared within 24 hours occurring after January 1, 2007. All service credits will be applied automatically by Owest as credit against CLEC's bil for the biling period following the one in which the credits were accrued. Credits for Services provided under this Agreement wil be applied for activity beginning the first full month after January 1, 2007. Any credits or payments related to the Services provided prior to the first full month following January 1 , 2007 and in accrdance with to CMP, PID, PAP or all other wholesale service quality standards wil no longer be applied beginning the first full month after January 1, 2007. 8.3 To select the Service Performance Measures and Reporting and Performance Assurance Plan (PID/PAP) option, CLEC must be a certified .CLEC under applicable state rules and have elected the PID and PAP under its Washington interconnection agreement with Owest. 7.4.1 Installation Commitments Met. For each installation commitment that Owest, through its own fault, fails to meet, Owest will provide a service credit equal to 100% of the nonrecurring charge for that installation. Owest will use the state installation nonrecurring charge contained in this Agreement for that order type in calculating the credit. The. definition of a "missed installation commitment' and the associated exclusions are described in Attachment 3. 7.4.2 Out of service Cleared within 24 Hours. For each out-of-service condition that Owest, through its own fault, fails to resolve within 24 hours, Owest will provide a service credit equal to one day's recurring charge (monthly recurring charge divided by 30) for each day out of service beyond the first 24 hours. (For example, if the out-of-service condition exists for 25 to 47 hours, CLEC will be entitled to a credit equal to the monthly recurring charge divided by 30. If the out-of- service condition existed for 48 to 71 hours, the credit would equal two times the monthly recurring charge divided by 30). 8.0 Service Penormance Measures and Reporting and Penormance Assurance Plan (PID/PAP) (for Washington only, if Washington 8.0 is selected by CLEC as indicated on Signature Page). 8.1 If selected by CLEC under the terms and conditions of this Agreement, Owest wil, in Washington only, provide performance measurements, reporting, and remedies compliant with the Washington Performance Indicator Definitions ("PIDs") and the Owest Washington Performance Assurance Plan ("PAP") for the Services, if eligible, provided under this Agreement. Only in the state of Washington, and only if expressly selected by CLEC under the terms and conditions of this Agreement, does this PID and PAP replace, in their entirety, the Commercial Performance 8.4 Eligible OLSP Services will be included in the UNE-P PAP results beginning the first full month following Agreement execution. 8.5 Notwthstanding the dispute resolution provisions in the Agreement, the Parties will resolve any dispute, claim or controversy arising out of, or relating to, the PID and/or PAP under the dispute resolution process described in the PAP. April 14,2008/kcd/Matrixl Attachment 2 - OLSP(ß (v5.0 - 2-13-08) AZ - CDS-080403-0005; CO - CDS-080403-0006; ID - CDS-080403-0007; IA- CDS-080403-0008; MN - CDS-080403-0009; MT - CDS-080403-001 0; NE - CDS-080403-0011; NM - CDS-080403-0012; ND - CDS-080403-0013; OR - CDS-080403-0014; SD - CDS-080403-0015; UT - CDS.080403-0016; WA - CDS-080403-0017; WY - CDS-080403-0018; 7 ATTACHMENT 3 Performance Targets for Qwest QLSpTM Service April 14, 2008/kcd/Matrixl ATTACHMENT 3 Performance Targets for Owest OLSp™ Service )AZ - CDS-080403-0005; CO - CDS-080403-0006; ID - CDS-Oa0403-0007; IA - CDS-D80403-0008; MN - CDS-080403-0009; MT - CDS-080403-0010; NE - CDS-080403-0011; NM - CDS-080403-0012; ND - CD8-080403-0013; OR - CDS-080403-0014; SD - CDS-080403-0015; UT - CDS-080403-0016; WA - CDS-080403-0017;' WY - CDS-080403-0018; FOC-1 - Firm Order Confirmations (FOCs) On Time Purpose: Monitors the timeliness with which Qwest returns Firm Order Confirmations (FOCs) to CLECs in response to LSRs received from CLECs, focusing on the degree to which FOCs are provided within specified intervals. Description: Measures the percentage of Firm Order Confirmations (FOCs) that are provided to CLECs within the intervals specified under "Performance Targets" below for FOC notifications. . Includes all LSRs that are submitted through IMA-GUI and IMA-EDI interfaces that receive an FOC during the reporting period, subject to exclusions specified below. (Acknowledgments sent separately from an FOC (e.g., EDI 997 transactions are not included.) . For FOC-1A, the interval measured is the period between the LSR received date/time (based on scheduled up time) and Qwest' response with a FOC notification (notification date and time). . For FOC-1B, the interval measured is the period between