20060117Application.pdf

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January 12 , 2006
Ms. Jean Jewell , Secretary
Idaho Public Utilities Commission
472 W. Washington Street
PO Box 83720
Boise , 10 83720-0074
RE:
r()6 LCase No. - 0
Application of TDS Telecommunications Corporation for Approval of a
Negotiated Wireless Traffic Exchange Agreement with T -Mobile.
Dear Ms. Jewell:
TDS Telecommunications Corporation (TDS) as an agent for Potlatch Telephone
Company, Inc., has entered into a voluntary wireless traffic exchange agreement
with T-Mobile. An original plus three (3) Copies of the agreement have been
enclosed for filing with this Commission.
TDS respectfully requests approval of this agreement as filed.
If you have questions regarding this agreement, please contact Linda Lowrance
of TDS at [phone] or myself at [phone]. Thank you in advance for
your assistance in this matter.
Sincerely,
~(~--'- ~'j;---
Gail M. Long
Manager, External Relations
Enclosure
Cc:Linda Lowrance - TDS Telecom
Marin Fettman - T-Mobile PO BOX 1566
OREGON CITY, OR 97045-1566
OFFICE: 503.656.8399
FAX: [phone]
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MULTI-STATE
WIRELESS TRAFFIC EXCHANGE AGREEMENT
Between
TDS TELECOMMUNICATIONS CORPORATION
and
T -Mobile USA, Inc.
Dated January 1, 2005
WIN TDS TMO (multistateLfinal.doc Page 1 November 2005
/1/. -
MULTI-STATE WIRELESS TRAFFIC EXCHANGE AGREEMENT
This Wireless Traffic Exchange Agreement (the "Agreement") is made effectiveon the 1st day of January, 2005 ("Effective Date ), between the TDS
Telecommunications Corporation subsidiaries or affiliates identified on Appendix A
(collectively "TDS TELECOM"), a Delaware corporation with offices at 525 Junction
Road, Madison, WI 53717, and T-Mobile USA, Inc. and its Affiliates, a Delaware
corporation, with offices at 12920 SE 38th Street, Bellevue, W A 98006 (collectively, "
Mobile ). TDS TELECOM and T -Mobile are each individually a "Party" and are
together the "Parties" to this Agreement.
For each of the states identified in Appendix A, TDS TELECOM is an authorized
Local Exchange Carrier and T -Mobile is a Commercial Mobile Radio Service carrier
licensed by the FCC to operate in said states. TDS TELECOM and T -Mobile desire to
interconnect their networks for the purpose of exchanging traffic between the Parties
customers in a technically and economically efficient manner.
In consideration of the mutual covenants contained in this Agreement and other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Parties agree as follows.
SECTION I
DEFINITIONS
Act" means the Communications Act of 1934 (47 U.C. 151 et. seq.), as
amended by the Telecommunications Act of 1996, and as from time to time
interpreted in the duly authorized rules and regulations of the FCC.
Commercial Mobile Radio Service: ("CMRS") is defined as a mobile service
that is provided for profit (i., with the intent of receiving compensation or
monetary gain), is an interconnected service, and is available to the public, or to
such classes of eligible users as to be effectively available to a substantial portion
of the public, or the functional equivalent of such a mobile service.
COITh"TIission" means the state administrative agency to which the United States
Congress or state legislature has delegated authority to regulate the operations
Local Exchange Carriers ("LECs ) as defined in the Act.
FCC" is the Federal Communications Commission.
Interconnection" is as described in the Act and refers to the connection of
separate pieces of equipment, facilities, or platforms between networks for the
purpose of transmission and routing of telephone exchange service traffic and
exchange access traffic.
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/)
Interconnection Facilities" are the facilities or combination of facilities, circuits
service arrangements
, ,
trunks, and trunk groups used to deliver Local
Telecommunications Traffic between the TDS TELECOM switch or other POC
and the T-Mobile MSC or other POCo
Intermediary Traffic" is Local Telecommunications Traffic that is delivered to or
from one Party, through the network of the other (intermediary) Party, for delivery
to or from a third-party Local Exchange Carrier or other telecommunications
carrier.
Local Access and Transport Area or ("LATA") as described in the Act denotes a
geographical area established for the provision and administration of
communications services. It encompasses one or more designated exchanges
which are grouped to serve common social, economic and other purposes.
Local Exchange Carrier" or ("LEC") means any entity that is engaged in the
provision of telephone exchange service or exchange access. Such term does not
include an entity insofar as such entity is engaged in the provision of a
commercial mobile 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.
10.Local Telecommunications Traffic" for inter-carrier reciprocal compensation
purposes, means Wireless to Wireline and Wireline to Wireless calls between a
TDS TELECOM end user customer and aT-Mobile end user customer which, at
the beginning of the call, originate and terminate within the same MT A, with
origination point and the termination point based on the location of the cell site
serving the wireless subscriber and the end office serving the landline end-user.
11.Major Trading Area" or ("MT A") means the service areas based on the Rand
McNally 1992 Commercial Atlas & Marketing Guide, 123rd edition, at pages 38-
39. 47 C.R. ~24.202(a).
12.Mobile Switching Center" or ("MSC") is a switching facility that performs the
switching for the routing of calls among its mobile subscribers and, subscribers in
other mobile or landline networks. The MSC is used to connect and switch trunk
circuits within the wireless network and between the wireless network and the
public switched network for wireless traffic by a CMRS provider.
13.Non-Local Traffic" or "InterMT A" for inter-carrier compensation purposes
means the completion of calls originating in one MT A and terminating in another
MT A based on the location of the cell site serving the wireless subscriber at the
beginning of the call and the central office serving the TDS TELECOM 1andline
end-user.
WIN TDS TMO (multistate)Jmal.doc Page 2 November 2005
14.
15.
Point of Connection" or ("POC") is a mutually agreed upon point of demarcation
between the two Parties' networks where T-Mobile is interconnected with TDS
TELECOM. Each Party is individually responsible for provisioning and
maintaining the Local Telecommunications Traffic.
Rate Center" means the specific geographic point and corresponding geographic
area that are associated with each particular NP A-NXX Code that has been
assigned to a Party for its provision of telecommunications services. Such
geographic point is identified by a specific V &H coordinate that is used by LEC
to calculate distance-sensitive charges for end user traffic to/from the specific
Rate Center.
Reciprocal Compensation" means a compensation arrangement between two
carriers in which each of the two carriers receives compensation from the other
carrier for the Transport and Termination on each carrier s network facilities of
Local Telecommunications Traffic that originates on the network facilities of the
other carrier, as required by Section 251b(5) of the Act and implementing
regulations.
17.Signaling System 7" or "SS7" means the signaling protocol, Version 7, of the
CCS network, based upon American National Standards Institute ("ANSf'
standards.
18.Telecommunications Carrier" means any provider of telecommunications
services as defined in the Act.
19.Termination" means the switching of Local Telecommunications Traffic at the
terminating carrier s end-office switch, or functionally equivalent facility, and the
delivery of such traffic to the called party.
