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Home My WebLink About20050803Application.pdftr- ': . '. .. .. J_- f;1 "-.--..,; Mary S. Hobson (ISB# 2142) Stoel Rives LLP 101 South Capitol Boulevard - Suite 1900 Boise, ill 83702 Telephone: (208) 389-9000 Facsimile: (208) 389-9040 msho bsonCfYstoel. com iLE:D luHS AUG -3 Pi, 3:55 !Dt\HO PUBLIC . '-!' " ' ISSfOLJtIL.S .Mil . APPLICATION OF QWEST CORPORATION FOR APPROVAL OF THE P A G IN G TYPE I AND TYPE II AGREEMENT FOR THE STATE OF IDAHO PURSUANT TO 47 U.C. ~252(i) BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION CASE NO.: (32v.YE -l- 05 - APPLICATION FOR APPROVAL OF PAGING TYPE I AND TYPE II AGREEMENT Qwest Corporation ("Qwest") hereby files this Application for Approval of a Paging Type I and Type II Agreement ("Agreement"). The Agreement with Teton Communications Teton ) is submitted herewith. This Agreement was reached through voluntary negotiations without resort to mediation or arbitration and is submitted for approval pursuant to Section 252(i) of the Communications Act of 1934, as amended by the Telecommunications Act of 1996 (the "Act" Section 252(i) of the Act directs that a state Commission may reject an agreement reached through voluntary negotiations only if the Commission finds that: the agreement (or portiones) thereof) discriminates against a telecommunications carrier not a party to this agreement; or the implementation of such an agreement (or portion) is not consistent with the public interest, convenience and necessity. Qwest respectfully submits that this Agreement provides no basis for either of these findings, and, therefore requests that the Commission approve this Agreement expeditiously. This Agreement 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 Agreement will enable Teton to APPLICATION FOR APPROVAL OF A PAGING CONNECTION AGREEMENT Teton Communications Boise-186141.l 0029164-00016 Page 1 interconnect with Qwest facilities and to provide customers with increased choices among local telecommunications services. Qwest further requests that the Commission approve this Agreement without a hearing. Because this Agreement 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 3rd day of August, 2005. Qwest Corporation ~!Io~Mary obson Stoel Rives LLP Attorneys for Qwest APPLICATION FOR APPROVAL OF A PAGING CONNECTION AGREEMENT Teton Communications Boise-186141.1 0029164-00016 Page 2 CERTIFICATE OF SERVICE I hereby certify that on this 3rd day of August, 2005, I served the foregoing APPLICATION FOR APPROVAL OF 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 i ewell~puc.state.id. us Hand Delivery U. S. Mail Overnight Delivery Facsimile Email Rick Hafla Teton Communications, Inc. 545 South Utah Circle Idaho Falls, ill 83402 Hand Delivery U. S. Mail Overnight Delivery Facsimile Email Brandi L. Gfarhart, PLS Legal Secretary to Mary S. Hobson Stoel Rives LLP APPLICATION FOR APPROVAL OF A PAGING CONNECTION AGREEMENT Teton Communications Boise-186141.10029164-00016 Page 3 TYPE 1 and TYPE 2 PAGING CONNECTION SERVICE AGREEMENT between Qwest Corporation and Teton Communications , Inc. State of Idaho Agreement Number CDS-O50615-0001 June 2005/PagingT1 &2/Teton/lD/jld CDS-O50615-0001 10. 10. 10. Table of Contents RESERVATION OF RIGHTS; CHANGES IN THE LAW........................................ SCOPE OF AGREEM ENT .................................;............................................. ....... 2 DEFI N ITIONS ......................................................................................................... 6 P AGI NG TRAFFIC................................................................. ...... ........ ............ ..... 11 SCOPE.................. ............................................ .............................. ................. TYPES OF TRAFFIC ............................................................... ............................ 13 BILLING PARAMETERS...................................................................................... 14 MISCELLANEOUS CHARGES................................................................. ............. 15 EQUIPMENT INTERFACE................ ............. ...... ............ ............................ .... ..... 15 COOPERATIVE TESTING............................................................................... ..... 15 NEW OR CHANGES TO PAGING CONNECTION SERVICE; FORECASTING............... 15 MILEAGE MEASUREMENT .... ............ ................ ........ .......... ................ ............... 16 RATE STRUCTURE - TYPE 1 .............................................................................. RATE STRUCTURE - TYPE 2 .............................................................................. INTERCONNECTION FACILITIES .................. ............ ............ ...... ....................... 17 METHODS OF INTERCONNECTION ...... ................ ............ ........ ........ ....................... 17 QUALITY OF INTERCONNECTION ........... ............................ ...... .... ...... ........ ......... 17 TYPE 2 COMPENSATION FOR DELIVERY OF QWEST ORIGINATED TRAFFIC17 RESERVED FOR FUTURE USE .......................................................................... 19 S ERVIC E 1M P AIRM ENT ....................................................................................... 19 COLLOCATION.................................................................................................... 