the application date and time, as defined herein, and Qwest' response with a FOC notification (notification date and time). . "Fully electronic" LSRs are those (1) that are received via IMA-GUI or IMA-EDI, (2) that involve no manual intervention, and (3) for which FOCs are provided mechanically to the CLEC. . "Electronic/manual" LSRs are received electronically via IMA-GUI or IMA-EDI and involve manual processing. . LSRs wil be evaluated according to the FOC interVal categories shown in the "Performance Targets" section below, based on the number of lines requested on the LSR or, where multiple LSRs from the same CLEC are related, based on the combined number of lines requested on the related LSRs.Reporting Period: One month I Unit of Measure: Percent Reporting: Disaggregation Reporting: Regional leveL. Individual CLEC . FOC-1A: FOCs provided for fully electronic LSRs received via IMA- GUI or IMA-EDI FOC-1 B: FOCs provided for electronic/manual LSRs received via IMA-GUI or IMA-EDI Formula: FOC-1A = ((Count of LSRs for which the original FOC's "(FOe Notification Date & Time) - (LSR received date/time (based on scheduled up time))" is within 20 minutes) + (Total Number of original FOC Notifications transmitted for the service category in the reporting periodH x 100 FOC-1 B = ((Count of LSRs for which the original FOC's "(FOe Notificatiòn Date & Time) - (Application Date & Time)" is within the intervals specified for the service category involved) + (Total Number of original FOC Notifications transmitted for the service category in the reporting periodH x 100 Page 2 Exclusions:.LSRs involving individual case basis (ICB) handling based on quantities of lines, as specified in the "Performance Targets" section below, or servicelrequest types, deemed to be projects..Hours on Weekends and holidays.(Except for FOC-1A, which only excludes hours outside the scheduled system up time.).LSRs with CLEC-requested FOC arrangements different from standard FOC arrangements..Records with invalid product codes..Records missing data essential to the calculation of the measurement per the measure definition..Duplicate LSR numbers. (Exclusion to be eliminated upon implementation of IMA capability to disallow duplicate LSR #'s.).Invalid startstop dates/times. Product Reporting:Penormance Target: FOC-1A 95% within 20 minutes QLSP-POTS FOC-1B 95% within standard FOC intervals (specified below) Standard FOe Intervals Product Group NOTE 1 FOe Interval QLSP-POTS (1-39 lines)FOC-1A:20 Minutes FOC-!B24 hrs 24 hrs Availabilty: Performance will be measured beginning the first full month of QLSP service (for the following month's reporting). Notes: LSRs with quantities above the highest number specified for each product type are considered ICB.. Page 3 ICM.1 . Installation Commitments Met Purpose: Evaluates the extent to which Qwest installs services for Customers by the scheduled due date. Description: Measures the percentage of orders for which the scheduled due date is met. . All inward orders (Change, New, and Transfer order types) assigned a due date by Qwest and which are completed/closed during the reporting period are measured, subject to exclusions specified below. Change order types included in this measurement consist of all Corders representing inward activity (with "I" and "T" action coded line USOCs). Also included are orders with customer-requested due dates longer than the standard intervaL. · Completion date on or before the Applicable Due Date recorded by Qwest is counted as a met due date. The Applicable Due Date is the original due date or, if changed or delayed by the customer, the most recently revised due date, subject to the following: If Qwest changes a due date for Qwest reasons, the Applicable Due Date is the customer-initiated due date, if any, that is (a) subsequent to the original due date and (b) prior to a Qwest-initiated, changed due date, if any. Reporting Period: One month I Unit of Measure:'Percent Reporting: Disaggregation Reporting: Regional leveL. Individual CLEC . Results for product/services listed in Product Reporting under "MSA Type Disaggregation" wil be reported according to orders involving: ICM-1A Dispatches (Includes within MSA and outside MSA); and ICM-1B No dispatches. . Results for products/services listed in Product Reporting under "Zone-type Disaggregation" wil be reported according to installations: ICM-1C Interval Zone 1 and Interval Zone 2 areas. Formula: ((Total Orders completed in thereporting period on or before the Applicable Due Date) + (Total Orders Completed in the Reporting Period)) x 100 Exclusions: . Disconnect, From (another form of disconnect) and Record order types. . Due dates missed for standard categories of customer and non-Qwest reasons. Standard categories of customer reasons are: previous service at the location did not have a