20.Transited Traffic" means Local Telecommunications Traffic which originates
from a subscriber on the network of one Party and is delivered to a subscriber on
the network of the other Party indirectly via transiting through a third party LEC
tandem swi tch.
21.Transport" means the transmission and any necessary tandem switching by a
Party of Local Telecommunications Traffic from the POC between the Parties
which point may be via the transit services provided by another carrier, to the
terminating carrier s end-office switch or functionally equivalent facility that
directly services the called party.
22.Type 2A Wireless Interconnection" is a trunk-side Interconnection between a
TDS TELECOM tandem office and a Mobile POCo Type 2A Wireless
Interconnection provides access to TDS TELECOM End Offices or to other
carriers subtending the Tandem Switch. Type 2A Wireless Interconnection may
WIN - TDS - TMO (multistate L fina1.doc Page 3 November 2005
be optioned for common channel signaling service using Signaling System 7
(CCS7) protocols.
23.Type 2B Wireless Interconnection" is a trunk-side Interconnection between a
TDS TELECOM end-office, including subtending remotes in ' a host/remote
relationship, and aT-Mobile POCo It is used only for the exchange of Local
Telecommunications Traffic between T-Mobile and TDS TELECOM. No
Intermediary Traffic will be exchanged through the Type 2B Interconnection.
Type 2B Wireless Interconnection may be optioned for common channel signaling
service using Signaling System 7 (CCS7) protocols.
24.Wireless" is telecommunications services provided by a CMRS carner m
accordance with its CMRS licensees).
25.Wireline" is telecommunications services provided by TDS TELECOM or other
Non-CMRS Telecommunications Carrier.
SECTION II
SCOPE OF AGREEMENT
This Agreement sets forth the terms , conditions and prices under which the Parties
agree to provide Interconnection for use by the Parties and compensation for the exchange
of traffic between TDS TELECOM and T-Mobile for the purpose of offering
telecommunications services. The Interconnection and compensation covered by, this
Agreement applies only to the exchange of traffic between T-Mobile subscribers and TDS
TELECOM subscribers. Other service arrangements , if any, between the Parties may be
covered by separate contract or tariff.
SECTION III
INTERCONNECTION
3.1 Types of Services The traffic subject to this Agreement shall be Local
Telecommunications Traffic, as defined in Section 51.701 of the FCC's Rules, which
originates from a subscriber on the network of one Party or its Affiliates and Subsidiaries
and is delivered to a subscriber on the network of the other Party or its Affiliates and
Subsidiaries. Such traffic includes that traffic which is delivered directly or indirectly via
a third party switch ("Transited Traffic ). This Agreement also provides for Intermediary
Traffic and the provision of Interconnection Facilities ("Facilities ) used to deliver traffic
between the Parties. In addition, TDS TELECOM will, unless notified in writing to the
contrary by T-Mobile, pass Intermediary Traffic to/from T-Mobile and any third-party
End Office which subtends TDS TELECOM's tandem switch; provided that TDS
TELECOM shall have no obligation to pay, or right to collect termination compensation
for such transited traffic. The above notwithstanding, TDS TELECOM may collect
tandem switching and transport charges from the originating carrier for such transited
traffic.
WIN TDS TMO (multistate)_final.doc Page 4 November 2005
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Local Telecommunications Traffic.
The Parties shall reciprocally terminate Local Telecommunications Traffic
originating on each other s networks and shall compensate each other for the
exchange of such traffic in accordance with Appendix C attached to this
Agreement and made a part hereof. Such traffic is not subject to access charges.
3.2.The Reciprocal Compensation rate set forth on Appendix C herein is a
blended rate taking into consideration the scope ofthe multi-state traffic between
the Parties to this Agreement, and eligibility for these rates shall be limited to
parties operating in all these states and shall not be severable.
The Parties shall adjust compensation for the transport and termination of
Local Telecommunications Traffic in the event of State Commission approved
rates based on a cost study (performed consistently with then applicable FCC
regulations relating to Local Telecommunications) as a result of a rate decision by
the State Commission or as a result of arbitration involving one of the Parties.
The effective date of the new rates will be the effective date of the State
Commission order. The Parties agree to true up to generally applicable rates
within a forty five (45) day period.
3.3 Intermediary Traffic
Where one Party delivers Local Telecommunications Traffic to the other
for transiting to a third party carrier (Intermediary Traffic), the originating Party
will pay the intermediary Party an Intermediary Transit Charge as agreed in
Appendix C per minute of use for tandem switching and transport. However the
intermediary party shall have no obligation to pay, or right to collect termination
compensation for such Intermediary Traffic. The intermediary Party is not
responsible for making arrangements with the Non-party Carrier for the transport
and termination by the Non-Party Carrier ofIntermediary Traffic.
3.4 Interconnection Facilities and Network Architecture
3.4.At either Party's request and where technically and economically feasible
TDS TELECOM and T-Mobile will physically interconnect their facilities at a
mutually agreed upon, technically feasible POC as described in the Act, and
interchange traffic between their respective customers. Such interconnection will
be in accordance with the service, operating and facility arrangements set forth
hereunder.
3.4.2 Depending upon business needs and the technical and economic feasibility
and location of the Parties ' switches, various Wireless Interconnections and
services arrangements may be possible. Wireless Interconnection and service
WIN - TDS - TMO (multistate L final. doc Page 5 November 2005
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arrangements are described in Bellcore GR-145-CORE and Telcordia Notes on
the Networks, SR-2275.
3.4.Interconnection service is ordered using uniform order request forms. All
service requests must be submitted on the TDS TELECOM Wireless Service
Request ("WSR"form or other industry standard ordering document.
3.4.4 Mobile may provide its own facilities and transport for the delivery of
traffic to and from its MSC to a mutually acceptable POC for interconnection with
the TDS TELECOM network. Alternatively, T-Mobile may purchase required
facilities from a third party or from TDS TELECOM for the delivery of such
traffic. Rates for facilities and transport or other services purchased frpm TDS
TELECOM are specified in TDS TELECOM's applicable Local or Access Tariff.
3.4.The Point(s) of Connection between TDS TELECOM and
T -Mobile are defined in Appendix B , which is incorporated by reference. This
Agreement shall not preclude TDS TELECOM and T-Mobile from entering into
additional direct interconnection arrangements in the future if such arrangements
are technically feasible and economically beneficial, in which case, Appendix B
shall be amended to reflect such additional arrangements.
Trunking Requirements
. ,
One or two-way local interconnection trunk group(s) may be established
between the Parties for the exchange of the Local Telecommunications Traffic
which will be jointly provisioned and maintained. Overflow from either end of
the direct local interconnection trunk group may be alternately routed to the
appropriate access tandem.
Mobile and TDS TELECOM shall make available, by mutual
agreement, the required one-way or two-way trunk groups to handle the
termination of Local Telecommunications Traffic originating from the other
Party's network.
5.2.Trunk connections shall be made at a DSI or multiple DSI level
or as otherwise mutually agreed upon by the Parties. All connections and
facilities shall be engineered to an objective P.O I grade of service.