20 ACCESS TO TELEPHONE NUMBERS ............................................................... SECTION 11.0 - ACCESS TO OPERATIONAL SUPPORT SYSTEMS (OSS) ............. NUMBER RESOURCES ARRANGEMENTS. ........................................................... 20 11. 11. 11. 11. 11. 11. 11. 11. 11. 11. 12. 13. DESCRIPTION...... .............................................................. .......................... ..... 21 OSS SUPPORT FOR PRE-ORDERING, ORDERING AND PROVISIONING ................ HOURS OF OPERATION.... ............ ........ ........ ................................. .................... 22 BILLING........................................................................................................... 22 OUTPUTS......................................................................................................... 22 MODIFICATIONS TO OSS INTERFACES ...... .......................... ................ .......... ..... 22 (WSP) RESPONSIBILITIES FOR IMPLEMENTATION OF OSS INTERFACES ............. 23 WHOLESALE SERVICES (WS) SYSTEMS HELP DESK ......................................... 23 INTENTIONALLY LEFT BLANK ....... ...................................... ...... .................... ..... 24 COMPENSA TION/CoST RECOVERY................................................................. 24 TERM OF AGREEM ENT ................................................................................. ..... 24 P A YM ENT ............................................................................................................. 25 June 2005/PagingT1&2/Teton/ID/jld CDS-O50615-0001 14.MISC ELLAN EOUS TERMS.................................................................................. 26 14. 14. 14. 14. 14. 14. 14. 14.9. ASSIGNMENT......................... ........................ ....................................................... 14.10. DEFAULT......................................... ....... ................... .................................... ..... GENERAL PROVISIONS..................................................................................... 26 TAXES.............................................................................................................. 27 FORCE MAJEURE...................... ....................................................................... 27 LIMITATION OF LIABILITY............................................................... ................... 28 INDEMNITY.. .............................................. .......... ......... .................................... 28 INTELLECTUAL PROPERTY................................................................................ 30 WARRANTIES................................................................................................... 31 14.11. DISCLAIMER OF AGENCY....................................... ...................... .... ...... ............. 33 14.12. NONDISCLOSURE............................................................... ................................. 33 14.13. SURVIVAL............................ ............................................................................... 34 14.14. DISPUTE RESOLUTION........................................... ............................................. 35 14.15. CONTROLLING LAW................................................................................ ............ 36 14.16. JOINT WORK PRODUCT ...................................................................................... 14.17. RESPONSIBILITY FOR ENVIRONMENTAL CONTAMINATION ..................................... 36 14.18. NOTICES... ................ ...................... ...................... ........ ..... ................. ......... ...... 36 14.19. RESPONSIBILITY OF EACH PARTY ............ ........................................ ................... 37 14.20. No THIRD PARTY BENEFICIARIES ......... .................. .............................. ............... 37 14.21. REFERENCED DOCUMENTS .......... .......................... ........ ...................... ............... 37 14.22. PUBLICITY..................... ..................................................................................... 38 14.23. AMENDMENT..................... .......................... .................................... ................... 38 14.24. EXECUTED IN COUNTERPARTS .............. ................. .......................... ..... .............. 38 14.25. HEADINGS OF No FORCE OR EFFECT .................................................................. 38 14.26. REGULATORY ApPROVAL .............................................. .... ...... ................ ........... 14.27. COMPLIANCE...................................................................................................... 14.28. COMPLIANCE WITH THE COMMUNICATIONS ASSISTANCE LAW ENFORCEMENT ACT OF 1994 ("CALEA" ) .................... .................. ..... ..................................... ....... ...... 38 COOPERATION................................................................................................. 39 AVAILABILITY OF OTHER AGREEMENTS ......................................................... 39 14.31. ENTIRE AGREEMENT.. ................... ....... ............. .............. ................. ................... 39 14. 14.30. 15.RES ERVED ......................................................... ................................................. 