customer- requested disconnect order issued, no access to customer premises, and customer hold for payment. Standard categories of non-Qwest reasons are: Weather, Disaster, and Work Stoppage. . Records involving official company services. . Records with invalid due dates or application dates. . Records with invalid completion dates. . Records with invalid product codes. . Records missing data essential to the calculation of the measurement per the measure definition. Page 4 Product ReDorting Penormance Têlrget: MSA-Tvoe: QLSP-POTS QLSP-POTS (Dispatch and No Dispatch)195% Zone-Type: Availabilty:Notes: Performance will be measured beginning the first full month of QLSP service (for the following month's reporting). PageS 011-1 - Order Installation Interval Purpose: Evaluates the timeliness of Qwests installation of services for CLECs, focusing on the average time to install service. Description: Measures the average interval (in business days) between the application date and the completion date for service orders accepted and implemented. . Includes all inward orders (Change, New, and Transfer order types) assigned a due date by Qwest and which are completed/closed during the reporting period, subject to exclusions specified below. Change order types for additional lines consist of all C orders representing inward activity. . Intervals for each measured event are counted in whole days: the application date is day zero (0); the day following the application date is day one (1). . The Applicable Due Date is the original due date or, if changed or delayed by the CLEC, the most recently revised due date, subject to the following: If Qwest changes a due date for Qwest reasons, the Applicable Due Date is the CLEC-initiated due date, if any, that is (a) subsequent to the original due date and (b) prior to a Qwest-initiated, changed due date, if any. NOTE 1 . Time intervals associated with CLEC-initiated due date changes or delays occurring after the Applicable Due Date, as applied in the formula below, are calculated by subtracting the latest Qwest-initiated due date, if any, following the Applicable Due Date, from the subsequent CLEC- initiated due date, if any. NOTE 1 Reporting Period: One month I Unit of Measure: Average Business Days Reporting: Disaggregation Reporting: Regional leveL. Individual CLEC . Results for product/services listed in Product Reporting under "MSA Type Disaggregation" will be reported according to orders involving: 01l-1A Dispatches (Includes within MSA and outside MSA); and 011-1 B No dispatches. . Results for products/services listed in Product Reporting under "Zone-type Disaggregation" wil be reported according to installations: 01l-1C Interval Zone 1 and Interval Zone 2 areas. Formula: ~((Order Completion Date) - (Order Application Date) - (Time interval between the Original Due Date and the Applicable Date) - (Time intervals associated with CLEC-initiated due date changes or delays occurring after the Applicable Due Date)) -; Total Number of Orders Completed in the reporting period Explanation: The average installation interval is derived by dividing the sum of installation intervals for all orders (in business days) by total number of service orders completed in the reporting period. Exc.lusions: . Orders with CLEC requested due dates greater than the current standard intervaL. . Disconnect, From (another form of disconnect) and Record order types. . Records involving offcial company services. . Records with invalid due dates or application dates. . Records with invalid completion dates. . Records with invalid product codes. . Records missing data essential to the calculation of the measurement per the measure definition. . Orders involving individual case basis (ICB) handling based on quantities of lines or orders deemed to be projects. Page 6 Re orted As: Avera e business da s Zone-T e- Peñormance Target: QLSP-POTS (Dispatched) QLSP-POTS (No Dispatch) 6 Days 3.5 Days Availabilty: Performance will be measured beginning in the first full month of QLSP service (for the following month's reporting). Notes: 1. According to this definition, the Applicable Due Date can change, per successive CLEC-initiated due date changes or delays, up to the point when a Qwest-initiated due date change occurs. At that point, the Applicable Due Date becomes fixed (Le" with no further changes) as the date on which it was set prior to the first Qwest-initiated due date change, if any. Following the first Qwest-initiated due date change, any further CLEC-initiated due date changes or delays are measured as time intervals that are subtracted as indicated in the formula. These delay time intervals are calculated as stated in the description. (Though infrequent, in cases where multiple Qwest-initiated due date changes occur, the stated method for calculating delay intervals is applied