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HomeMy WebLinkAbout20041119Amendment.pdf(" r: ! \t r: t.l ,,- t :: L"-'r~lL~J Mary S. Hobson (ISB# 2142) Stoel Rives LLP 101 South Capitol Boulevard - Suite 1900 Boise, ID 83702 Telephone: (208) 389-9000 Facsimile: (208) 389-9040 msho bson~stoel. COIn H C!l C~J I ' ""- I (') s t. / tHJij ;, ; ',; i 0 ; r'4' " iJ ;, ,,\" " JT!L!TIES CO !SSI0N Karl Searle Project Mutual Telephone Cooperative Association 507 G Street Rupert, ID 83350 Telephone: (208) 434-7139 ksear I e~qw est. com BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION JOINT APPLICATION OF QWEST CORPORA TION AND PROJECT MUTUAL TELEPHONE COOPERATIVE ASSOCIA TION FOR APPROVAL OF A WIRELINE INTERCONNECTION AGREEMENT PURSUANT TO 47 U. 252(E) CASE NO.QWE- T -03- APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT Qwest Corporation ("Qwest") and Project Mutual Telephone Cooperative Association Project Mutual") hereby jointly file this Application for Approval of Amendment to the Interconnection Agreement ("Amendment"), which was approved by the Idaho Public Utilities Commission on January 15, 1999 (the "Agreement"). A copy of the Amendment is submitted herewith. This Amendment was reached through voluntary negotiations without resort to mediation or arbitration and is submitted for approval pursuant to Section 252( e) of the Communications Act of 1934, as amended by the Telecommunications Act of 1996 (the "Act" Section 252(e)(2) of the Act directs that a state Commission may reject an amendment reached through voluntary negotiations only if the Commission finds that: the amendment (or portiones) thereof) discriminates against a telecommunications carrier not a party to this agreement; or the implementation of such an amendment (or portion) is not consistent with the public interest, convenience and necessity. APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT Page 1 Boise-178425.1 0029164-00016 Project Mutual and Qwest respectfully submit this Amendment provides no basis for either of these findings, and, therefore jointly request that the Commission approve this Amendment expeditiously. This Amendment is consistent with the public interest as identified in the pro-competitive policies of the State of Idaho, the Commission, the United States Congress, and the Federal Communications Commission. Expeditious approval of this Amendment will enable Project Mutual to interconnect with Qwest facilities and to provide customers with increased choices among local telecommunications services. Project Mutual and Qwest further request that the Commission approve this Amendment without a hearing. Because this Amendment was reached through voluntary negotiations, it does not raise issues requiring a hearing and does not concern other parties not a party to the negotiations. Expeditious approval would further the public interest. Respectfully submitted this 18th day of November, 2004. Qwest Corporation and Karl Searle Project Mutual Telephone Cooperative Association APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT - Page 2 Boise-178425,10029164-00016 CERTIFICATE OF SERVICE I hereby certify that on this 18th day of November, 2004, I served the foregoing APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT upon all parties of record in this matter as follows: Jean Jewell, Secretary Idaho Public Utilities Commission 472 West Washington Street O. Box 83720 Boise, Idaho 83720-0074 i 1 ewell~puc.state.id. us Hand Delivery U. S. Mail Overnight Delivery Facsimile Email Karl Searle Project Mutual Telephone Cooperative Association 507 G Street Rupert, ID 83350 Telephone: (208) 434-7139 ksearle~qwest.com Hand Delivery U. S. Mail Overnight Delivery Facsimile Email Brandi L. Gearhart, PLS Legal Secretary to Mary S. Hobson Stoel Rives LLP APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT Page 3 Boise-178425.10029164-00016 Local Number Portability (LNP) Amendment to the Interconnection Agreement between Qwest Corporation and Project Mutual Telephone Cooperative Association for the State of Idaho This is an Amendment ("Amendment") to the Interconnection Agreement between Qwest Corporation ("Qwest"), a Colorado corporation, and Project Mutual Telephone Cooperative Association ("Projecf'), an Idaho corporation. RECITALS WHEREAS, the Parties entered into an Interconnection Agreement ("Agreement") for service in the State of Idaho, that was approved by the Idaho Public Utilities Commission ("Commission on January 19, 1999; and WHEREAS, the Parties wish to amend the Agreement further under the terms and conditions contained herein. AGREEMENT NOW THEREFORE, in consideration of the mutual terms, covenants and conditions contained in this Amendment and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged , the Parties agree as follows: Amendment Terms The Agreement is hereby amended by adding