39 16.CONSTRUCTION CHARG ES ....... ...................................... ...................... ........... 39 APPENDIX B - TYPE 2 PAGING CONNECTION SERVICE.......................................... 49 Exhibit A - Rate Sheets June 2005/PagingT1 &2/Teton/lD/jld CDS-O50615-000 1 TYPE 1 and Type 2 PAGING CONNECTION AGREEMENT This Type 1 and Type 2 Paging Connection Service Agreement, is between Teton Communications, Inc., an Idaho corporation "Paging Provider" and Qwest Corporation Owest"), a Colorado corporation. Paging Provider is licensed to provide paging services by the Federal Communications Commission ("FCC" ). Qwest and Paging Provider both are engaged in providing telecommunications and other services and have agreed to connect their facilities for the purpose of delivering land to pager traffic. WHEREAS, Paging Provider is a Commercial Mobile Radio Service provider under the Communications Act of 1934, as amended (the "Act") licensed by the Federal Communications Commission ("FCC" WHEREAS, Owest is an incumbent local exchange carrier ("ILEC" NOW THEREFORE each Party, intending to be legally bound, hereby covenants and agrees as follows: RESERVATION OF RIGHTS; CHANGES IN THE LAW The provisions in this Agreement are intended to be in compliance with and based on the existing state of the law, rules, regulations and interpretations thereof, including but not limited to state rules, regulations, and laws, as of March , 2005 (the Existing Rules). Nothing in this Agreement shall be deemed an admission by Owest or Paging Provider concerning the interpretation or effect of the Existing Rules or an admission by Qwest or Paging Provider that the Existing Rules should not be changed, vacated , dismissed, stayed or modified. Nothing in this Agreement shall preclude or estop Qwest or Paging Provider from taking any position in any forum concerning the proper interpretation or effect of the Existing Rules or concerning whether the Existing Rules should be changed vacated, dismissed, stayed or modified. To the extent that the Existing Rules are vacated, dismissed, stayed or materially changed or modified, then this Agreement shall be amended to reflect such legally binding modification change of the Existing Rules. Where the Parties fail to agree upon such an amendment within sixty (60) Days after notification from a Party seeking amendment due to a modification or change of the Existing Rules or if any time during such sixty (60) Day period the Parties shall have ceased to negotiate such new terms for a continuous period of fifteen (15) Days, it shall be resolved in accordance with the Dispute Resolution provision of this Agreement. It expressly understood that this Agreement will be corrected, or if requested by Paging Provider, amended as set forth in this section , to reflect the outcome of generic proceedings by the Commission for pricing, service standards, or other matters covered by this Agreement. Any amendment shall be deemed effective on the effective date of the legally binding change or modification of the Existing Rules for rates, and to the extent practicable for other terms and conditions unless otherwise ordered. Where a Party provides notice to the other Party within thirty (30) Days of the effective date of an order issuing a legally binding change, any resulting amendment shall be deemed effective on the effective date June 2005/PagingT1&2/Teton/ID/jld CDS-O50615-0001 of the legally binding change or modification of the Existing Rules for rates, and to the extent practicable for other terms and conditions, unless otherwise ordered. In the event neither Party provides notice within (thirty) 30 Days, the effective date of the legally binding change shall be the Effective Date of the amendment unless the Parties agree to a different date. During the pendency of any negotiation for an amendment pursuant to this Section, the Parties shall continue to perform their obligations in accordance with the terms and conditions of this Agreement. For purposes of this section , " legally binding" means that the legal ruling has not been stayed, no request for a stay is pending, and any deadline for requesting a stay designated by statute or regulation , has passed. In addition to, but not in limitation of, Section 1.1. above, nothing in this Agreement shall be deemed an admission by Qwest or Paging Provider concerning the interpretation or effect of the FCC's decision and rules adopted in In the Matter of Review of the Section 251 Unbundling Obligations of Incumbent Local Exchange Carriers; Implementation of the Local Competition Provisions of the Telecommunications Act of 1996; Deployment of Wireline Services Offering Advanced Telecommunications Capability, CC Docket Nos. 01-338, 96-98 and 98-147, nor rules regulations and interpretations thereof, including but not limited to state rules, regulations, and laws as they may be issued or promulgated regarding the same ("Decision(s)" ). Nothing in this Agreement shall preclude or estop Qwest or Paging Provider from taking any position in any forum concerning the proper interpretation or effect of Decisions or concerning whether the Decision should be changed , vacated, dismissed, stayed or modified. SCOPE OF AGREEMENT This Agreement covers Type 1 and Type 2 Paging Connection Service which consists only of those one-way, intra LATA/i ntrastate, land-to-pager trunks which deliver calls from Qwest's End Users to Paging Provider s POCo Upon Commission approval