2.2 Where one-way trunk groups are utilized, TDS TELECOM will
provide facilities for all one-way trunk groups used for the delivery of
traffic from TDS TELECOM to the T-Mobile POC (land to mobile) and
T -Mobile will provide facilities for all one-way trunk groups used to
deliver traffic from T-Mobile to the TDS TELECOM pac. Unless
otherwise agreed, where one-way trunks are utilized, the POC for T-
Mobile-originated traffic shall be at the TDS TELECOM tandem or end-
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office and the POC for delivery of TDS TELECOM originated traffic shall
be T-Mobile s MSC or other prescribed point within the LATA. T-Mobile
shall not be required to accept delivery of TDS TELECOM originated
traffic at more than one POC per LA T A.
5.3 In the event the Parties agree to share connecting facilities for the delivery
of traffic originating and terminating on each of their networks, the POC will be at
a mutually agreed location, and costs will be apportioned as determined under
Section 3.5.4 below.
5.4 Shared Facilities Factor.Where Interconnection Facilities provided by one
of the Parties are used for two-way traffic, the applicable recurring and non-
recurring charges (if any) will be apportioned by an agreed upon percentage
representing either the estimated percentage or the actual percentage of traffic
originating on the network of each Party. This percentage is referred to as the
Shared Facilities Factor as agreed in Appendix C of this Agreement. The Parties
will review this factor on a periodic basis and, if warranted by the actual usage
revise the factor appropriately, not to be revised more than quarterly.
Network Management and Maintenance
Each Party shall construct, equip, maintain and operate its network in
accordance with generally accepted engineering practices for telephone systems
and in compliance with all applicable rules and regulations, as amended from time
to time, of any regulatory body empowered to regulate any aspect of the facilitiescontemplated herein.
Nothing in this Agreement shall limit either Party's ability to upgrade its
network through the incorporation of new equipment, new software or otherwise.
Each Party agrees to provide reasonable notice of material changes that may affect
the interoperability of the facilities or networks that are the subject of this
Agreement.
The Parties will work cooperatively to install and maintain reliable
networks. The Parties will exchange appropriate information (e., maintenance
contact numbers and network information, etc.) to achieve this desired reliability,
subject to the confidentiality provisions herein.
6.4 Network Management. Each Party shall provide a 24-hour contact number
for network traffic management issues to the other s surveillance management
center. A FAX number must also be provided to facilitate notifications for
planned mass calling events.
Mobile
24 Hr.: [phone]
TDS TELECOM
24 Hr.: See Appendix A
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FAX: [phone] F AX: See Appendix A
Before either Party reports a trouble condition, it must first use its
reasonable efforts to identify the trouble as originating at the other Party'
facilities, service, and arrangements. Each Party will advise the other of any
critical nature of the inoperative facilities, service, and arrangements and any need
for expedited clearance of trouble. In cases where a Party has indicated the
essential or critical need for restoration of the facilities, services or arrangements
the other Party shall use its best efforts to expedite the clearance of trouble.
Indirect Interconnection
The Parties agree that all traffic not exchanged via direct interconnection
shall be exchanged by transiting such traffic through third-party LEC tandems.
Each Party shall be financially and operationally responsible for the entire costs of
providing facilities from its network to the POCo
Either Party shall be allowed to establish a different roc for the calls
which that Party originates, provided that the new point of interconnection ' does
not increase the cost of transporting or terminating calls for the other Party.
Number Resources
Number Assi~ent.Nothing in this Agreement shall be construed in any
manner, to limit, or otherwise adversely to impact either Party's right to employ or
to request and be assigned any NANP number resources, including, but not
limited to, Central Office (NXX) Codes pursuant to the Central Office Code
Assignment Guidelines.
8.2 Local Calling Area.TDS TELECOM agrees that T-Mobile s NPA-NXX
codes within the MTA will be loc~ calls for TDS TELECOM's subscribers
wherever the assigned rate center is within the local calling area (or EAS area) of
the calling party.
8.3 Code Administration. The Parties will comply with code administration
requirements as prescribed by the FCC, the State Commission and accepted
industry guidelines.
Common Channel Signaling ("CCS"
Service Description. The Parties will provide CCS to one another via SS7
network interconnection, where and as available, in the manner specified in FCC
Order 95-187, in conjunction with all traffic exchange trunk groups. The Parties
will cooperate on the exchange of all appropriate SS7 messages for local and
WIN TDS TMO (multistateLfinal.doc Page 8 November 2005
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intraLA T A call set-up signaling, including ISUP and Transaction Capabilities
Application Part ("TCAP") messages to facilitate interoperability of CLASS
Features and functions between their respective networks. Any other SS7
message services to be provided using TCAP messages (such as data base queries)
will be jointly negotiated and agreed upon.
Signaling Parameters. All SS7 signaling parameters will be provided in
conjunction with traffic exchange trunk groups, where and as available. These
parameters include ANI, Calling Party Number ("CPN"), Privacy Indicator
originating line information, charge number, etc. Also included are all parameters
relating to network signaling information, such as Carrier Information Parameter
CIP"), wherever such information is needed for call routing or billing.
Privacy. Each Party will honor all rules and statutes concerning privacy
indicators as required under applicable law.
9.4 Connection Through STP . T-Mobile and TDS TELECOM will connect
SS7 networks indirectly via route sets through third-party STP provider(s). Each
Party will bear responsibility for the costs associated with connecting its own SS7
network to the third party signaling provider, as well as for any per unit charges
assessed by the third party signaling provider for traffic originated by the Party.
The Parties agree that they will periodically evaluate the financial and technical
feasibility of directly connecting the T-Mobile STP(s) with the TDS TELECOM
STP(s) and upon mutual agreement of the Parties may change to such a direct
arrangement at any time during the term of this Agreement.
5 Multi-Frequency Signaling. In the case where CCS is not available, in-
band Multi-Frequency ("MF"), wink start, E & M channel associated signaling
with ANI will be provided by the Parties. Network signaling information, such as
CIC/OZZ, will be provided wherever such information is needed for call routing
or billing.
SECTION IV
BILLING
Each Party shall bill the other for Local Telecommunications Traffic which the
Billing Party terminates to its own customers and which were originated by the billed
Party, using the applicable Reciprocal Compensation rates set forth on the attached
Appendix C. Local Telecommunications Traffic is not subject to access charges. For
originating and terminating Non-Local Traffic, each Party shall pay the other intrastate or
interstate, as appropriate, switched network access service rate elements on a per minute
of use basis, which are set out in each Party's applicable Access Services Tariff as those
tariffs may be amended from time to time during the term of this Agreement. Unless
otherwise agreed to by the Parties, charges shall be billed by each Party monthly. For
purposes of this Section IV, the Party sending a bill to the other Party is referred to as the
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Billing Party" and the Party receiving a bill from the other Party is referred to as the
Invoiced Party." Neither Party shall bill the other for traffic that is more than one (1)
year old or that predates the effective date of this Agreement.