terms, conditions and rates for Local Number Portability (LNP) as set forth in Attachment 1 and Exhibit A, to this Amendment, attached hereto and incorporated herein by this reference. Rates in Exhibit A that are "Under Development" shall be updated upon establishment of a rate. Rates in Exhibit A shall otherwise be updated to reflect legally binding decisions of the Commission and shall be applied on a prospective basis from the effective date of the legally binding Commission decision , unless otherwise ordered by the Commission. Effective Date This Amendment shall be deemed effective upon approval by the Commission; however, the Parties may agree to implement the provisions of this Amendment upon execution. To accommodate this need, Project must generate if necessary, an updated Customer Questionnaire. In addition to the Questionnaire, all system updates will need to be completed by Qwest. Project will be notified when all system changes have been made. Actual order processing may begin once these requirements have been met. Additionally, Qwest shall implement any necessary billing changes within two (2) billing cycles after the latest execution date of this Amendment, with a true-up back to the latest execution date of this Amendment by the end of the second billing cycle. The Parties agree that so long as Qwest implements the billing changes and the true-up as set forth above, Projecfs bills shall be deemed accurate and adjusted without error with respect to the Performance Assurance Plan (PAP). November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 Further Amendments Except as modified herein, the provisions of the Agreement shall remain in full force and effect. The provisions of this Amendment, including the provisions of this sentence, may not be amended, modified or supplemented, and waivers or consents to departures from the provisions of this Amendment may not be given without the written consent thereto by both Parties authorized representative. No waiver by any Party of any default, misrepresentation , or breach of warranty or covenant hereunder, whether intentional or not, will be deemed to extend to any prior or subsequent default, misrepresentation, or breach of warranty or covenant hereunder or affect in any way any rights arising by virtue of any prior or subsequent such occurrence. Entire AQreement The Agreement as amended (including the documents referred to herein) constitutes the full and entire understanding and agreement between the Parties with regard to the subjects of the Agreement as amended and supersedes any prior understandings, agreements, representations by or between the Parties, written or oral, to the extent they relate in any way to the subjects of the Agreement as amended. The Parties intending to be legally bound have executed this Amendment as of the dates set forth below, in multiple counterparts, each of which is deemed an original , but all of which shall constitute one and the same instrument. Project Mutual Telephone Cooperative Association )( (/0 ~Jc Qwest Corporation ---h. 'rC& SignatureSignature f(t(v( S'fliv Name Printedffyped ~..... V,t.,f (1-(' ifrt Title L. T. Christensen Name Printedffyped Director - Interconnection Aqreements Title Date Date If~f/ O-() 'I November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 ATTACHMENT ATTACHMENT 10.Local Number Portability (LNP) 10.1 Description 10.Local Number Portability (LNP) is defined by the FCC as the ability of users of Telecommunications Services to retain , at the same location existing telecommunications numbers without impairment of quality, reliability, or convenience when switching from one Telecommunications Carrier to another. 10.Qwest uses the Location Routing Number (LRN) architecture. Under the LRN architecture, each Switch is assigned a unique ten-digit LRN , the first six digits of which identify the location of that Switch. The LRN technology is triggering and addressing method which allows the re-homing of individual telephone numbers to other Switches and ensures the proper routing of calls to ported telephone numbers through the use of a database and the signaling network. The LRN solution interrupts call processing through the use of an Advanced Intelligent Network (AIN) trigger, commonly referred to as the LRN trigger. During this interruption , a query is launched to the LNP database in the signaling network and the call is re-addressed using the LRN information for the ported telephone number. The LRN will route the call to the proper Switch destination. The actual routing of the call with either the dialed number, for calls to non-ported numbers, or the LRN , for calls to ported numbers, observes the rules, protocols and requirements of the existing Public Office Dialing Plan (PODP). 