to each pair of Qwest- initiated due date change and subsequent CLEC-initiated due date change or delay. The intervals thus calculated from each pairing of Qwest and CLEC-initiated due dates are summed and then subtracted as indicated in the formula.) The result of this approach is that Qwest-initiated impacts on intervals are counted in the reported interval, and CLEC-initiated impacts on intervals are not counted in the reported intervaL. Page? 00524-1 - Out of Service Cleared within 24 Hours Purpose: Evaluates timeliness of repair for specified services, focusing on trouble reports where the out-of- service trouble reports were cleared within the standard estimate for specified services (i.e., 24 hours for out-of-service conditions). Description: Measures the percentage of out of service trouble reports, involving specified services, that are cleared within 24 hours of receipt of trouble report from CLECs or from retail customers. . Includes all trouble reports, closed during the reporting period, which involve a specified service that is out-of-service (i.e., unable to place or receive calls), subject to exclusions specified below. . Time measured is from date and time of receipt of trouble ticket to the date and time trouble is indicated as cleared. Reporting Period: One month I Unit of Measure: Percent Reporting: Disaggregation Reporting: Regional leveL. Individual CLEC . Results for product/services listed in Product Reporting under "MSA Type Disaggregation" wil be reported according to orders involving: 00S24-1A Dispatches (Includes within MSA and outside MSA); and 00S24-1 B No dispatches. . Results for products/services listed in Product Reporting under "Zone-type Disaggregation" will be reported according to installations: 00S24-1C Interval Zone 1 and Interval Zone 2 areas. Formula: ((Number of Out of Service Trouble Reports closed in the reporting period that are cleared within 24 hours) I (Total Number of Out of Service Trouble Reports closed in the reporting period)) x 100 Exclusions: . Trouble reports coded as follows: - For products measured from MTAS data (products listed for MSA-type disaggregation), trouble reports coded to disposition codes for: Customer Action; Non-Telco Plant; Trouble Beyond the Network Interface; No Field Visit Test OK, No Field Visit Found OK, Field Visit Found OK, and Miscellaneous - Non-Dispatch, non-Owest (includes CPE, Customer Instruction, Carrier, Alternate Provider). - For products measured from WFA (Workforce Administration) data (products listed for Zone- type disaggregation) trouble reports coded to trouble codes for No Trouble Found (NTF), Test OK (TOK) , Carrier Action (IEC) and Customer Provided Equipment (CPE). . Subsequent trouble reports of any trouble before the original trouble report is closed. . Information tickets generated for internal Owest system/netork monitoring purposes. . Time delays due to "no access" are excluded from repair time for products/services listed in Product Reporting under "Zone-type Disaggregation". . For products measured from MTAS data (products listed for MSA-type disaggregation), trouble reports involving a "no access" delay. . Trouble reports on the day of installation before the installation work is reported by the technician/installer as complete. . Records involving offcial company services. . Records with invalid trouble receipt dates. . Records with invalid cleared or closed dates. . Records with invalid product codes. . Records missinçi data essential to the calculation of the measurement per the measure definition. Page 8 Product Reportina:Penormance Taraets: MSA.Tvoe..QLSP POTS Dispatch and Non-Dispatch 190% . Zone.Tvoe - Availabilty:Notes: Performance wil be measured beginning the first full month of QLSP service (for the following month's reporting). . Page 9 MTTR-1 - Mean Time to Restore Purpose: Evaluates timeliness of repair, focusing how long it takes to restore services to proper operation. Description: Measures the average time taken to clear trouble reports. . IncludeS all trouble reports closed during the reporting period, subject to exclusions specified below. . Includes customer direct reports, customer-relayed reports, and test assist reports that result in a trouble report. . Time measured is from date and time of receipt to date and time trouble is cleared. Reporting Period: One month I Unit of Measure: Hours and Minutes Reporting: Disaggregation Reporting: Regional leveL. Individual CLEC . Results for product/services listed in Product Reporting under "MSA Type Disaggregation" will be reported according to orders involving: MTIR-1A Dispatches (Includes within MSA and outside MSA); and MTIR-1 B No dispatches. . Results for products/services listed in Product Reporting under "Zone-type Disaggregation" wil be reported according to installations: MTTR-1C Interval Zone 