Actual traffic measurements in each of the appropriate categories are the preferred
method of classifying and billing traffic. However, recognizing that the Parties may not
currently measure incidental Non-Local (InterMT A) traffic delivered over local
interconnection trunk group(s), the Parties agree to use the InterMTA percentage set forth
in Appendix C as a surrogate method of classifying and billing traffic. The Parties
explicitly recognize that the InterMT A percentage provided in this Agreement is based on
the specific network configuration of the two Parties, taking into consideration territory
served (e., MTA boundaries) and traffic routing of the Parties. Notwithstanding the
foregoing, if either Party provides to the other a valid InterMT A traffic study or otherwise
requests a reexamination of the network configuration of either Party's network, the
Parties will use such InterMT A traffic study or reexamination to negotiate in good faith a
mutually acceptable revised InterMT A percentage. The Parties agree to cooperate in
good faith to amend this Agreement to reflect this revised InterMT A percentage and such
revised percentage will be effective upon amendment of this Agreement. Such studies or
reexaminations will be conducted no more frequently than once annually. Except for
traffic specifically covered by the incidental InterMT A percentage described above, in no
event will either Party seek to terminate Non-Local Traffic, directly or indirectly, in such
a fashion as to make the calls appear as Local Telecommunications Traffic for
compensation purposes.
Where Local Telecommunications Traffic is exchanged between the Parties
indirectly via a third party tandem, TDS TELECOM shall obtain usage records or a
monthly traffic distribution report either from the tandem operator summarizing traffic
terminating to TDS TELECOM. TDS TELECOM shall bill for 100% of the traffic
originated by T-Mobile and terminated to TDS TELECOM. T-Mobile may bill TDS
TELECOM for Local Telecommunications Traffic originated by TDS TELECOM and
terminating to T-Mobile estimated by the following formula: Total Local
Telecommunications Traffic billed by IDS TELECOM, divided by 0.80 (eighty percent)
and then multiplied by 0.20 (twenty percent).
4.4 The Parties agree to accept the usage data or traffic distribution report from the
tandem operator and the foregoing calculation as an accurate statement of traffic
exchanged between the Parties. Alternatively, either Party may elect to measure actual
terminating traffic through its own recording equipment and utilize these measurements
in place of the traffic data from the tandem operator.
In the event of unrecoverable data loss or errors in usage recording, the Parties
agree to pay bills rendered based on estimated usage calculated as an average of the
preceding three (3) month's bills where actual billing data was available.
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The Invoiced party shall pay the Billing Party for all undisputed charges properly
listed on the bill. Such payments are to be received within thirty (30) days from receipt of
the statement. The Invoiced Party may be assessed a late charge on any undisputed
charges that have been billed that are greater than thirty (30) days old. The rate of the late
charge shall be the lesser of one percent (I %) per month or the maximum amount
allowed by law. Late payment charges shall be included on the next statement..
Billing Disputes. If either Party disputes a billing statement received from the
other Party, the Invoiced Party shall notify the Billing Party in writing regarding the
nature and the basis of the dispute within one (1) year of the statement date. The Parties
shall work diligently and ' in good faith toward resolution of all billing issues in
accordance with Section XIII of this Agreement.
Form of Payment.Payments made to TDS TELECOM by T-Mobile will be
issued through T -Mobile s electronic payment system, currently provided by the Xign
Payment Services Network. TDS TELECOM shall provide a point of contact and follow
reasonable enrollment instructions provided by T-Mobile to enroll TDS TELECOM in
the electronic payment system and thereby receive payment due under this Agreement
electronically.
Taxes. The Billing Party shall charge and collect from the Invoiced Party, and the
Invoiced Party agrees to pay to the Billing Party, appropriate federal, state, and local
taxes, excluding a Party's franchise, license, gross receipts, net income or property taxes
except to the extent the Invoiced Party notifies the Billing Party and provides to the
Billing Party appropriate documentation that the Invoiced Party qualifies for a full or
partial exemption.
SECTION V
OFFICE CODE TRANSLATIONS
It shall be the responsibility of each Party to program and update its own switches
and network systems in accordance with the Local Exchange Routing Guide ("LERG"
guidelines in order to recognize and route traffic to the other Party's assigned NXX codes
at all times. Neither Party shall impose any fees or charges whatsoever on the other Party
for such activities.
If T-Mobile decides to obtain additional NPA-NXX(s) associated with a TDS
TELECOM Rate Center, T-Mobile shall notify TDS TELECOM and the Parties shall
amend this Agreement as needed to address such traffic.
5.3 Rate Centers. The Parties agree not to discriminate against each other in the
rating or routing of their customer s calls to the other s NP A- NXX codes and will rate and
route such calls in the same manner as they rate and route calls to other NP A- NXXs
homed in the same rate center.
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SECTION VI
INDEPENDENT CONTRACTORS
The Parties to this Agreement are independent contractors. Neither Party is
agent, representative, or partner of the other Party. Neither Party shall have the right
power or authority to enter into any agreement for or on behalf of, or incur any obligation
or liability of, or to otherwise bind the other Party. This Agreement shall not be
interpreted or construed to create an association, joint venture, or partnership between the
Parties or to impose any partnership obligation or liability upon either Party. The persons
provided by each Party shall be solely that Party's employees and shall be under the sole
and exclusive direction and control of that Party. Each Party shall remain an independent
contractor with respect to the other and shall be responsible for compliance with all
applicable laws, rules and regulations involving, but not limited to, employment of labor
hours of labor, health and safety, working conditions and payment of wages. Each Party
shall also be responsible for payment of taxes, including federal, state and municipal
taxes, chargeable or assessed with respect to its employees, such as Social Security,
unemployment, workers ' compensation, disability insurance, and federal and state
withholding.
SECTION VII
LIABILITY
EXCEPT TO THE EXTENT THAT THE SAME ARISE OUT OF ANY
BREACH OF AN INDEMNIFICATION OR CONFIDENTIALITY AGREEMENT OR
OBLIGATION BETWEEN THE PARTIES, NEITHER PARTY SHALL BE LIABLE
TO THE OTHER PARTY FOR ANY INDIRECT, PUNITIVE, INCIDENTAL
CONSEQUENTIAL OR SPECIAL DAMAGES ARISING FROM THE OTHER
PARTY'S USE OF SERVICE PROVIDED UNDER THIS AGREEMENT.
CONNECTION WITH THIS LIMITATION OF LIABILITY, THE PARTIES
RECOGNIZE THAT EITHER PARTY MAY, FROM TIME TO TIME, PROVIDE
ADVICE MAKE RECOMMENDATIONS , OR SUPPLY OTHER ANALYSIS
RELATED TO THE SERVICES DESCRIBED IN THIS AGREEMENT, AND, EACH
P ARTY ACKNOWLEDGES AND AGREES THAT THIS LIMIT A TION
LIABILITY SHALL APPLY TO PROVISION OF SUCH ADVICE
RECOMMENDATIONS, AND ANALYSIS.