10.2 Terms and Conditions 10.Qwest will provide Local Number Portability (LNP), also known as long-term number portability, in a non-discriminatory manner in compliance with the FCC's rules and regulations and the guidelines of the FCC's North American Numbering Council's (NANC) Local Number Portability Administration (LNPA) Working Group and the Industry Numbering Committee (INC) of the Alliance for Telecommunications Industry Solutions (ATIS). Unless specifically excluded in Section 10., all telephone numbers assigned to an End User Customer are available to be ported through LNP. Mass calling events shall be handled in accordance with the industry s non-LRN recommendation (NANC's High Volume Call-In Networks dated February 18, 1998. 10.Each Party shall use reasonable efforts to facilitate the expeditious deployment of LNP. The Parties shall comply with the processes and implementation schedules for LNP deployment prescribed by the FCC. accordance with industry guidelines, the publications of LNP capable Switches and the schedule and status for future deployment will be identified in the Local Exchange Routing Guide (LERG). November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 ATTACHMENT 10.In connection with the provision of LNP, the Parties agree to support and comply with all relevant requirements or guidelines that are adopted by the FCC, or that are agreed to by the telecommunications industry as a national industry standard. 10.2.4 Qwest will coordinate LNP with Unbundled Loop cutovers in a reasonable amount of time and with minimum service disruption, pursuant to Unbundled Loop provisions identified in the Agreement. Project will coordinate with Qwest for the return of the Qwest Unbundled Loop coincident with the transfer of the Customer s service to Qwest in a reasonable amount of time and with minimum service disruption. For coordination with Loops not associated with Qwest's Unbundled Loop offering, Project may order the LNP Managed Cut, as described in Section 10. 10.2.4.Parties understand that LNP order activity must be coordinated with facilities cutovers in order to ensure that the End User is provided with uninterrupted service. If the Party porting the telephone number experiences problems with its port or provision of its Loop, and needs to delay or cancel the port and any Loop disconnection , that Party shall notify the other Party immediately. Parties will work cooperatively and take prompt action to delay or cancel the port and any Loop disconnection in accordance with industry (LNPA's National Number Porting Operations Team), accepted procedures to minimize End User Customer service disruptions. 10.2.4.Parties shall transmit a port create subscription or port concurrence message to the NPAC, in accordance with the FCC' LNPA Working Group guidelines. Qwest will routinely send concurrence message within the time frames established by the industry . 10.The Parties agree to implement LNP within the guidelines set forth by the generic technical requirements for LNP as specified in the Agreement. 10.Neither Party shall be required to provide number portability for numbers that are excluded by FCC rulings (e.g. 500 and 900 NPAs, 950 and 976 NXX number services). 10.After an end-office becomes equipped with LNP all NXXs assigned to that end office will be defined as portable, to the extent Technically Feasible, and translations will be changed in each Party s Switches so that the portable NXXs are available for LNP database queries. When an NXX is defined as portable, it will also be defined as portable in all LNP-capable Switches that have direct trunks to the end office associated with the portable NXX. 10.Each Party shall offer number portability to customers for any portion of an existing DID block without being required to port the entire block of DID numbers. Each Party shall permit customers who port a portion of DID numbers to retain DID service on the remaining portion of the DID numbers. November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 ATTACHMENT 10.At the time of porting a number via LNP from Qwest, Qwest shall ensure that the LlDB entry for that number is de-provisioned if the Qwest LlDB is not being used by Project. 10.10 Both Parties agree to follow the LNP Switch request process established by the Parties and in compliance with industry guidelines. 10.11 NXX Migration, or Local Exchange Routing Guide Reassignment reassigns the entire Central Office Code (NXX) to Project's Switch if the code is used solely for one End User. Where one Party has activated an entire NXX for a single End User, or activated a substantial portion of an NXX for a single End User with the remaining numbers in the NXX either reserved for future use or otherwise unused, if such End User chooses to receive service from the other Party, the first Party shall cooperate with the second Party to have the entire NXX reassigned to an End Office operated by the second Party through the NANP administrator. In addition, both Parties agree to cooperate in arranging necessary updates and industry notification in the LERG (and associated industry databases, routing tables, etc. ). Such transfer will be accomplished with appropriate coordination between the Parties and subject to appropriate industry lead-times (as identified in the LERG and the Central Office Code Administration guidelines) for movement of NXXs from one Switch to another. Other applications of NXX migration will be discussed by the Parties as circumstances arise. 