of this Agreement, Qwest shall provide these trunks to itself within the local calling area , without charge to the Paging Provider except as defined in Sections 4.3 and 4.4. These trunks shall receive all incoming paging calls at Qwest's Local Tandem, LATA Tandem, or Wire Center/End Office serving the geographic area in which Paging Provider s pac is located and shall deliver paging traffic to Paging Provider paC(s). This Agreement includes all accompanying appendices and attachments. Facilities for Delivery of Third Party Traffic Qwest will deliver calls it receives for Paging Provider from a third party carrier to Paging Provider s pac over the same facilities and trunks used to deliver Qwest's End User originated paging traffic. Facilities for Delivery of Enhanced Services Traffic This Agreement recognizes the unique status of traffic delivered to enhanced service providers. For purposes of this Agreement June 2005/PagingT1&2/Teton/ID/jld CDS-O50615-0001 2.4 Enhanced Services traffic, such as voice-mail is not Compensable Traffic. Additionally, traffic originated by one Party, and delivered to the other Party, which in turn delivers the traffic toan Internet Service Provider (a) shall be deemed interstate in nature, (b) shall not qualify as Compensable Traffic under this Agreement, and (c) Qwest shall not be obligated to deliver such traffic to Paging Provider under this Agreement. In the performance of their obligations under this Agreement, the Parties shall act in good faith and consistently with the intent of the Act. Where notice, approval or similar action by a Party is permitted or required by any provision of this Agreement, (including, without limit, the obligation of the Parties to further negotiate the resolution of new or open issues under this Agreement) such action shall not be unreasonably delayed , withheld or conditioned. Because Type 1 and Type 2 Paging Connection Service is provided by Qwest to Qwest, all orders for Type 1 and Type 2 Paging Connection Service are placed by Qwest at its sole discretion. Paging Provider is not authorized and shall not attempt to place orders to any telecommunications carrier for or on behalf of Qwest. Paging Provider agrees to pay Qwest for all telecommunications services it orders or requests on its own behalf from Qwest pursuant to applicable federal and state tariffs or separate written agreements. Qwest will not permit its own End Users to use Type 1 Paging Connection Service to deliver traffic to Paging Provider Enhanced Services operations, if any, where such Enhanced Services operations constitute Paging Provider s primary business. Paging Provider shall not assign numbers associated with Type 1 or Type 2 Paging Connection Service to its Enhanced Services operation that constitute a primary business. This Agreement does not cover delivery of traffic from Paging Provider network to Qwest's network. Should Paging Provider desire to deliver traffic to Qwest, the Parties shall negotiate in good faith a separate agreement for two way traffic exchange. However, such an agreement shall not supersede, amend or terminate this Agreement without the Parties' express written instruction. Delivery of Paging Traffic 1. Qwest's Type 1 and Type 2 Paging Connection Service delivers paging traffic to the Paging Provider s POC(s) as identified in Appendix B. 2. Pursuant to joint planning as specified in the Forecasting section of this Agreement, Qwest alone shall determine all aspects and elements of the Type 1 and Type 2 Paging Connection Service facilities that it provides itself, including, but not limited to, design location, quantities distance, etc. Qwest shall base this determination on the minimum requirements specified by the Act June 2005/PagingT1 &2/Teton/lD/jld CDS-O50615-0001 the FCC rules, as well technical and economic efficiency considerations, e., network requirements. awest shall monitor its usage on Type 1 and Type 2 Paging Connection Service and will reconfigure trunk groups as it deems necessary. awest reserves the right to review, revise or modify its Type 1 and Type 2 Paging Connection Service at any time for any lawful business reason. All circuits and equipment provided by awest will always be wholly owned and operated by awest. awest agrees to establish and maintain facilities based on appropriate industry standards. 3. Notwithstanding the other provisions of this Agreement, awest agrees that it will not modify or revise existing facilities used to provide its Paging Connection Service for a period of ninety (90) days from the Effective Date of this Agreement. 6.4. Paging Provider s and awest's equipment and systems will be compatible , and will be consistent with normally accepted industry standards as defined in Telcordia Technical Reference GR-145- CORE entitled "Compatibility Information for Interconnection of a Wireless Services Provider and a Local Exchange Carrier Network" 6.4.1. Paging Provider will provide a voice intercept announcement or distinctive signals to the calling party when a call is directed to a number that is not assigned. 6.4.2. When awest is not able to complete calls because of malfunction , awest will provide proper voice announcement or distinctive signals to the calling party advising that the call cannot be completed. 6.4.3. Paging Provider and awest will provide supervisory tones or voice announcements to the calling party on all calls, consistent with standard industry practices. 