EXCEPT AS SPECIFICALLY PROVIDED TO THE CONTRARY IN THIS'
AGREEMENT NEITHER PARTY MAKES ANY WARRANTIES EXPRESS OR
IMPLIED, FOR ANY SERVICES PROVIDED UNDER THIS AGREEMENT. ALL
WARRANTIES
, ,
INCLUDING THOSE OF MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE, ARE EXPRESSLY DISCLAIMED AND WAIVED
WITHOUT LIMITATION.
EXCEPT TO THE EXTENT THE SAME ARISE OUT OF ANY BREACH OF
AN INDEMNIFICATION OR CONFIDENTIALITY AGREEMENT OR OBLIGATION
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BETWEEN THE PARTIES, OR ARISE OUT OF A PARTY'S GROSS NEGLIGENCE
OR WILLFUL MISCONDUCT, EACH PARTY'S LIABILITY FOR ALL CLAIMS
ARISING UNDER THIS AGREEMENT, OR UNDER THE USE OF THE SERVICE
PROVIDED UNDER THIS AGREEMENT, SHALL BE LIMITED TO THE AMOUNT
OF THE CHARGES ACTUALLY PAID BY A PARTY UNDER THIS AGREEMENT.
SECTION VIII
INDEMNIFICATION
EACH PARTY (THE "INDEMNIFYING PARTY") SHALL INDEMNIFY
DEFEND, RELEASE AND HOLD HARMLESS THE OTHER PARTY
INDEMNIFIED P ARTY") ITS SHAREHOLDERS, OFFICERS , DIRECTORS
EMPLOYEES, AGENTS AND AFFILIATES (AND THE SHAREHOLDERS
OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS OF SUCH AFFILIATES)
FROM AND AGAINST ANY LOSS, COST, CLAIM, LIABILITY, DAMAGE
EXPENSE, SUIT OR OTHER ACTION (INCLUDING REASONABLE ATTORNEY'
FEES) SUFFERED BY INDEMNIFIED PARTY, RELATING TO OR ARISING OUT
OF I) ANY ACTUAL OR ALLEGED DEFAMATION, LIBEL, SLANDER, INVASION
OF PRIVACY, INFRINGEMENT, WRONGFUL USE, OR MISAPPROPRIATION OF
AN INTELLECTUAL PROPERTY RIGHT OR ANY OTHER INJURY TO ANY
PERSON OR PROPERTY ARISING OUT OF CONTENT TRANSMITTED BY THE
THE INDEMNIFYING PARTY, ITS EMPLOYEES, AGENTS, CONTRACTORS OR
END USERS; II) ANY INJURY TO OR DEATH OF ANY PERSON OR PERSONS
CAUSED, DIRECTLY OR INDIRECTLY, BY THE ACTS OR OMISSIONS OF THE
INDEMNIFYING PARTY, RESULTING FROM GROSS NEGLIGENCE OR
WILLFUL MISCONDUCT; (III) OR ANY LOSS, DAMAGE, OR DESTRUCTION OF
PROPERTY WHETHER OR NOT OWNED BY THE INDEMNIFIED PARTY
CAUSED, DIRECTLY OR INDIRECTLY, BY THE INDEMNIFYING PARTY;
THE INDEMNIFIED PARTY SHALL (I) NOTIFY THE INDEMNIFYING
PARTY PROMPTLY IN WRITING OF ANY WRITTEN CLAIMS , LAWSUITS, OR
DEMAND BY THIRD PARTIES FOR WHICH THE INDEMNIFIED PARTY
ALLEGES THAT THE INDEMNIFYING PARTY IS RESPONSIBLE UNDER THIS
SECTION AND (II) TENDER THE PRIMARY DEFENSE' OF SUCH CLAIM
LAWSUIT OR DEMAND TO THE INDEMNIFYING PARTY. THE INDEMNIFIED
PARTY ALSO SHALL COOPERATE IN EVERY REASONABLE MANNER WITH
THE DEFENSE OR SETTLEMENT OF SUCH CLAIM, DEMAND, OR LAWSUIT
UPON REQUEST OF THE INDEMNIFYING PARTY. THE INDEMNIFYING
PARTY SHALL KEEP THE INDEMNIFIED PARTY REASONABLY AND TIMELY
APPRISED OF THE STATUS OF THE CLAIM, DEMAND OR LAWSUIT. THE
INDEMNIFIED PARTY SHALL HAVE THE RIGHT TO RETAIN ITS OWN
COUNSEL, AT ITS EXPENSE AND PARTICIPATE IN THE DEFENSE. THE
INDEMNIFYING PARTY WILL ASSUME THE COST OF THE DEFENSE THEREOF
ON BEHALF OF THE INDEMNIFIED PARTY AND ITS AFFILIATES AND WILL,
PAY ALL EXPENSES AND SATISFY ALL JUDGMENTS WHICH MAY BE
INCURRED BY OR RENDERED AGAINST THE INDEMNIFIED PARTY OR ITS
WIN TDS TMO (multistateLfinal.doc Page 13 November 2005
fll'2
AFFILIATES IN CONNECTION THEREWITH, PROVIDED THAT THE
INDEMNIFYING PARTY SHALL NOT ENTER INTO OR ACQUIESCE TO ANY
SETTLEMENT CONTAINING ANY ADMISSION OF OR STIPULATION TO ANY
GUILT, FAULT, LIABILITY OR WRONGDOING ON THE PART OF THE
INDEMNIFIED PARTY OR ITS AFFILIATES OR WHICH WOULD OTHERWISE
ADVERSELY AFFECT THE INDEMNIFIED PARTY OR ITS AFFILIATES
WITHOUT THE INDEMNIFIED PARTY'S PRIOR WRITTEN CONSENT TO BE
GIVEN OR WITHHELD IN THE INDEMNIFIED PARTY'S SOLE DISCRETION.
SECTION IX
INTELLECTUAL PROPERTY
Neither Party shall have any obligation to defend, indemnify, or hold harmless, or
acquire any license or right for the benefit of, or owe any other obligation or have any
liability to, the other based on or arising from any claim, demand, or proceeding by any
third party alleging or asserting that the use of any circuit, apparatus, or system, or the use
of any software, or the performance of any service or method, or the provision or use of
any facilities by either Party under this Agreement constitutes direct or contributory
infringement, or misuse or misappropriation of any patent, copyright, trademark, trade
secret, or any other proprietary or intellectual property right of any third party
SECTION X
FORCE MAJEURE
Neither Party shall be held liable for any delay or failure in performance of any
part of this Agreement from any cause beyond its reasonable control and without its fault
or negligence, such as acts of God, acts of civil or military authority, embargoes
epidemics, war, terrorist acts, riots, insurrections, fires, explosions, earthquakes, nuclear
accidents, floods, power blackouts, or unusually severe weather, provided that such Party
shall use commercially reasonable efforts to minimize the impact of such Force Majeure
Event. The affected Party, upon giving prompt notice to the other party, shall be excused
from such performance on a day-to-day basis to the extent of such prevention, restriction
or interference (and the other Party shall likewise be excused from performance of its
obligations on a day-to-day basis until the delay, restriction or interference has ceased);
provided however that the Party so affected shall use diligent efforts to avoid or remove
such causes of nonperformance and both Parties shall proceed whenever such causes are
removed or cease. In the event of such delay, the delaying Party shall perform its
obligations at a performance level no less than that which it uses for its own operations.