10.12 In connection with all LNP requests, the Parties agree to complywith the National Emergency Number Association (NENA) recommended standards for service provider Local Number Portability (NENA-02-011), as may be updated from time to time , regarding unlocking and updating End Users telephone number records in the 911/Automatic Location Information (All) database. The current provider shall send the 911 unlock record on the completion date of the order to the 911 database administrator. 10.13 Porting of Reserved Numbers. The customers of each Party may port reserved numbers from one Party to the other Party via LNP. Qwest will port numbers previously reserved by the Customer via the appropriate retail tariffs until these reservations expire. Qwest will no longer reserve numbers for End User customers. 10.14 Limits on Subscriber Relocation. Qwest and Project agree that a Customer may geographically relocate at the same time as it ports its telephone number, using LNP, to the new service provider; provided, however, that the current service provider may require that the Customer s relocation at the time ofthe port to the new service provider be limited to the geographic area represented by the NXX of the ported telephone number. The current service provider may not impose a relocation limitation on the new service provider or the new service provider s subscribers that is more restrictive than that which the current service provider would impose upon its own subscribers with telephone numbers having the same NXX as the telephone number(s) being ported. addition , the current service provider may not impose any restrictions on November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 ATTACHMENT relocation within the same Rate Center by a ported End User while that End User is served by the new service provider. 10.3 Service Management System 10.Each Party shall sign the appropriate NPAC user agreement(s) and obtain certification from the appropriate NPAC administrator(s) that the Partyor the Party Service Order Administration (SOA) and Local Service Management System (LSMS) vendor(s) has systems and equipment that are compatible with the NPAC's established protocols and that the application of such systems and equipment is compatible with the NPAC. 10.Each Party shall cooperate to facilitate the administration of the SMS through the process prescribed in the documents referenced in Section 21. 10.4 Database and Query Services 10.Qwest shall perform default LNP queries where Project is unable to perform its own query. Project shall perform default LNP queries where Qwest is unable to perform its own query. Qwest query services and charges are defined in FCC Tariff #1 , including End Office and Tandem Default Query Charges which are contained in Tariff Section 13 (Miscellaneous Service) and Database Query Charges which are contained in Tariff Section 20 (CCSAC Service Applications). Project query services and charges are available upon request. 10.2.4.For local calls to a NXX in which at least one number has been ported via LNP at the request of Project, the Party that owns the originating Switch shall query an LNP database as soon as the call reaches the first LNP capable Switch in the call path. The Party that owns the originating Switch shall query on a local call to a NXX in which at least one number has been ported via LNP prior to any attempts to route the call to any other Switch. Prior to the first number in a NXX being ported via LNP at the request of Project, Qwest may query all calls directed to the NXX, subject to the billing provisions as discussed in Section 10.1 and provided that Qwest queries shall not adversely affect the quality of service to Project's customers or End Users as compared to the service Qwest provides its own customers and End Users. 10.A Party shall be charged for a LNP query by the other Party only if the Party to be charged is the N-1 carrier and it was obligated to perform the LNP query but failed to do so. Parties are not obligated to perform the LNP query prior to the first port requested in a NXX. 10.2.4.4 On calls originating from a Party s network, the Party will populate if Technically Feasible, the Jurisdiction Information Parameter (JIP) with the first six digits of the originating LRN in the SS7 Initial Address Message. 