20070920Application.pdf

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September 12 , 2007
Ms. Jean Jewell , Secretary
Idaho Public Utilities Commission
472 W. Washington Street
PO Box 83720
Boise , 10 83720-0074
fbT--t- 0 "7-RE:Case No.
Application of TDS Telecommunications Corporation for Approval of a
Negotiated Wireless Traffic Exchange Agreement with Cricket
Communications.
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 Cricket Communications, Inc. 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,
~~~~
Gail M. Long
Manager, External Relations
Enclosure
Cc:Linda Lowrance - TDS Telecom
Dan Graf - Cricket Communications PO BOX 1566
OREGON CITY, OR 97045-1566
OFFICE: 503.656.8399
FAX: [phone]
f-61-d l , LEA-32088
WIRELESS TRAFFIC EXCHANGE AGREEMENT
TDS TELECOM - IDAHO
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This Wireless Traffic Exchange Agreement (the "Agreement") is made effectifl.,y\J-i() J'q $LI
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on the 1st day of August, 2007, between the TDS Telecommunications CorpMatk1rigc,,::; vVr-/ii;Hv,.j,~
subsidiaries or affiliates identified on Appendix A (collectively, "TDS TELECOM"), and
Cricket Communications, Inc.' a Delaware corporation, with offices at 1 0307 Pacific
Center Court, San Diego, CA 92122 ("CRICKET"
).
TDS TELECOM and CRICKET are
each individually a "Party" and are together the "Parties" to this Agreement.
TDS TELECOM is a Local Exchange Carrier in Idaho. CRICKET is a
Commercial Mobile Radio Service carrier licensed by the FCC to operate in the state of
Idaho. TDS TELECOM and CRICKET desire to interconnect their networks for the
purpose of exchanging traffic between the Parties' customers. Services provided by TDS
TELECOM to CRICKET under this Agreement are provided pursuant to CRICKET'
role as a CMRS provider.
In consideration of the mutual covenants contained in this Agreement, 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 or a
Commission within its state jurisdiction.
Commercial Mobile Radio Service: ("CMRS") is defined as a mobile service
that is provided for profit (i.e. 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.
Commission" is the Idaho Public Utilities Commission.
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 telecommunications traffic.
Interexchange Carrier" or ("IXC") means a carrier that provides or carnes
directly or indirectly, InterLATA service or IntraLATA Toll Traffic.
TDS-Cricket Indirect-Direct WIN Idaho,doc Page 1 May, 2007
10.
11.
LEA-32088
Intermediary Traffic" is traffic that is delivered to or from a third-party Local
Exchange Carrier or other telecommunications carrier such as a CMRS provider
through the network ofTDS TELECOM from or to an end user of CRICKET.
InterLA T A Service" means telecommunications between a point located in a
local access and transport area and a point located outside such area.
IntraLATA Toll Traffic" means those intraLATA station calls that are outside of
the 10ca1 or EAS calling area as defined in the applicable TDS TELECOM tariff.
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 ("LEe") 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.
12.Local Traffic for inter-carrier compensation purposes, means Wireless to
Wireline and Wire1ine to Wireless calls which originate and terminate within the
same MT A based on the location of the cell site serving the wireless subscriber at
the beginning ofthe call and the central office serving the 1andline end-user.
13.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.F.R. 924.202(a).
14.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 1and1ine 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.
15.Non-Local Traffic for inter-carrier compensation purposes means the
completion of interMT A and roaming calls based on the location of the wireless
subscriber and the TDS TELECOM landline end-user.
16.Point of Connection" or ("POC") is a physical location where CRICKET is
interconnected with TDS TELECOM.
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17.Rate Center" as defined by NANC and used in this Agreement means an area
that uses a common surrogate call origination or call termination point when
determining point-to-point local or toll calling charges.
18.Telecommunications Carrier" means any provider of telecommunications
services as defined in the Act.
19.Wireless is telecommunications services provided by a CMRS carner III
accordance with its CMRS 1icense(s).
20.Wireline" is telecommunications services provided by TDS TELECOM or other
Non-CMRS Telecommunications Carrier.
SECTION IT
SCOPE OF AGREEMENT
This Agreement sets forth the terms, conditions and prices under which the Parties
agree to provide Interconnection for use by CRICKET only in association with CMRS
services and compensation for the exchange of traffic between TDS TELECOM and
CRICKET for the purpose of offering telecommunications services. The Interconnection
and compensation covered by this Agreement applies only to the exchange of traffic
between CRICKET subscribers and TDS TELECOM end-users associated with the
provision of two-way voice services. The Wireless Interconnection arrangements
described herein will not be used by CRICKET to terminate other types of traffic on TDS
TELECOM's network. Other Interconnection arrangements are covered by separate
contract, tariff or price lists. Calls to and from TDS TELECOM and CRICKET that
utilize the facilities of an Interexchange Carrier (IXC) at any point during the call are
specifically excluded from this Agreement.