SECTION XI
NON-DISCLOSURE
The Parties have entered into a Confidentiality and Non-Disclosure Agreement
NDA") dated September 4 2003 , and each Party will comply with the provisions of the
NDA with respect to the Confidential Information, and the terms of the NDA are hereby
incorporated by reference with the same effect as if fully set forth herein. For purposes of
this Agreement and notwithstanding the expiration date of the NDA, the NDA shall
WIN TDS TMO (multistate)Jmal.doc Page 14 November 2005
jJ J/Q
remain in full force and effect throughout the Term and shall survive for a period
fivetwo (5) years from the day of of initial disclosure of the Confidential Information.
SECTION XII
TERM OF AGREEMENT
12.This Agreement shall commence on the effective date stated on the first page, and
shall have an initial term of one (1) year provided that either Party shall have the right to
terminate this Agreement with or without cause on thirty (30) days notice. This
Agreement shall renew automatically for successive one (1) month periods, unless
terminated as provided above.
12.Where a notice of termination is given, either Party may prior to actual the
termination date give notice under Section 251-52 of the Act of its desire to negotiate a
successor agreement, in which case this Agreement shall continue in effect until the
earlier of the date when a new agreement becomes effective, or the date when all relevant
time periods and extensions of such periods for negotiation and/or arbitration under the
Act have passed with no new agreement having become effective.
12.3 Post-Termination Arrangements. Except in the case of termination as a result of
either Party s default, for service arrangements made available under this Agreement and
existing at the time of termination, those arrangements may continue without interruption
under (a) a new arrangement voluntarily executed by the Parties; (b) terms and conditions
made generally available by TDS TELECOM to all CMRS providers in the state; or (c) as
otherwise permitted by law or regulation.
12.4 Termination Upon Default.Either Party may terminate this Agreement in whole
or in part in the event of a material default by the other Party, provided however that the
non-defaulting Party notifies the defaulting party in writing of the alleged default and that
the defaulting Party does not cure the alleged default within thirty (30) calendar days of
receipt of written notice thereof. Default is defined to include:
(a) A Party'insolvency or the initiation of bankruptcy or receivership
proceedings by or against the Party; and/or
(b) A Party's refusal or failure in any material respect properly to perform its
obligations under this Agreement, or the violation of any of the material terms or
conditions of this Agreement.
12.Liability Upon Termination. Termination of this Agreement, or any part hereof
for any cause shall not release either Party from any liability which has already accrued to
the other Party, or which thereafter accrues in any respect to any act or omission in
contravention of Agreement or of any obligation which by its nature would be expected to
survive termination of this Agreement.
WIN - TDS - TMO (multi state L final. doc Page 15 November 2005
fif5J
SECTION XIII
DISPUTE RESOLUTION
13.Alternative to Litigation. Except for the enforcement of the provisions of Section
XI hereof, the Parties desire to resolve disputes arising out of this Agreement without
litigation. Accordingly, except as otherwise stated in the preceding sentence, and except
for action seeking a temporary restraining order or an injunction related to the purposes of
this Agreement, or suit to compel compliance with this dispute resolution process, the
Parties agree to use the following alternative dispute resolution procedure with respect to
any controversy or claim arising out of or relating to this Agreement or its breach.
13.Negotiation Except as otherwise provided in this Agreement, any dispute
between the Parties regarding the interpretation or enforcement of this Agreement or any
of its terms shall first be addressed by good faith negotiation between the Parties.
initiate such negotiation, a Party must provide to the other Party written notice of the
dispute that includes both a detailed description of the dispute or alleged nonperformance
and the name of an individual who will serve as the initiating Party's representative in the
negotiation. The other Party shall have ten (10) business days to designate its own
representative in the negotiation. The Parties' representatives shall meet at least once
within forty-five (45) days after the date of the initiating Party s written notice in an
attempt to reach a good faith resolution of the dispute. .
13.Arbitration Except as otherwise provided in paragraph 13.2 above, ifnegotiations
fail to produce within ninety (90) days a resolution to any dispute arising in conjunction
with this Agreement, either Party may upon notice to the other submit the dispute to
binding arbitration, which arbitration shall be conducted in accordance with the rules and
procedures of the American Arbitration Association applicable to commercial contract
disputes, then in effect.
SECTION XN
THIRD PARTY BENEFICIARIES
This Agreement is not intended to benefit any person or entity not a party to it and
no third party beneficiaries are created by this Agreement.
SECTION XV
GOVERNING LAW, FORUM, AND VENUE
This Agreement will be deemed a contract made under and will be construed
interpreted and enforced in accordance with the Communications Act of 1934, as
amended, and to the extent federal law is inapplicable, to the laws of the state in which.
the interconnection occurs and will be subject to the concurrent jurisdiction of the FCC
and the courts, or, where applicable, the Commission in that state.
In the event of a change in applicable law (including, without limitation, any
legislative, regulatory, judicial or other legal action) that affects any material term of this
Agreement, the rights or obligations of either Party hereunder, or the ability of either Party
WIN TDS TMO (multistate)Jma1.doc Page 16 November 2005
;f r.2
to perform any material provision hereof, the Parties shall renegotiate in good faith to
modify such affected provisions as may be required or permitted as a result of such
legislative, regulatory, judicial or other legal action.
SECTION XVI
ENTIRE AGREEMENT
This Agreement includes and incorporates herein all accompanying Attachments
Appendices, Addenda and Exhibits. This Agreement constitutes the entire agreement
between the Parties and supersedes all prior or contemporaneous oral or written
agreements, representations, statements, negotiations, understandings, proposals and
undertakings with respect to the subject matter hereof. This Agreement is a result of
negotiation between the Parties, and it was jointly drafted by both Parties. This
Agreement may not be modified except in writing signed by duly authorized
representatives of both Parties.
SECTION XVII
NOTICE
Notices to a Party required or permitted under this Agreement shall be in writing
and shall be effective when received on the date of service if served personally, on the
date receipt is acknowledged in writing by the recipient if delivered by regular U.S. mail
or on the date stated on the receipt if delivered by certified or registered mail or by a
courier service that obtains a written receipt. Any notice shall be delivered using one of
the alternatives mentioned in this section and shall be directed to the applicable address
indicated below or such address as the Party to be notified has designated by giving notice
in compliance with this section:
Business Name:
Mailing Address:
City/State/Zip Code:
Attention:
Carbon Copy:
T -Mobile USA, Inc.
12920 SE 38th Street
Bellevue W A 98006
General Counsel
Director - Carrier Management
Bills and payments shall be sent in the case ofT-Mobile to:
Business Name:
Mailing Address:
Shipping Address:
City/State/Zip Code:
Attention:
Mobile USA, Inc.
12920 SE 38th Street
12920 SE 38th Street
Bellevue, W A 98006
Carrier Management
or to such other location as T-Mobile may direct in writing in accordance with this
Agreement.