10.2.4.Each Party shall cooperate in the process of porting numbers from one carrier to another so as to limit service outage for the ported subscriber. November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 ATTACHMENT Qwest shall update its LNP database from the NPAC SMS data within fifteen (15) minutes of receipt of a download from the NPAC SMS. 10.5 Ordering 10.Both Parties shall comply with ordering standards as developed by the industry and as described in the Agreement. LNP service is ordered via a Local Service Request and associated Number Portability forms. Project may order long term number portability either manually or through an electronic interface. The electronic gateway solution for ordering service is described in the Agreement. 10.Standard Due Date Intervals. Service intervals for LNP are described below. These intervals include the time for Firm Order Confirmation (FOC). Orders received after 7:00 p.m. (mountain time) are considered the next business day. The following service intervals have been established for local number portability: Telephone Numbers To Port nterval* Simple (1 FR/1 FB)3 business days (includes FOC 24 hr interval) 4 business days (includes FOC 24 hr interval) 51 or more Project Basis Complex (PBX Trunks , ISDN (includes FOC Centrex) 5 business days 24 hr interval) 26 or more Project Basis Intervals for LNP with Unbundled Loops shall be governed by the Agreement. 10.Most LNP order activity is flow-through , meaning that the ten (10) digit unconditional trigger, or line side attribute (LSA) trigger, can be set automatically. Project may request any Due Date/Frame Due Time (DD/FDT) where the trigger can be set automatically, although there may be some instances when Qwest or the Number Portability Administration Center/Service Management System (NPAC/SMS) will provide prior electronic notice of specific blocks of time which cannot be used as a DD/FDT due to scheduled maintenance or other circumstances. If the DD/FDT on a flow-though cut is outside Qwest's normal business hours for LNP Qwest will have personnel available in the Repair Center to assist in the event that Project experiences problems during the cut. In addition , Qwest allows Project to request a Managed November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 ATTACHMENT Cut on a 24 X 7 basis in those situations where a cut would otherwise have been flow-through, but where Project has a business need to have Qwest personnel dedicated to the cut. The terms and conditions for Managed Cuts are described in 10.5.4. 10.Qwest will set the ten (10) digit unconditional trigger for numbers to be ported, unless technically infeasible, by 11 :59 p.m. (local time) on the business day preceding the scheduled port date. (A 10- digit unconditional trigger cannot be set for DI D services in 1 AESS AXE10, and DMS10 Switches thus managed cuts are required, at no charge.) The ten (10) digit unconditional trigger and Switch translations associated with the End User Customer s telephone number will not be removed, nor will Qwest disconnect the Customer s billing and account information, until 11 :59 p.m. (local time) of the next business day after the Due Date. Project is required to make timely notifications of Due Date changes or cancellations by 8:00 p.m. mountain time on the Due Date through a supplemental LSR order. In the event Project does not make a timely notification , Project may submit a late notification to Qwest as soon as possible but in no event later than 12:00 p. mountain time the next business day after the Due Date to Qwest' Interconnect Service Center in the manner set forth below. For a late notification properly submitted, Qwest agrees to use its best efforts to ensure that the End User s service is not disconnected prior to 11 :59 m. of the next business day following the new Due Date or, in the case of a cancellation , no disruption of the End User s existing service. Late notifications must be made by calling Qwest's Interconnect Service Center followed by Project submitting a confirming supplemental LSR order. 10.5.4 LNP Managed Cut with Project-provided Loop: A Managed Cut permits Project to select a project managed cut for LNP. Managed Cuts are offered on a 24 X 7 basis. 10.5.4.The date and time for the managed cut requires up-front planning and may need to be coordinated between Qwest and Project. All requests will be processed on a first come , first served basis and are subject to Qwest'ability to meet a reasonable demand. Considerations such as system downtime , Switch upgrades, Switch maintenance, and the possibility of other CLECs requesting the same FDT in the same Switch (Switch contention) must be reviewed. In the event that any of these situations would occur, Qwest will coordinate with Project for an agreed upon FDT, prior to issuing the Firm Order Confirmation (FOC). In special cases where a FDT must be agreed upon, the interval to reach agreement will not exceed two (2) days. addition, standard intervals will apply. 