6.4.4 Paging Provider shall provide a sufficient quantity of equipment ports to accommodate the number of trunks provided by awest. Type 1 and Type 2 Paging Connection Service shall be provided upon Commission approval of this Agreement. Type 1 Paging Connection Service 1 Subject to Section 2., Paging Provider may designate new or additional POCs anywhere within the LATA. 1 Billing Demarcation Point: The Billing Demarcation Point between awest's and Paging Provider s networks June 2005/PagingT1 &2/Teton/ID/jld CDS-O50615-0001 shall be located within the LATA at either (i) 37. airline miles (60 miles in Washington) from the Qwest Serving Wire Center of the Paging Provider s Point of Connection where the facility is connected when such Serving Wire Center is located within the LATA and more than 37.5 airline miles from the Qwest End Office that houses the DID numbers, or (ii) at the Qwest Serving Wire Center of Paging Provider s Point of Connection when such Serving Wire Center is located within the LATA and less than 37.5 airline miles from the Qwest End Office that houses the DID numbers. Paging Provider is only responsible for recurring charges for Third Party Traffic between the Billing Demarcation Point and Paging Provider s Point of Connection. Such charges will be assessed pursuant to Appendix A, Section I. When the Billing Demarcation Point is established at the 37.5 mile mark as described in 2.1 (i) above, the Paging Provider shall pay only the recurring mileage based rates for the portion of the facility from the Billing Demarcation Point to the Qwest End Office that houses the DID numbers. Paging Provider shall not pay any portion of port charges , or other costs associated with such facilities. Such mileage charges will be assessed pursuant to Appendix A, Section I. If Paging Provider has any full NXX codes deployed using a Type 1 connection Paging Provider will take reasonable steps to convert these to a Type 2 connection within a reasonable period of time after the Approval Date hereof. Paging Provider may utilize DID numbers located in a Qwest Wire Center/End Office within the EAS/Local Calling Area of the Paging Provider s POCo In cases where facilities extend beyond the EAS/Local Calling Area, Paging Provider must pay Qwest for Dedicated Transport pursuant to the applicable Qwest tariff from the Qwest Wire Center/End Office where the DID numbers reside to the Qwest Wire Center/End Office serving the Paging Provider s POCo Such service is not included in the Type Paging Connection Service which Qwest provides itself and is beyond the scope of this Agreement. Type 2 Paging Connection Service Within a LATA, Paging Provider may designate June 2005/PagingT1 &2/Teton/ID/jld CDS-O50615-0001 multiple POCs at which it wishes to receive paging traffic from Qwest. Each such POC shall receive traffic from the Qwest Local Tandem LATA Tandem, or Wire Center/End Offices serving the geographic area in which the POC is located. Type 2 Paging Connection Service shall never extend beyond the boundaries of the geographic area of Qwest's Wire Center/End OfficelTandem serving Paging Provider's POCo Qwest shall not be responsible for providing, maintaining or paying for facilities used to connect Paging Provider POC(s) to Paging Provider's equipment or network. 8. This Agreement is only for the delivery of land-to-pager traffic from Qwest to Paging Provider s POC and is not an undertaking by either Party to provide the services of the other. 9. Any proposed post-installation changes of systems, operations or services which would materially affect the other Party's system, operation or services must be coordinated with the other Party by giving as much advance notice as is reasonable, and in no event in less than ninety (90) days, of the nature of the changes and when they will occur. Non recurring charges incurred due to Paging Provider s relocation or equipment change will be paid in advance by Paging Provider to Qwest.10. If the authorized service areas of Qwest or Paging Provider change, the Parties agree to negotiate any necessary modifications to this Agreement in good faith. DEFINITIONS 1. "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 Courts, FCC' or competent regulatory bodies. 2. "Billing Demarcation Point" ("BOP") shall be the specified point on an interconnection facility where financial responsibility for the facility shifts from one party to this Agreement to the other party to this Agreement as contemplated by Section 2.6.4. There need be no physical demarcation of the Billing Demarcation Poi nt. 3. "Calling Party Number" or "CPN" is a Common Channel Signaling CCS") parameter which refers to the number transmitted through a network identifying the calling party. Reference Telcordia Technical Pub. 77342. 3.4. "Central Office Switch" means switch used to provide telecommunications services, and includes End Office Switches and Tandem Office Switches. 3.4.1. "End Office Switches" which are used to terminate customer station loops for the purpose of interconnecting to each other and to June 2005/PagingT1&2/Teton/ID/jld CDS-O50615-0001 trunks; and 3.4.2. "Tandem Office Switches" are switches that are used to connect and switch trunk circuits between and among other End Office Switches. Access Tandems ("Access Tandems ) exchange access traffic, Toll Tandems ("Toll Tandems ) exchange intraLATA toll traffic and Local Tandems exchange EAS/Local traffic. 