Notices shall be sent, in the case ofTDS TELECOM to:
WIN TDS TMO (multistateLfina1.doc Page 17 November 2005
(lJ9
Business Name:
Mailing Address:
Shipping Address:
City/State/Zip Code:
Attention:
Contact Phone Number:
With a copy to:
Business Name:
Mailing Address:
City/State/Zip Code:
Attention:
Contact Phone Number:
TDS Telecommunications Corporation
P. O. Box 22995
9737 Cogdill Road, Suite 230
Knoxville, TN 37933-0995 (37932 for Shipping)
Carrier Relations
[phone]
TDS Telecommunications Corporation
P. O. Box 5366
Madison, WI 53705-0366
Grant Spellmeyer, Regulatory & Corporate Counsel
[phone]
Bills shall be sent, in the case ofTDS TELECOM to:
Business Name:
Mailing Address:
City/State/Zip Code:
Attention:
TDS Telecommunications Corporation
O. Box 5158
Madison, WI 53705-0158
Carrier Service Center
or to such other location as the receiving Party may direct in writing in accordance with
this Agreement. Payments are to be sent to the address on the invoice or as otherwise
provided in Section 4.
The Parties shall ensure bills and payments reference the specific company
name(s) or invoice number for which traffic is being billed or paid.
SECTION XVIII
ASSIGNMENT
18.Neither Party may assign this Agreement to a third party without the prior written
consent of the other Party, which consent shall not be unreasonably withheld.
Notwithstanding the foregoing, no consent shall be required for the assignment of this
Agreement in the context of the sale of all or substantially all of the assets, business or
stocks of either of the Parties. Notwithstanding the foregoing, either Party may assign
this Agreement or any rights or obligations hereunder to an Affiliate of such Party
without the consent of the other party or any corporation resulting from any merger
consolidation or other reorganization involving the Party. All the terms and provisions
this Agreement will be binding upon, will inure to the benefit of and will be enforceable
by the Parties and their respective successors and permitted assigns.
18.Nothing in this Agreement shall prohibit T-Mobile from enlarging its CMRS
network through management contracts with third-parties for the construction and
operation of a CMRS system under the T -Mobile brand name and license. Traffic
originating on such extended networks shall be treated as T -Mobile traffic subject to the
WIN - TDS - TMO (multistate L final. doc Page 18 November 2005
/J //(J
terms, conditions, and rates of this Agreement. Traffic traversing such extended networks
shall be deemed to be and treated under this Agreement as "Mobile
telecommunications traffic" when it originates on such extended network and terminates
on TDS TELECOM's network, and as "TDS TELECOM telecommunications traffic
when it originates upon TDS TELECOM's network and terminates upon such extended
network. Telecommunications traffic traversing on such extended networks shall be
subject to the terms, conditions, and rates oftms Agreement.
SECTION XIX
BUSINESS RECORDS
Upon thirty (30) days prior written notice, and no more frequently than one (1)
time per year, each party or its authorized representative shall have the right to conduct a
review of the relevant data possessed by the other Party strictly to assure material
compliance with the billing information related to terminating minutes of use of the billed
Party under this Agreement. The review will consist of any examination and verification
of data involving such billing records as they relate to charges or payments made in
connection with this Agreement. Notwithstanding the foregoing, a Party may conduct
such audit one (1) additional time annually if the previous audit found net variances or
errors in invoices with an aggregate value of at least fifteen percent (15%) of the amounts
payable by the auditing Party. Each Party's right to access information for a verification
review purposes is limited to data not in excess of twelve (12) months old. The Party
requesting a verification review shall fully bear all costs associated with conducting a
review. The Party being reviewed will provide reasonable, escorted access to necessary
and applicable information during normal business hours at no charge to the reviewing
Party. The review may not unduly interfere with the business operations of the Party
being reviewed. In accordance with Section XI, the reviewing Party will ensure that a
nondisclosure agreement, or an agreement with similar protections, is in place with the
auditor that is substantially similar to this Agreement, and notify the auditor to whom
such disclosure is made that such Confidential Information is received in confidence and
shall be kept in confidence by such employee or consultant as set forth in this Agreement.
SECTION XX
REGULATORY CONTROL AND APPROVALS
20.Regulatory Agency Control.This Agreement shall at all times be subject to
approval, changes, rules and regulations of the Federal Communications Commission
and/or the State Commission to the extent the substance of this Agreement is or becomes
subject to the jurisdiction of such agency.
Although this Agreement may be executed by both Parties, to the extent that any
federal or state statute, order, rule or regulation or any state regulatory agency having
competent jurisdiction over one or both Parties to this Agreement will require that this
Agreement be approved by such regulatory agency before this Agreement may be
WIN - TDS - TM 0 (multistate L final. doc Page 19 November 2005
effective, this Agreement will not be effective in such state notwithstanding the Parties
signature until the first business day after such approval has been obtained. Each Party
agrees to reasonably cooperate with each other and with any regulatory agency so that any
approval necessary to provide the Service(s) under this Agreement is obtained.
20.Most Favored Nation If TDS TELECOM enters into an agreement that is
approved by a State Commission, which provides for transport and termination of Local
Telecommunications Traffic within the State, TDS TELECOM shall, upon request of T-
Mobile, make available to T-Mobile such agreement in its entirety. T-Mobile s entry
into this Agreement in no way constitutes a waiver of its rights under Section 252(i) of
the Act. Should T-Mobile make such a request, and consistent with Section 3.2 above
the Parties acknowledge that the rates in Appendix C of this Agreement shall be
recalculated based on the number of states and volume of traffic remaining under this
Agreement and this Agreement shall be amended to incorporate the new rates upon thesame effective date.
20.3 Multiple Counterparts This Agreement may be executed in multiple
counterparts, each of which shall be deemed an original, but all of which shall together
constitute but one and the same document
SECTION XXI
MISCELLANEOUS
The Parties acknowledge that TDS TELECOM may be entitled to a rural
exemption as provided by 47 USC 251(f) of the Act and TDS TELECOM does not waive
such exemption. The failure of either Party to insist upon the performance of any
provision of this Agreement, or to exercise any right or privilege granted to it under this
Agreement, shall not be construed as a waiver of such provision or any provisions of this
Agreement, and the same shall continue in full force and effect. No rule of construction
requiring interpretation against the drafting party hereof shall apply in the interpretation
of this Agreement. If any provision of this Agreement is held by a court or regulatory
agency of competent jurisdiction to be unenforceable or required to be materially
modified, the rest of the Agreement shall remain in full force and effect and shall not be
affected unless removal or modification of that provision results, in the opinion of either
Party, in a material change to this Agreement. Any news release, public announcement
advertising, or any form of publicity pertaining to this Agreement, provision of services
or facilities pursuant to it, or association of the Parties with respect to provision of the
services described in this Agreement shall be subject to prior written approval of both
TDS TELECOM and T -Mobile. Except as specifically set out in this Agreement, nothing
in this Agreement shall grant, suggest, or imply any authority for one Party to use the
name, trademarks, service marks, or trade names of the other for any purpose whatsoever.