Execution of this Agreement does not waive or prejudice any positions either
Party has taken previously or may take in the future in any legislative, regulatory, or other
public forum addressing any matters, including matters specifically related to, the types of
arrangements prescribed in this Agreement.
SECTION III
INTERCONNECTION
Direct Interconnection:
1. Depending upon business needs and the technical capability and location of the
Parties' switches , various Wireless Interconnection and services arrangements are
possible. Wireless Interconnection and service arrangements are described below
and in Bellcore GR-145-CORE and Te1cordia Notes on the Networks, SR-2275.
2. Type 2B Interconnection Service provides a trunk-side connection between a TDS
TELECOM host or end-office and a CMRS provider s Point of Connection. Type
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2B Interconnection Service provides access to the TDS TELECOM customers
served via the host and remote or subtending end-offices (if any). It is used only
for the exchange of Local Traffic between CRICKET and TDS TELECOM. No
Intermediary Traffic will be exchanged through the Type 2B connection. Type
2B Interconnection Service may be optioned for common channel signaling
service using Signaling System 7 (CCS7) protocols.
3. 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.
4. CRICKET shall provide its own facilities and transport for the delivery of traffic
from its Mobile Switching Center (MSC) to a mutually acceptable Point of
Connection (POC) on the TDS TELECOM network. Alternatively, CRICKET
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 from TDS TELECOM are specified in TDS TELECOM's applicable
Local or Access Tariff.
5. The Point(s) of Connection between TDS TELECOM and CRICKET are defined
in Appendix C, which is incorporated by reference. This Agreement shall not
preclude TDS TELECOM and CRICKET from entering into additional direct
interconnection arrangements in the future if such arrangements are technically
feasible and economically beneficial.
6. 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 facilities
contemplated herein.
7. 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 changes in the information necessary
for the transmittal and routing of services using facilities or networks, as well as
other changes that affect the interoperability of those respective facilities or
networks; provided, that, neither Party may change the POC without the written
consent ofthe other.
8. Two-way local interconnection trunk group(s) shall be established between the
Parties for the exchange of the Local Traffic at the POCo Two-way trunking 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.
Indirect Interconnection:
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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 cost of providing
facilities from its network to the point of interconnection for the exchange of such
traffic.
The default point of interconnection shall be the existing meet-point between TDS
TELECOM and the third party tandem operator. Either Party shall be allowed to
establish a different point of interconnection 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.
SECTION
BILLING
Each Party shall bill the other for Local Traffic which the billing Party terminates
to its own customers and which were originated by the billed Party using the
applicable Reciprocal Compensation rates and billing procedures set forth on the
attached Appendix B, which is incorporated by reference. For originating and
terminating Non-Local Traffic, each Party shall pay the other TDS TELECOM'
intrastate or interstate, as appropriate, switched network access service rate
elements on a per minute of use basis, which are set out in TDS TELECOM'
applicable Access Services Tariff as those tariffs may be amended from time to
time during the term of this Agreement. Any incidental services (e.g. directory
assistance, operator services, etc.) will be billed to CMRS provider at the standard
rate for those services. Nothing in this Agreement shall be construed to alter or
otherwise affect in any manner the local calling areas offered or the rates charged
by either Party to its end-users.
Actual traffic measurements in each of the appropriate categories are the preferred
method of classifying and billing traffic. However, recognizing that the Parties
cannot currently measure incidental Non-Local (interMTA) traffic delivered over
local interconnection trunk group(s), the Parties agree to use the InterMTA
percentage set forth in Appendix B 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.g. MTA boundaries
LATA boundaries and State boundaries) and traffic routing of the Parties.
Notwithstanding the foregoing, if either Party provides to the other a valid
InterMTA traffic study or otherwise requests a reexamination of the network
configuration of either Party s network, the Parties will use such InterMTA traffic
study or reexamination to negotiate in good faith a mutually acceptable revised
InterMTA percentage. The Parties agree to cooperate in good faith to amend this
Agreement to reflect this revised InterMT percentage and such revised
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percentage will be effective upon amendment of this Agreement. Such studies or
reexaminations will be conducted no more frequently that once annually. Except
for traffic specifically covered by the 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 Traffic for compensation
purposes.