5. "Collocation" is an arrangement where space is provided in a Owest Central Office for the placement of (Paging-ProviderJ's transmission equipment to be used for the purpose of Interconnection with Owest Unbundled Network Elements or Local Interconnection Service. Owest offers four Collocation arrangements: Virtual Collocation , Physical Collocation , Cage less Physical Collocation and Interconnection Distribution Frame (ICDF) Collocation. 6. "Commercial Mobile Radio Service " (" GMRS") is a mobile service that is: (a)(1) provided for profit; (2) an interconnected service; and (3) available to the public, or to such classes of eligible users as to be effectively available to a substantial portion of the public; or (b) the functional equivalent of such a mobile service described in (a) above. 7. "Commission" means the state regulatory agency with lawful jurisdiction over telecommunications. 8. "Common Channel Signaling" or "CGS" means a method of digitally transmitting call set-up and network control data over a special signaling network fully separate from the public voice switched network elements that carry the actual call. The CCS protocol used by the Parties shall be Signaling System 7. 9. "Compensable Traffic" means the portion of all traffic delivered by Owest to Paging Provider upon which terminating compensation is to be paid , if any, as set forth in Appendix A. 10. "Dial Tone Office" means the Owest Central Office in which the DID numbers assigned to the Paging Provider are housed, which may be different than the Serving Wire Center. 11. "Digital Signal Level" means one of several transmission rates in the time division traffic aggregation hierarchy. 11.1. "Digital Signal Level 0" or "DSO" is the 64 KBPS worldwide standard speed for digitizing one voice conversation using pulse code modulation. There are 24 DSO channels in a DS1. 11.2. "Digital Signal Level 1" or "DS 1" means the 1.544 MBPS first-level signal in the time-division traffic aggregation hierarchy. In the time- division traffic aggregation hierarchy of the telephone network, DS1 is the initial level of traffic aggregation. 11.3. "Digital Signal Level 3" or "DS3" means the 44.736 MBPS third- level signal in the time-division traffic aggregation hierarchy. In the time- June 2005/PagingT1 &2/Teton/ID/jld CDS-O50615-0001 division traffic aggregation hierarchy of the telephone network, DS3 is defined as the third-level of traffic aggregation. 12. "End User(s)" means a third-party (residence or business) that subscribes to Telecommunications Services provided by either of the Parties. 13. "Enhanced Services" are services offered over common Paging Provider transmission facilities used in communications, which employ computer processing applications that act on the format, content, code, protocol or similar aspects of the subscriber transmitted information; provide the subscriber additional, different or restructured information; or involve subscriber interaction with stored information. Enhanced Services includes , but is not limited to internet traffic and voicemail. 14. "FCC" means the Federal Communications Commission and any successor federal agency that performs the same or substantially the same regulatory functions. 15. "Interexchange Carrier" or "IXC" means a carrier that provides, directly or indirectly, interLATA or intraLATA Telephone Toll Services. 16. "lnterLATA" is telecommunications between a point located in a LATA and a point located outside such LATA. 17. "lntraLA T A" is telecommunications between two points located within a single LATA. 18. "lntraLATA Toll" is defined in accordance with Owest's IntraLATA toll serving areas, as determined by the state Commission. 19. "LATA Tandem" will have the same meaning as "Toll Tandem" in the context of this Agreement. 20. "Local Access and Transport Area (LATA)" means a contiguous geographic area: (a) established before the date of enactment of the Telecommunications Act of 1996 by a Bell operating company such that exchange area includes points within more than one metropolitan statistical area consolidated metropolitan statistical area, or State, except as expressly permitted under the AT&T Consent Decree; or (b) established or modified by a Bell operating company after such date of enactment and approved by the FCC 21. "Local Calling Area" or "LCA" is a geographic area defined either by the MT A or the Owest Extended Area Service (EAS) boundaries. 21.1. "MTA/Local" means the geographic area defined by the MTA within which Paging Provider provides CMRS services. Traffic excluded from MTA/Local includes roaming traffic, as defined in the FCC First Report and Order 96-325 47CFR 51701 (b) (2), and Switched Access traffic. 21.2. "Extended Area Service (EAS)/Local Traffic means the geographic area defined by the EAS boundaries as determined by the June 2005/PagingT1 &2/Teton/ID/jld CDS-O50615-0001 Commission and defined in Qwest's Local and/or General Exchange Service Tariff within which LEC customers may complete a landline call without incurring toll charges. Traffic rated and routed within the same EAS boundary is considered to be EAS/Local for purposes of this Agreement. 22. "Local Tandem" is a Qwest switching system that switches calls to and from end offices within the state Commission defined wireline Local Calling Area for call completion. 