Where consent, approval, or mutual agreement is required of a Party, it shall not be
unreasonably withheld, conditioned or delayed. Except as specifically set out in this
Agreement, each Party shall be solely responsible for its own expenses involved in all
WIN TDS TMO (multistate)Jrnal.doc Page 20 November 2005
flyS?
activities related to the subject of this Agreement. Each person whose signature appears
on this Agreement represents and warrants that he or she has authority to bind the Party
on whose behalf he or she has executed this Agreement.
TDS Telecommunications Corporation (not individually but as agent for the TDS
TElliCO;;7Otified 00 A"P
::
A)
(\
--lif--
n ---
Signatur
CS-7~~; (Date)
Printed name and title:Printed name and title:
Louis D. Reilly, III David A. Wittwer
Director - Carrier Relations President - ILEC Operations
T -Mobile USA, Inc.
;)-jD7(65
(Date)
Dave May
VicePresid~inance & Planning
Engineering & Technical Operations
Signature Page to Multi-State Wireless Traffic Exchange Agreement between TDS
Telecommunications Corporation and T -Mobile USA, Inc. dated the 1st day of
January, 2005 relating to the exchange of Local Telecommunications Traffic.
WIN TDS TMO (multistate)Jmal.doc Page 21 November 2005
(!D
Alabama-
Arizona-
Arkansas-
California-
Colorado-
Florida-
Georgia-
Idaho-
Indiana-
Kentucky-
Maine-
APPENDIX A
TDS Telecommunications Corporation Subsidiaries and Affiliates
Butler Telephone Company, Inc.
Oakman Telephone Company, Inc.
Peoples Telephone Company, Inc.
Arizona Telephone Company
Southwestern Telephone Company
Cleveland County Telephone Company, Inc.
Decatur Telephone Company, Inc.
Happy Valley Telephone Company
Hornitos Telephone Company
Winterhaven Telephone Company
Delta County Tele-Comm, Inc.
Strasburg Telephone Company
Quincy Telephone Company
Blue Ridge Telephone Company
Camden Telephone and Telegraph Company, Inc.
Nelson-Ball Ground Telephone Company
Quincy Telephone Company (Attapulgus exchange)
Potlatch Telephone Company, Inc.
Camden Telephone Company, Inc.
Communications Corporation of Indiana
Communications Corporation of Southern Indiana
Home Telephone Company, Inc.
S&W Telephone Company, Inc.
The Home Telephone Company ofPittsboro, Inc.
The Merchants and Farmers Telephone Company
Tipton Telephone Company, Inc.
Tri-County Telephone Company, Inc.
Leslie County Telephone Company
Lewisport Telephone Company
Salem Telephone Company
Cobbosseecontee Telephone Company
Hampden Telephone Company
Hartland and St. Albans Telephone Company
Somerset Telephone Company
The Island Telephone Company
The West Penobscot Telephone and Telegraph Company
Warren Telephone Company
WIN TDS TMO (multistate)Jmal.doc Appendix A November 2005
(/
APPENDIX A
TDS Telecommunications Corporation Su~sidiaries and Affiliates (cont.
Michigan-
Minnesota-
Mississippi-
Missouri-
Chatham Telephone Company
Communications Corporation of Michigan
Island Telephone Company
Shiawassee Telephone Company
Wolverine Telephone Company
Arvig Telephone Company
Bridge Water Telephone Company
Mid-State Telephone Company
Winsted Telephone Company
Calhoun City Telephone Company, Inc.
Myrtle Telephone Company, Inc.
Southeast Mississippi Telephone Company, Inc.
New London Telephone Company
Orchard FaTIn Telephone Company
The Stoutland Telephone Company
New Hampshire- Hollis Telephone Company, Inc.
Kearsarge Telephone Company
Merrimack County Telephone Company
Contoocook Telephone Company
Wilton Telephone Company, Inc.
New York-
Ohio-
Oklahoma-
Oregon-
Deposit Telephone Company, Inc.
Edwards Telephone Company, Inc.
Oriskany Falls Telephone Corporation
Port Byron Telephone Company
Township Telephone Company, Inc.
Vernon Telephone Company, Inc.
Arcadia Telephone Company
Continental Telephone Company
Little Miami Communications Corporation
Oakwood Telephone Company
The Vanlue Telephone Company
Mid-America Telephone, Inc.
Oklahoma Communication Systems, Inc.
Wyandotte Telephone Company
Asotin Telephone Company
Home Telephone Company
WIN TDS TMO (multistateLfinal.doc Appendix A November 2005
II u(l
APPENDIX A
TDS Telecommunications Corporation Subsidiaries and Affiliates (cont.
Pennsylvania-
Tennessee-
Virginia-
Washington-
Wisconsin-
Deposit Telephone Company, Inc.
Mahanoy and Mahantango Telephone Company
Sugar Valley Telephone Company
Concord Telephone Exchange, Inc.
Humphreys County Telephone Company
Tellico Telephone Company, Inc.
Tennessee Telephone Company
Amelia Telephone Corporation
New Castle Telephone Company
Virginia Telephone Company
Asotin Telephone Company
Lewis River Telephone Company, Inc.
McDaniel Telephone Company
Badger Telecom, LLC
Black Earth Telephone Company, LLC
Bonduel Telephone Company
Burlington, Brighton & Wheatland Telephone Company
Central State Telephone Company, LLC
Dickeyville Telephone, LLC
EastCoast Telecom, Inc.
The Farmers Telephone Company, LLC
Grantland Telecom, Inc.
Mid-Plains Telephone, LLC
Midway Telephone Company, LLC
Mt. Vernon Telephone Company, LLC
Riverside Telecom, LLC
Southeast Telephone Company of Wisconsin, Inc.
Stockbridge & Sherwood Telephone Company
Tenney Telephone Company, LLC
The Scandinavia Telephone Company
UTELCO, LLC
Waunakee Telephone Company, LLC
WIN - TDS - TMO (multistate)- final. doc Appendix A November 2005
11 /Y9.
Appendix B
Point( s) of Connection
Type 2B Wireless Interconnection:
1. The Point of Connection for Local Traffic to and from the St. Mary s exchange of
TDS TELECOM in Georgia shall be at the St. Mary s end office (STMYGAXADSl).
WIN TDS TMO (multistate)Jma1.doc Appendix B November 2005
/I //9
Appendix C
Rates and Factors
The Parties shall reciprocally and symmetrically compensate one another for the transport
and termination of Local Telecommunications Traffic terminated to their respective
customers at the rates set forth below:
Reciprocal Compensation Rates $/MOU
Transport and Termination 0175
Intermediary Transit Service $/MOU
Intermediary Transit Charge 005
InterMT A Percenta2e 2 %
The 2% interMTA factor will be split evenly (50/50) between intrastate and
interstate jurisdictions (i., 50% will be charged at TDS TELECOM's tariffed
intrastate access rates and 50% will be charged at TDS TELECOM's tariffed
interstate access rates).
Shared Facilities Factor
TDS TELECOM 35%Mobile 65%
WIN - TDS - TMO (multistate L final. doc Appendix C November 2005
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