The billed Party shall pay the billing Party for all charges properly listed on the
bill. Such payments are to be received within thirty (30) days from the effective
date of the statement. The billed Party shall pay 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 1.5% per month or the maximum amount
allowed by law. The billed Party shall pay the billing Party the reasonable amount
of the billing Party s expenses related to collection of overdue bills, such amounts
to include reasonable attorney s fees.
Taxes. Each Party shall payor otherwise be responsible for all federal, state, or
local sales, use, excise, gross receipts, transaction or similar taxes, fees, or
surcharges levied against or upon such Party. The Providing Party will separately
state all taxable and nontaxable charges on the original invoice for goods or
services provided under this Agreement. The Providing Party will separately state
all taxes, fees, or surcharges on the original invoice for goods or services provided
under this Agreement. All purchases under this agreement are for resale in the
ordinary course of Purchasing Party s business. Purchasing Party shall furnish the
Providing Party a proper resale tax exemption certificate or other documentation
to Providing Party upon request.
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 (nLERGn) 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, except as expressly set forth in this Agreement.
The Parties shall only assign NP A-NXX codes to Rate Center(s) in which they are
authorized to provide service and either own or lease interconnection and or transport
facilities for the provision of such service. If CRICKET obtains an NP A-NXX(s)
associated with a TDS TELECOM Rate Center, CRICKET shall establish either a) a
direct connection to the TDS TELECOM host/end-office serving that Rate Center, or b)
negotiate an alternative interconnection arrangement to address such traffic.
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SECTION VI
INDEPENDENT CONTRACTORS
The Parties to this Agreement are independent contractors. Neither Party is an
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.
SECTION VII
LIABILITY
Neither Party nor any of their affiliates shall be liable for any incidental
consequential or special damages arising from the other Party s use of service provided
under this Agreement. Each Party shall indemnify and defend the other Party against any
claims or actions arising from the indemnifying Party s use of the service provided under
this Agreement, except for damages caused by the sole recklessness of the indemnified
Party.
Neither Party makes any warranties, express or implied, for any hardware
software, goods, or services provided under this Agreement. All warranties, including
those of merchantability and fitness for a particular purpose, are expressly disclaimed and
waived.
In any event, 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 billed to the Party making a claim for the month during which the
claim arose.
SECTION vrn
INDEMNIFICATION
Each Party (the "Indemnifying Party ) shall indemnify and hold harmless the other
Party ("Indemnified Party") from and against any loss, cost, claim, liability, damage
expense (including reasonable attorney s fees) to third parties, relating to or arising out of
the libel, slander, invasion of privacy, misappropriation of a name or likeness, negligence
or willful misconduct by the Indemnifying Party, its employees, agents, or contractors in
the performance of this Agreement or the failure of the Indemnifying Party to perform its
obligations under this Agreement. In the event said loss, cost, claim, liability, damage or
expense to third parties is the result of the fault, in whole or in part, of both Parties to this
Agreement, the Parties shall be entitled to indemnification or contribution to the extent
permitted by applicable state law governing the apportionment, if any, of said loss, cost
claim, liability, damage or expense. In addition, the Indemnifying Party shall, to the
extent of its obligations to indemnify hereunder, defend any action or suit brought by a
third party against the Indemnified Party.
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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 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. 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 but not direct the defense.
The Indemnifying Party shall not be liable under this Section for settlements or
compromises by the Indemnified Party of any claim, demand, or lawsuit unless the
Indemnifying Party has approved the settlement or compromise in advance or unless the
defense of the claim, demand, or lawsuit has been tendered to the Indemnifying Party in
writing and the Indemnifying Party has failed to promptly undertake the defense.
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 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. In the event of any such excused
delay in the performance of a Party's obligation(s) under this Agreement, the due date for
the performance of the original obligation(s) shall be extended by a term equal to the time
lost by reason of the delay. 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.
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SECTION X
NON-DISCLOSURE
The Parties agree that it may be necessary to exchange certain confidential
information during the term of this Agreement including, without limitation, technical
and business plans technical information, proposals, specifications, drawings
procedures, orders for services, usage information in any form, customer account data and
Customer Proprietary Network Information ("CPNI") as that term is defined by the
Communications Act of 1934, as amended, and the rules and regulations of the Federal
Communications Commission and similar information ("Confidential Information
Confidential Information shall include (i) all information delivered in written form and
marked "confidential" or "proprietary" or bearing mark of similar import; and (ii)
information derived by the Recipient from a Disclosing Party s usage of the Recipient's
network. The Confidential Information is deemed proprietary to the Disclosing Party and
it shall be protected by the Recipient as the Recipient would protect its own proprietary
information. Confidential Information shall not be disclosed or used for any purpose
other than to provide service as specified in this Agreement. For purposes of this Section
the Disclosing Party shall mean the owner of the Confidential Information, and the
Recipient shall mean the Party to whom Confidential Information is disclosed.