23. "MT A" or Major Trading Area" is a geographic area established in Rand McNally s Commercial Atlas and Marketing Guide, as modified and used by the FCC in defining CMRS license boundaries for CMRS providers for purposes of Sections 251 and 252 of the Act. 24 "Miscellaneous Charges" mean charges that Qwest may assess addition to recurring and nonrecurring rates set forth in Exhibit A, for activities Paging Provider requests Qwest to perform activities Paging Provider authorizes, or charges that are a result of Paging Providers actions, such as cancellation charges, expedite charges, and charges for additional labor and maintenance. Miscellaneous Charges are not already included in Qwest' recurring or nonrecurring rates. Miscellaneous Charges are listed the applicable tariff, catalog, or price list. 25. "Network Access Channel" or "NAC" means the dedicated facility between the Paging Provider s P~C and the Qwest Serving Wire Center. Channel is a DSO level connection and Channel Facility is either a DS1 or DS3 level connection. NAC is also commonly referred to as an Entran~e Facility. 26. "Non-Local" is traffic that is interMTA, roaming, and/or Switched Access traffic. For traffic delivered to Paging Provider, Non-Local includes all traffic carried by an IXC, traffic destined for Paging Provider s subscribers that are roaming in a different MTA, and all I nterMTA/1 ntraLATA traffic. 27. "North American Numbering Plan" or "NANP" means the numbering plan used in the United States that also serves Canada , Bermuda , Puerto Rico and certain Caribbean Islands. The NANP format is a 10-digit number that consists of a 3-digit NPA code (commonly referred to as the area code), followed by a 3- digit NXX code and 4-digit line number. 28. "NXX" means the fourth, fifth and sixth digits of a ten-digit telephone number, and designates a Central Office Code 29. "Order" means any order, writ, injunction, decree, stipulation, decision , or award entered or rendered by the Commission or the FCC. 30. "Party" means either Qwest or Paging Provider and "Parties" means Qwest and Paging Provider. 31. "Point of Connection" or "p~c" is the connection point(s) between Paging Provider and Qwest; the technical interface(s), test point(s) and point(s) for June 2005/PagingT1 &2/TetonIlD/jld CDS-O50615-0001 operational division of responsibility. Paging Provider must have at least one physical POC in each LATA, and within Owest serving territory, where Paging Provider provides CMRS service. Additional POC's may be established as described in Section 5 of this Agreement 32. "Rate Center" means the specific geographic point (the "Rating Point")and corresponding geographic area that are associated with one or more particular NPA-NXX codes that have been assigned to a telecommunications carrier. The geographic point is identified by a specific vertical and horizontal (" & H") coordinate that is used, in conjunction with the V & H coordinate of other rate centers, by Owest to calculate distance-sensitive rates for End User traffic. 33. "Serving Wire Center" (SWC) denotes the Owest office from which dial tone for local exchange service will, absent special arrangements, be provided to Owest End Users. 34 "Signaling Transfer Point" or "STP" means a signaling point that performs message routing functions and provides information for the routing of messages between signaling end points. An STP transmits, receives and processes Common Channel Signaling ("CCS") messages. 35. "Switched Access Traffic or InterLATA Toll Traffic" as specifically defined in Owest's state and interstate switched access tariffs, enters the Owest network at the IXC point of presence, and is delivered to the Paging Provider s paging terminal. 36. "Tariff" as used throughout this Agreement refers to Owest interstate tariffs and state tariffs , price lists, price schedules and catalog, as listed on the website http//tariffs.uswestcoml", and service agreements, as further identified in Appendix A. 37. "Telecommunications Services means the offering telecommunications for a fee directly to the public, or to such classes of users as to be effectively available directly to the public, regardless of the facilities used. 38. "Third Party Traffic" means both Transit Traffic and Non-Local Traffic. 39 "Traffic Type" is the characterization of traffic as "local" (local includes EAS), "toll" traffic outside of the incumbent local exchange carrier s Local Calling Area established by the applicable tariffs , or Transit Traffic as defined below. 3.40. "Transit Traffic" is traffic that originates with a telecommunications carrier other than Owest that transits Owest's network and is delivered to the Paging Provider POCo The sending and receiving parties are not End Users of Owest the transiting tandem telecommunications carrier. 3.41. "Trunk Group" is a set of trunks of common routing origin and destination and which serve a like purpose or function. 3.42. "V and H Coordinate" means vertical and horizontal geographical cross points on a map used to determine distance. June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 3.43. "Wire Center" denotes a building, or space within a building, that servesas an aggregation point on a given Paging Provider s network, where transmission facilities are connected or switched. Wire Center can also denote a building where one or more central offices, used for the provision of Basic Exchange Telecommunications Services and access services, are located. A Serving Wire Center typically serves a specific geographic area. 3.44. "Wireless Service Request" or "WSR" means the standard forms and supporting documentation used for requesting Wireless' Services. The WSR will be used to request trunking and facilities between Paging Provider and Owest for Wireless Interconnection Service. 