1 and Interval Zone 2 areas. Formula: ¿((Date & Time Trouble Report Cleared) - (Date & Time Trouble Report Opened)) + (Total number of Trouble Reports closed in the reporting period) Exclusions: . Trouble reports coded as follows: - For products measured from MTAS data (products listed for MSA-type disaggregation), troubla reports coded to disposition codes for: Customer Action; Non-Telco Plant; Trouble Beyond the Network Interface; No Field Visit Test OK, No Fiald Visit Found OK, Field Visit Found OK, and Miscellaneous - Non-Dispatch, non-Owest (includes CPE, Customer Instruction, Carrier, Alternate Provider). - For products measured from WFA (Workforce Administration) data (products listed for Zone- type disaggragation) trouble reports coded to trouble codes for No Trouble Found (NTF), Test 0 K (TOK), Carrier Action (IEC) and Customer Provided Equipment (CPE). . Subsequent trouble reports of any trouble before the original trouble report is closed. . Information tickets generated for internal Owest system/network monitoring purposes. . Time delays due to "no access" are excluded from repair time for products/services listed in Product Reporting under "Zone-type Disaggregation". . For products measured from MTAS data (products listed for MSA-type disaggregation), trouble reports involving a "no access" delay. . Trouble reports on the day of installation before the installation work is reported by the technician/installer as complete. . Records involving official company services. . Records with invalid trouble receipt dates. . Records with invalid cleared or closed dates. . Records with invalid product codes. . Records missinQ data essential to the calculation of the measurement per the measure definition. Page 10 Product ReDorting:Performance Target: MSA-Type-QLSP-POTS (No Dispatch)5 Hours QLSP-POTS QLSP-POTS (Dispatched)14 Hours Zone-TvDe -. Availabilty:Notes: Performance wil be measured beginning in the first full month of QLSP service (for the following month's reporting). Page 11 TR-1 - Trouble Rate Purpose: Evaluates the overall rate of trouble reports as a percentage of the total installed base of the service or element. Description: Measures trouble reports by product and compares them to the number of lines in service. . Includes all trouble reports closed during the reporting period, subject to exclusions specified below. . Includes all applicable trouble reports, including those that are out of service and those that are only service-affectinQ.Reporting Period: One month Unit of Measure: Percent Reporting Individual CLEC Disaggregation Reporting: Regional leveL. Formula: ((Total number of trouble reports closed in the reporting period involving the specified service grouping) -+ (Total number of the specified services that are in service in the reporting period)) x 100 Exclusions: . Trouble reports coded as follows: - For products measured from MTAS data (products listed for MSA-type, trouble reports coded to disposition codes for: Customer Action; Non-Telco Plant; Trouble Beyond the Network Interface; No Field Visit Test OK, No Field Visit Found OK, Field Visit Found OK, and Miscellaneous - Non-Dispatch, non-Owest (includes CPE, Customer Instruction, Carrier, Alternate Provider). - For products measured from WFA (Workforce Administration) data (products listed for Zone- type) trouble reports coded to trouble codes for No Trouble Found (NTF), Test 0 K (TOK), Carrier Action (IEC) and Customer Provided Equipment (CPE). . Subsequent trouble reports of any trouble before the original trouble report is closed. . Information tickets generated for internal Owest system/network monitoring purposes. . Time delays due to "no access" are excluded from repair time for products/services listed in Product Reporting under "Zone-type". . For products measured from MTAS data (products listed for MSA-type, trouble reports involving a "no access" delay.) . Trouble reports on the day of installation before the installation work is reported by the technician/installer as complete. . Records involving official company services. . Records with invalid trouble receipt dates. . Records with invalid cleared or closed dates. . Records with invalid product codes. . Records missing data essential to the calculation of the measurement per the measure definition. Page 12 Product Reporting:Penormance Target: MSA Type:.QLSP-POTS Diagnostic Zone Type: . Availabilty:Notes: Performance wil be measured beginning in the first full month of QLSPP service (for the following month's reporting). Page 13 Matrix Telecom Inc. (lka Trinsic Communications Inc,)Qwest local Services Platfrm™ (QlSpTM) Rate Page -Idaho Janua 1 2007 throu h Term" ""i 109.8 Shared TransDorl Purcha$ed As Parl of QLSP'" 109.8.1 QLSP'" Residential Business and PAL in ID-S Per MOUI $0,0011100 109.8.2 QLSP'" Centrx, ISDN BRI, PAL in