Recipient shall have no obligation to safeguard Confidential Information (i) which
was in the Recipient's possession free of restriction prior to its receipt from Disclosing
Party, (ii) after it becomes publicly known or available through no breach of this
Agreement by Recipient, (iii) after it is rightfully acquired by Recipient free of
restrictions on the Disclosing Party, or (iv) after it is independently developed by
personnel of Recipient to whom the Disclosing Party s Confidential information had not
been previously disclosed. Recipient may disclose Confidential Information if required
by law, a court, or governmental agency. Each Party agrees that Disclosing Party would
be irreparably injured by a breach of this Agreement by Recipient or its representatives
and that Disclosing Party shall be entitled to seek equitable relief, including injunctive
relief and specific performance, in the event of any breach of this paragraph. Such
remedies shall not be exclusive, but shall be in addition to all other remedies available at
law or in equity.
SECTION
TERM OF AGREEMENT
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 sixty (60) days notice. This
Agreement shall renew automatically for successive one (1) year periods, unless
terminated as provided above.
Notwithstanding the foregoing, either Party may terminate this Agreement, in
whole or in part, in the event of a default by the other Party, provided that the non-
defaulting Party notifies the defaulting Party in writing of the alleged default and the
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defaulting Party does not cure the alleged default within thirty (30) calendar days of
receipt of the written notice thereof.
SECTION Xli
DISPUTE RESOLUTION
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 be
addressed by good faith negotiation between the Parties. To 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. Upon agreement, the Parties' representatives may utilize
other alternative dispute resolution procedures such as private mediation to assist in the
negotiations.
If the Parties have been unable to resolve the dispute within sixty (60) days of the
date of the initiating Party s written notice, either Party may pursue any remedies
available to it under this Agreement, at law, in equity, or otherwise, including but not
limited to, instituting an appropriate proceeding before the Commission.
SECTION XllI
THIRD P ARTY B ENEFI CIARIES
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
GOVERNING LAW, FORUM, AND VENUE
To the extent not governed by the laws and regulations of the United States, this
Agreement shall be governed by the laws and regulations of the State of Idaho. In the
event of a change in applicable law (including, without limitation, any legislative
regulatory, judicial or other legal action) that materially affects any material term of this
Agreement, the rights or obligations of either Party hereunder, or the ability of either Party
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 XV
ENTIRE AGREEMENT
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This Agreement incorporates all terms of the agreement between the Parties, and
supersedes all prior oral or written agreements, representations, statements, negotiations
understandings, proposals, and undertakings with respect to the subject matter thereof.
This Agreement may not be modified except in writing signed by both Parties. This
Agreement is a result of a negotiation between the Parties, and it was jointly drafted by
both Parties.
SECTION XVI
NOTICE
Notices shall be effective when received or within three (3) business days of being
sent via first class mail, whichever is sooner, in the case of CRICKET to:
Business Name:
Mailing Address:
City/State/Zip Code:
Phone:
Attention:
With a copy to:
Business Name:
Mailing Address:
City/State/Zip Code:
Phone:
Attention:
Cricket Communications, Inc.
10307 Pacific Center Court
San Diego, CA 92121
[phone]
President
Cricket Communications, Inc.
10307 Pacific Center Court
San Diego, CA 92121
[phone]
Vice President, Legal
Bills and payments shall be effective when received or within three (3) business
days of being sent via first class mail, whichever is sooner, in the case of CRICKET to:
Business Name:
Mailing Address:
City/State/Zip Code:
Phone:
Attention:
Cricket Communications, Inc.
10307 Pacific Center Court
San Diego, CA 92121
[phone]
Dan Graf, Wholesale Billing
or to such other location as CRICKET may direct in writing.
Notices shall be effective when received or within three (3) business days of being
sent via first class mail, whichever is sooner, in the case ofTDS TELECOM to:
Business Name:
Mailing Address:
Shipping Address:
TDS-Cricket Indirect-Direct WIN Idahoodoc
TDS Telecommunications Corporation
PO Box 5158
525 Junction Road
Page 11 May, 2007
City/State/Zip Code:
Attention:
Phone:
With a copy to:
Business Name:
Mailing Address:
City/State/Zip Code:
Attention:
LEA-32088
Madison, WI 53705 (53717 for Shipping)
Carrier Relations
[phone]
TDS Telecommunications Corporation
P. O. Box 5366
Madison, WI 53705-0366
Regulatory & Corporate Counsel
Bills shall be effective when received or within three (3) business days of being
sent via first class mail, whichever is sooner, in the case ofTDS TELECOM to:
Business Name:
Mailing Address:
City/State/Zip Code:
Attention:
Phone:
TDS Telecommunications Corp (Company Name/OCN)
O. Box 620988
Middleton, WI 53562-0988
Recip Comp Verification
608-664-8159
or to such other location as the receiving Party may direct in writing. Payments are to be
sent to the address on the invoice.