10.Project shall request a Managed Cut by submitting a Local Service Request (LSR) and designating this order as a Managed Cut in the remarks section of the LSR form. November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 ATTACHMENT 10.Project will incur additional charges for the Managed Cut dependent upon the FDT. The rates are based upon whether the request is within Qwest's normal business hours or out of hours. Qwest's normal business hours are 7:00 a.m. to 7:00 p., End User local time, Monday through Friday. The rate for Managed Cuts during normal business hours is the standard rate. The rate for Managed Cuts out of hours, except for Sundays and Holidays , is the overtime rate. Sundays and Holidays are at premium rate. 10.4.4 Charges for Managed Cuts shall be based upon actual hours worked in one half (Y2) hour increments. Exhibit A of this Amendment contains the rates for Managed Cuts. Project understands and agrees that in the event Project does not make payment for Managed Cuts, unless disputed as permitted under the Agreement, Qwest shall not accept any new LSR requests for Managed Cuts. 10.5.4.Qwest will schedule the appropriate number of employees prior to the cut, normally not to exceed three (3) employees, based upon information provided by Project. Project will also have appropriate personnel scheduled for the negotiated FDT. If Project's information is modified during the cut, and, as a result, non-scheduled employees are required, Project shall be charged a three (3) hour minimum callout charge per each additional non-scheduled employee. If the cut is either cancelled, or supplemented (supp) to change the due date, within twenty four (24) hours of the negotiated FDT, Project will be charged a one person three (3) hour minimum charge. If the cut is cancelled due to a Qwest error or a new due date is requested by Qwest , within twenty-four (24) hours of the negotiated FDT, Qwest may be charged by Project one person three (3) hour minimum charge as set forth in Appendix A. 10.In the event that the LNP Managed Cut LNP conversion is not successful, Project and Qwest agree to isolate and fix the problem in a timeframe acceptable to Project or the Customer. If the problem cannot be corrected within an acceptable timeframe to Project or the Customer, Project may request the restoral of Qwest service for the ported Customer. Such restoration shall begin immediately uponrequest. If Project is in error then a supplemental order shall be provided to Qwest. If Qwest is in error, no supplemental order or additional order will be required of Project. 10.5.4.Qwest shall ensure that any LNP order activity requested in conjunction with a Managed Cut shall be implemented in a manner that avoids interrupting service to the End User, including, without limitation, ensuring that the End User s Qwest Loop will not be disconnected prior to confirmation that Project'Loop has been successfully installed. November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 ATTACHMENT 10.6 Maintenance and Repair 10.Each Party is responsible for its own End Users and will have the responsibility for resolution of any service trouble report(s) from its End Users. End user customers will be instructed to report all cases of trouble to their Service Provider. 10.Each Party will provide their respective End User customers the correct telephone numbers to call for access to their respective repair bureaus. Each Party will provide their repair contact numbers to one another on a reciprocal basis. 10.Owest will work cooperatively with Project to isolate and resolve trouble reports. When the trouble condition has been isolated and found to be within a portion of the Owest network, Owest will perform standard tests and isolate and repair the trouble within twenty-four (24) hours of receipt of the report. 10.Owest will proactively test new Switch features and service offerings to ensure there are no problems with either the porting of numbers or calls from Owest customers to Project customers with ported numbers or vice versa. 10.7 Rate Elements 10.Owest will comply with FCC and Commission rules on cost recovery for long term number portability. November 9, 2004/lhd/Project Mutual/LNP/ID Amendment to DEN-980603-4401 Exhibit A Idaho 10.0 Ancina Services 10.Local Number Portabili 10.LNP Queries 10. See FCC Tariff #1 Section 13 & er Half Hour er Half Hour er Half Hour $26. $34. $42. NOTES: Unless otherwise indicated, all rates are pursuant to Idaho Public Utilities Commission Dockets: B Cost Docket QWE-01-, Order No. 29408 (January 5,2004) rates effective January 5, 2004. May 25, 2004/pddlProject Mutual/LNP/ID Amendment to DEN-980603-4401 5th Amended April 26, 2004 Page 1 of 1