ID-N, and PBX Analoo Trunks Per line/trunk UGUST $0,35 109.11 Local Switching Purchased As Parl of QLSP'" 109.11.1 Porls Basic Plan 109.11,1,1 Analoo Port $6.21 109,11,1,2 Residential end user creit LAVWR $3,0 1 109,11,1,3 Efftive QLSP'" Residential Analoo Port $3,14 1 109.11.1.4 Di ital Port SUDDortno BRI ISDN $17.40 109.11,1,5 PBX DID Port $7,30 109.11.2 Porls If 80% YOY Volume Retntion Plan Reauirements Are Met 109,11,2,1 Analoo Port $5.90 109,11,2.2 Analoo Port, Residential end user credit LAVWR $2,79 1 109,11,2,3 Effecive QLSP'" Residential Analog Port $3,11 1 109,11,2.4 Di ital Port Suooortna BRIISDN $17.40 109,11,2,5 PBX DID Port $7,30 109.11.3 Port If 900. YOY Volume Retenton Plan Reauirements Are Met 109,11,3.1 Analoo Port $5.59 109,11,3,2 Analoa Port, Residential end user credit LAVWR $2,51 1 109,11,3,3 Effecve QLSP'" Residential Analoo Port $3,08 1 109,11,3.4 Di ital Port Suooortno BRIISDNI $17.40 109,11,3,5 PBX DID Port $7,30 109.11.4 Port If 110% YOY Volume Growth Plan Reauirements Are Met 109.11.,1 Analoo Port $4.97 109,11.4.2 Analoa Port Residential end user credit LAVWR $1,95 1 109,11.4,3 Effectve QL$P'" Residential Analoo Por $3,01 1 109,11.4.4 Dioital Por Suooortno BRI ISDNI $17,40 109,11,4,5 PBX DID Port $7,30 109.11.5 Porls. If 120% YOY Volume Growth Plan Reauireents Are Met 109,11,5,1 Analoo Port $4,35 109,11,5,2 Analoo Port Residential end user credit LAVWR ($1.40 1 109,11,5,3 Effecive QLSP'" Residential Analoo Port $2,95 1 109,11,5.4 Diaital Port Supportna BRIISDN)$17.40 109,11,5,5 PBX DID Port $7,30 109.11.6 Pors If 135% YOY Volume Growth Plan Reauirements Are Met 109,11,6,1 Analoo Port $4,04 109,11.6,2 Analoo Port Residential end user crit LAVWR ($1.5 1 109,11,6,3 Effve QLSP'" Residenal Analog Port $2,89 1 109,11,6.4 Diaital Port (Supportna BRIISDNI $17.40 109,11,6,5 PBX DID Port $7.30 109.11.7 Local Switch Usaae 109.11,7,1 QLSP'"Residential, Business, and PAL in IO-S (Per MOUI $0.001343 109,11,7,2 QLSP'"Centex, ISDN BRI PAL in ID-N and PBX Analoo TrunkS Per Linerrrunk UGUFM $1,13 109.11.8 SWitch Features 2 109.11.8.1 Account Codes - oer Svstem AZ8PS .$77.41 109.11,8.2 Attendant Accss Line, per Station Line DZR $1,12 109,11,8,3 Audible Message waiting MGN,$0,98 MWV 109,11,8.4 Authorization Codes - oer Svstem AFYPS $231,08 109,11,8,5 Automatic Line ETVPB $0,33 109,11,8,6 Automatic Route Selection - Common Eouioment, oer Svstem F5GPG $2,015,21 109,11,8,7 Call Droo FlO ONLY $0,23 109,11,8,8 Call Exclusion - Automatic NXB $0,70 ISDN) 109.11,8,9 Call Exclusion - Manual NA-FID $0,46 IDSN) 109,11,8,10 Call FOIrdino Busv Line -Incomino Onlv 69B1X $20,63 109,11.8,11 Call Forwrdino Don1 Answer Incomina Onl 69A $20,63 109,11,8,12 Call Forwardina: Busv Line / Don't Answer Proarammable Seice Establishment SEPFA $11.27 109,11,8,13 Call Forwarding: Don't Answer / Call Forwarding Busy Customer Programmable, per Line FSW $0,62 109,11,8,14 Call Waitina Indication,- per Timina State WUT $0.70 109,11,8,15 Centrex Common Equipment HYE, HYS $1,370,25 109,11,8,16 CLASS - Call Trace Per Occrrence NOUSOC $1,43 109,11,8,17 CLASS - Continuous Redial NSS $1,28 109,11,8.18 CLASS - Last Call Return NSO $1,29 109,11.8.19 CLASS - Prioritv Callina NSK $1,21 109,11,8,20 CLASS - selecive Call Forwrdina NCE $1,28 109,11,8,21 CLASS - Selecive Call Rejection FKQPN,$1,21 NSY 109,11,8,22 Direct Station Selection / Busv Lamo Field, oer Arranoement BUD $0,24 109.11,8,23 Directed Call Pickuo wit Baroe-in .6MD $13,01 109,11,8,24 Directed Call Pickup without Barae-in 690 $13,87 109.11,8,25 Distinctive Rino/Distinctive Call Waitino RNN $27,74 109,11,8,26 Exoensive Rout Warnino Tone oer System AQWPS $49.48 109,11,8,27 Group Intercm GCN'$0.31 109,11,8,28 Hot Line, Per Line HLN HLA $1.05 109,11,8,29 Huntino: Multoosition Hunt Queuino MH5 $29.25 109,11,8.30 Huntino: Multiposition with Announcement in Queue MHW $31,72 109:11,8,31 Huntina: Multioosítionwíh Music in Queue MOHPS $28,04 109,11,8,32 ISDN Short Hunt NHGPG,$1,17 NHGPN Qwest Local Services Platrm™ Agreement QLSp™ Rate Sheet-V1,008,15,06 Matrix Telecom Inc, (lka Trinsic Communicons Inc,)Qwest Local Services Platfrm™ (QLSpTM) Rate Page -IdahoJ 1 2007th hTanua,rou erm 109,11,8,33 Loudspeaker Paaina. per Trunk Group PTQPG $183,60 109,11,8,34 Make Busy Arrangements, per Group A9AEX,$0,53 P89 109,11,8,35 Make Busv Arranaements, per Line MBl $0,53 109,11,8.36 Messaae Center oer Main Station Une MFR $0,31 109,11,8.37 Messaae Waitina Visual MV5 $0,31 109,11,8,38 Music On Hold, per Sv51em MHHPS $20,75 109,11.8.39 Privacy Release K7KPK $0,42 109,11,8.40 QuerTime QT1PK $0.31 109,11,8,41 SMDR-P - Archived Dat SR7CX $170,75 109,11,8,42 SMDR-P - Service Establishment Charge, Initial Installation SEPSP,$323,33 SEPSR 109,11,8.43 Station Camo-On Service, Per Main Station CPK $0,31 109.11,8.44 Time of Dav Contrl for ARS oer Svstem ATBPS $95.48 109,11,8.45 Time of