CRICKET shall ensure bills and payments reference the specific TDS TELECOM
company name( s) for which traffic is being billed or paid.
SECTION xvn
ASSIGNMENT
Either Party may assign this Agreement upon the 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 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.
SECTION XVIII
BUSINESS RECORDS
Each Party is responsible for the accuracy of its data as submitted to the other
Party. Upon reasonable written notice, each Party or its authorized representative shall
have the right to conduct a review of the relevant data possessed by the other Party to
assure compliance with the provisions of this Agreement. The review will consist of any
examination and verification of data involving records, systems, procedures and other
information related to the services performed by either Party as it relates to charges or
payments made in connection with this Agreement. Each Party s right to access
information for a verification review purposes is limited to data not in excess of twenty-
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LEA-32088
four (24) months old. The Party requesting a verification review shall fully bear its own
costs associated with conducting a review. The Party being reviewed will provide
reasonable access to necessary and applicable information during normal business hours
at no charge to the reviewing Party.
SECTION XIX
MISCELLANEOUS
This Agreement has been reached pursuant to 47 USC 251(a) and 251(b)5. This
Agreement is not an interconnection agreement under 47 USC 251(c). The Parties
acknowledge that TDS TELECOM may be entitled to a rural exemption as provided by
47 USC 251(f) and TDS TELECOM does not waive such exemption.
TDS Telecommunications Corporation (not individually but as agent for the TDS
TELECOM affiliates identified on Appendix A)
Printed name and title:
Louis D. Reilly, III
Director - Carrier Relations
Cricket Communications, Inc.
1::
Printed name and title:
8Lt::NN tAMerS
GTe) EVP f3./G ".OJE;/-I oPS
Signature Page to Wireless IntercOIll1ection Agreement between TDS Telecommunications Corp.
(Appendix A Companies) and Cricket Communications, Inc., dated the 1st day of August, 2007 relating to
the exchange of Local Traffic.
TDS-Cricket Indirect-Direct WIN Idaho.doc Page 13 May, 2007
Appendix A
TDS Communications Corp. Subsidiaries and Affiliates
TDS Telecom Company Name
Potlatch Telephone Company, Inc. d/b/a TDS Telecom
TDS-Cricket Indirect-Direct WIN Idahoodoc Appendix A
Company OCN
2230
LEA-32088
May, 2007
LEA-32088
Appendix B
Reciprocal Compensation Rates and BiIlin2; Procedures
The Parties shall reciprocally and symmetrically compensate one another for the transport
and termination of Local Traffic terminated to their respective customers at the rates set
forth below:
Reciprocal Compensation Rates $/MOU
Transport and Termination:
Potlatch Telephone Company, Inc.$0.01595
InterMTA Percenta!!e
Direct Interconnection:
The Parties shall reciprocally and symmetrically compensate one another for the transport
and termination of Local Traffic based on actual recorded usage terminated to their
respective customers at the rates set forth above.
Indirect Interconnection:
TDS TELECOM shall obtain a monthly traffic distribution report or records from the
tandem operator summarizing traffic originated by CRICKET and terminating to TDS
TELECOM. This information shall be used by TDS TELECOM for billing CRICKET
for traffic terminating to TDS TELECOM. CRICKET may obtain a monthly traffic
distribution report or records from the tandem operator summarizing traffic originated by
TDS TELECOM and terminated to CRICKET. This information may be used by
CRICKET for invoicing TDS TELECOM for terminating traffic to CRICKET. The
Parties agree to accept the monthly traffic information provided by the tandem operator as
representative of the traffic exchanged between the Parties.
Either Party may elect to measure actual terminating Local Traffic through its own
recording equipment and utilize these measurements in place of the traffic information
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) months' bills where actual billing data was available.
TDS-Cricket Indirect-Direct WIN Idahoodoc Appendix B May, 2007
LEA-32088
Appendix C
Point(s) of Connection
No direct interconnection at this time.
TDS-Cricket Indirect-Direct WIN Idaho.doc Appendix C May, 2007