Dav NCOS Update A4T $0.41 109,11,8,46 Time of Dav Routina, per Line TB $0.46 109,11,8,47 Trunk Verifcation from Desianated Station BVS $0,35 109,11,8.48 UCD in Hunt Group. per Line MHM $0,64 109,11.8.49 Premium Port Features- Additional Chame $2,08 109,11,8.49,1 CMS - System Establishment - Initial Installation MB5XX $92,10 109,11,8.49.2 CMS - System Establishment Subseauent Installation CPVW $481.05 109.11,8.49,3 CMS - Packet Control Capability, per System PTGPS $481,05 109,11,8.49.4 Conference Callina -Meet Me MJJPK $32,24 109,11,8,49,5 Conference Callina - Preset M09PK $32,24 109,11,8.49,6 Conference Callina - Station Dial 6-Wav)GVT $47.48 109.11.9 Other 109.11,9,1 Custom Number 109,11,9,1.1 Idaho Nort See Applicable Qwest Retil 6 Tari, Catalog or Price List less Discount (which wil be provided pursuant to -terms and conditions in CLEC's ICA), 109,11,9.1.2 Idaho South See Applicable Qwe51 Retil 6 Tariff, Catalog or Price List less Discount (which will be provideO pursuant to terms and .coditions in CLEC's ICA), 109.11.9,2 PBX DID Comolex Translations Diaits Outoulsed Chanae Sianalina $15,22 109,11,9,3 PBX DID Complex Translations Sianalina Chanae $3,52 109,11,9.4 PBX DID Block Compromise $25,53 109.11.9.5 PBX DID Grouo of 20 Numbers $31,36 109,11,9,6 PBX DID Reserve seauential # Block $25,38 109,11,9,7 PBX DID Reserve Nonseouential Teleohone Numbers $23,67 109,11,9,8 PBX DID Nanseauential Teleohone Numbers $33,18 109.11.10 Subseauent Order Charo NHCUU $12,17 4 109.11.11 Qwst Comoratlon QC) IntraLATA Toll LPIC 5123 109,11.11.1 Idaho Norh See Applicble Qwest Retil 6 Tariff, Catalog or Price Ust less Discount (which wil be providec pursuant to terms and conditons in CLEC's ICA), 109,11,11.2 Idaho South See Applicale Qwest Retil 6 Tariff, Catalog or Price List less Discnt (which will be providec pursuant to ters and conditions in CLEC's ICA). 109.20 MiscelianeousCharaes 5 109.20.1 Deian - Nort 109,20,1,1 Maintenance of Service 109,20,1,1,1 Basic 109,20,1,1,1,1 First Increment MVW $35,00 109.20.1,1,1,2 Each Additional Increment MVW1X $3,00 109,20,1.1,2 Overtime 109,20,1,1.2,1 First Increment MVWX $4,00 109,20,1.1.2.2 Each Additional Incrment MVWX $4,00 109,20,1.1,3 Premium 109,20,1,1,3,1 First Increment MVWX $5.00 109,20,1,1.3.2 Each Additional Incment MVWX $50,00 109,20,1,2 Oolional Testina IAddriional Labor 109,20,1,2,1 Basic, First and Each Additional Incement OTNBX $4,00 109.20,1,2,2 Overtme First and Each Additional Increment OTNOX $4,00 10R20,l,2.3 Premium First and Eac Additional Incremen OTNPX $50,00 109,20,1,3 Dispatch Additional Dispatch - No trouble foundl VT6DC $100,00 109,20,1.4 Dispatc for Maintenance of Service - No Trouble Found VT6DM $100.00 109.20.2 Deian and Non-Deian - North 109,20,2,1 Trio Charae - Premises Visit Charae SCO $25.00 109.20,2,2 Premises Work Charae 109,20.2,2.1 Basic Qwest Local Services Platorm™ Agreement QLSp™ Rate Sheet-Vl.008,15,06 2 Matrix Telecm Inc, (lka Trinsic Communications Inc,)Qwest Local Services Platform™ (QLSpTM) Rate Page -IdahoJ hTanua1 2007 throu erm 109,20.2.2,1,1 First Increment HRD11 $60,00 109,20,2,2,1,2 Each Additional Incment HRDA1 $30,00 109.20,2,2.2 Overtime 109,20,2,2,2.1 First Increment HRD12 $70,00 . 109,20,2,2.2.2 Each Additional Increment HRDA2 $35.00 109.20,2,2,3 Premium 109,20,2.2.3,1 First Increment HRD13 $80.00 109,20,2.2,3,2 Each Additional Incrment HRDA3 $40,00 109.20.3 Non-Deion - South 109,20.3,1 Netwrk Premises Work Charae 109,20,3,1.All Hours, 1 st15 minutes HRH11 $38,00 109,20.3.1,2 All Hours next three 15 minutes HRHA1 $10,00 109,20,3,1,3 All Hours ee addt'l 15 minuts HRDA1 $7,50 109.20.4 Deion - South 109,20.4,1 Maintenance of Servic 109.20.4,1,1 Basic 109,20.4,1,1,1 First Increment MVW $27,00 109,20.41,1,2 Each Additional Incrment MVW1X $27,00 109,20.4,1,2 Overtime 109,20.4,1.2.1 First Increient MVWX $36.00 109,20.4,1,2,2 Each Add~ional Increment MVW $36.00 109,20.41,3,1 Premium 109.20,4,1,3,1 First Inaement MVWX $45,00 109.20.4.1,3,2 Each Additional Increment MVWX $45,00 109,20,4.2 Ootional Testino IAdditional Labor 109,20.4,2,1 Basic, First and Each Addilinallncrement OTNBX $28,00 109,20.4,2,2 Overtime First and Eac Addilinallncrement OTNOX $36,00 109,20.4.2,3 Premium, First and Each Additional Increment OTNPX $4,00 109,20.4,3 Disoatch (Additional Disoatch - No trouble found VT6DC $100,00 109.20,4,4 Disoatch for Maintenance of Service -No Trouble Found VT6DM $100,00 109,20.4,5 Netrk Premises Wor Charae 109.20.4,5,1 Basic 109,20,2,5,1.First Increment HRH11 $36.00 109,20,2,5,1,2 Each Additional Increent HRHA1 $10,00 109.20.4.5,2 Overtime, 109,20.2,5,2,1 First Incremen HRH12 $54.00 109,20,2,5,2.2 Each Additional Incrment HRHA2 $15,00 109,20.4,5,3 Premium 109,20,2,5,3,1 First Increment HRH13 $59,00 109,20,2,5,3,2 Each Add~ional Increment HRHA3 $20,00 109.20.5 Desian and Non-Desian - Sout 109,20,5,1 Trio Charae - Premises Visit Charae NRTCY $25,00 109,20.5,2 Premises Work Charaa 109,20,5,2,1 Basic 109.20.5.2.1,1 First Increment HRD11 $8,00 109.20.5.2,1,2 Each Additional Increent HRDA1 $30,00 109.20,5,2,2 Overtime 109.20,5,2,2,1 First Increment HRD12 $70,00 109,20,5,2,2.2 Each Additional Increment HRDA2 $35.00 109,20.5.2.3 Premium 109,20,5.2,3.1 First Increment HRD13 $80.00 109,20,5,2.3.2 Each Add~ional Increment HRDA3 $40.00 109.20,5,3 DateChanae VT6DC $100,00 109.20,5.4 Desian Chanae H28 $50,00 109,20,5,5 Exoedite Charae Per day advanced EODDB $200,00 109,20,5,6 Cancellation CharOe NoUSOC ICB 109.23 QLSP'" Installaton and Conversion Nonrecurrno Charaes INRCsl 109.23.1 Conversion Nonreurrna Charaes 109,23,1,1 QLSP'" Busines Centrex PAL and PBX Analoa non-DID Trunks Residential 109,23,1.1,1 First Line Mecanized)URCCU $1,50 109.23,1,1.2 Each Additional Line Mechanized URCCY $0,50 109,23,1,1,3 First Line Manual\URCCV $15,00 109,23.1.1.Each Additional Line Manual URCCZ $3,00 109.23,1,2 QLSP'" PBX DID Trunks 109.23,1.2.1 FirstTrunk URCCD $28,84 109,23.1,2.2 Each Additional $2,73 109.23,1,3 QLSP'" ISDN BRI 109.23,1,3,1 First URCCU $30,66 109,23,1,3,2 Each Additional $2,73 109.23.2 Installation Nonreurrna Charaes 109,23,2,1 QLSP'" Business, Centrx, PAL and PBX Analoo non-DID Trunks, Residential 109,23,2,1.First Line (Mecanized)NHCRA $50,00 Owest Locl Services P1atomlM Agreement QLSpTN Rate Sheet-V1,O 08,15,06 3 Matrix Telecom Inc. (fka Trinsic Communications .Inc~) 109,23.2,2 QLSP'" Analo DID PBX Trunks $15,21 109.23,2,3 QLSP'" ISDN.BRI $272,96 109.23.3 Qwest AIN Features 109,23.3,1 Idaho North 109,23,3,2 Idaho South See Applicable OwestRetaii Tariff, Catalog or Pri Listless Discount (which wiU be provide pursuant to tenns and codrtions in CLEC's ICA), See Applicable Owest Retail Tariff, Catalog or Price ListlèSS Discount (which wil be provid pursuant to terms and conditions in CLEC's ICA), 6 6 109.23.4 Qwest Voice Messa ¡Services 109,23.4,1 Idaho Nort 109,23.4,2 Idaho South See Applicable Owest Retail Tariff, Catlog or Price Listless Discount (which will be provide pursuant to terms and coMilons in CLEC's ICA), See Applicale Owst Retil Tariff, Catalog or Price Listless Discount (which wil be provide pursuant to terms and conditions in CLEC's ICA), 6 6 112 o eralional Su ort S stems 112.1 Develoments and Enhancements, er Locl Service Re est112.2 On oi" 0 rations, er Local Service Re uest 112.3 Daily Usage Records File, per Rècord All charges and incremènl equal the comparable charges and increments provided in th Owst \Molesale PCAT. Notes Universal Service Order Codes (USOCs) have been provided in an effort to ease item descrption and USOC association with charges, In the event USOCs are inaccurate or are revised, Qwest reserves the right to correct the Rate Sheet. In the event of any significant change(s), notificaion will be provided via the standard notfication QLSpTM Business and Residential services utilize the same Class of Service and line Universl Service Order codes (USOs). QLSpTM Residential services will be biled at the Analog Port rate and oniy those lines that specifically qualify for and are identified as serving a residential end-use customer by the presence of the LAWUR USOC wil receive the Residential end user credit. 2 OLSP'" service includes nondiscriminatory accss to all vertical switch features that are loaded in Qwests End Ofce Swtch, See the PCAT for all compatible and available vertcal switch features. Only vertcal switch features with Non-Recrring, Recurrng; or Per Ocurrenc chargs are listed. Non-Recurrng charges are applicable whenever a feature is added - whether on new installation, coversion, or change order activity. Those vertcal switc features not listed have a rate of $0 fot Monthly Recurring, Non-Recurring, or Per Ocurrence charges. .. 3 Resered for future use, 4 The Subsequent Order Charge is applicable on a per order basis when changes are reuested to existing service, including changing a telephone number, initiating or removing Suspension or Service, denying or restoring service, adding, removing, or changing features, and other similar requests. 5 OLSpTM ISDN BRI and PBX are "Design", Remaining OLSpTM services are "Non-Design", All charges and increments shall be the same as th comparable charges and increments provided in Owst Retail Tariff, Catalogs, or Price Lists and are subjec to change based on changes in those underlying Qwest Retail Tariff, Catalogs, or Prce Usts. .In the event a rate chnges, notification will be provided .via the standard notification process. 6 VVere the service has been deemed to be a Telecommunications Service, the Discount will be provided pursuant to CLEC's ieA. 'Mere the service is not a Telecommunications Service, the discount wil be 18%. Qwest Loci Services Platnn™ Agreement OLSp™ Rata Sheet-V1,O 08.15,06 4