3.45. Terms not otherwise defined here, but defined in the Act or in regulations implementing the Act, shall have the meaning defined there. PAGING TRAFFIC Scope 1. Traffic exchange covered by this Agreement is for one-way paging service only. Other services are covered by separate contract, tariff or price lists. 2. Type 1 Paging Service is a one-way final route trunk group between Owest's Serving Wire Center, or in some circumstances the Dial Tone Office, and Paging Providers' POC(s).1. Owest provides the following: the transmission medium; signaling and supervision. Maintenance and restoral are provided as detailed in the applicable sections of the state tariffs. Restoral is subject to the terms of the Telecommunications Service Priority System (TSP) for National Security and Emergency Preparedness Telecommunication (FCC #1 , Section 10.10). 3. Type 2 Service is a one-way intraLATAlintrastate final route Trunk Group between Owest's Local and LA T AlToll Tandems (Type 2A) and End Office Switches (Type 2B) and a Paging Provider Point of Connection (POC). Each Type 2 Paging Service arrangement requires connection to both the Owest Local and LATAlToll Tandems which serve the Rate Center assigned to the Paging Provider s NNX. Additionally, when traffic volumes to an end office reach 512 centum call seconds (ccs), a Type 2B high use trunk group will be required to that end office. When a Local Tandem is not available to provide Type 2A Local trunks, a Type 2B Full Group connection to each End Office within the EAS/Local Calling Area is required Owest and Paging Provider shall utilize out of band signaling where technically feasible for both Parties. Type 2A and 2B Services are defined in the following paragraphs.1. Type 2A Paging Service is a one-way intraLA T A final route trunk group between Owest's Local and LATAlToll June 2005/PagingT1&2/Teton/lD/jld CDS-050615-000 1 Tandem switches and Paging Providers' POC(s). 1. The Type 2A Local Service connects a Qwest Local Tandem to a Paging Provider s P~C and delivers traffic from NXXs served by the end offices subtending the Local Tandem to the Paging Provider. 2. The Type 2A LATA/Toll Tandem Service connects Qwest LATA/Toll Tandem to Paging Provider s P~C , and delivers traffic from the subtending End Offices to the Toll Tandem. Wireless Type 28 High Use Service The Type 28 High Use Service is a direct, one-way trunk group connection between Paging Provider s P~C and a Qwest end office, within the same LATA, with overflow traffic routed over an associated Type 2A trunk group to the Qwest designated localtandem. Type 28 High Use service is only available conjunction with an associated Type 2A service and is offered only where facilities and operating conditions permit. 1. Pursuant to joint planning as specified in the Forecasting section of this Agreement, Qwest will require a Type 28 dedicated (Le., direct) one-way Primary High Use trunk group from the Paging Provider P~C directly to the Qwest end office. Type 28 High Use Service is based on forecasted or actual traffic at Paging Provider busy hour in centum call seconds (ccs), where there is a DS1's w~h of traffic (512 ccs) between Paging Provider s P~C and a Qwest end office. During peak busy hours, an assoGiated Type 2A local trunk group accepts overflow traffic from the 28 High Use group.3. Wireless Type 28 Full Group ServiceThe Type 28 Full Group Service is a direct, one-way trunk group connection between Paging Provider s P~C and a Qwest End Office , within the same LATA. Each 28 Full Group serves only the individual End Office and not the entire EAS/Local Calling Area. There is no overflow capability to an alternative trunk group on a Type 28 direct final full trunk group configuration. Only telephone numbers associated with the Qwest End Office and the Paging Provider s P~C are accessible from this trunk group. 1. A Type 28 Full Group connection required to each End Office in the EAS/Local Calling Area when a Qwest Local Tandem is not available. These connections are in addition to the connection to the Qwest Toll/LATA Tandem which serves the Rate Center assigned to the Paging Provider s NNX. June 2005/PagingT1 &2/Teton/lD/jld CDS-050615-0001 Types of Traffic 1. The traffic types Qwest will deliver to Paging Provider under this Agreement include: 1. EAS/Local as defined in this Agreement. 2. IntraLATA Toll as defined in this Agreement. 3. Transit Traffic as defined in this Agreement 1.4. Non-Local traffic as defined in this Agreement. Rate Structure - Type Type 1 land to pager traffic will be exchanged on a Bill and Keep basis between the Parties. This means that the facilities provided by Qwest to Paging Provider for traffic originating on or transiting Qwest's network from another carrier, will be provided at no charge to Paging Provider and Paging Provider will not bill Qwest usage charges for terminating Qwest originated traffic. 1. Connection from Serving Wire Center Applicable rate elements for digital service include channel and channel facility, connectivity and dial outpulsing. Applicable rate elements for analog service include channel connectivity and dial outpulsing. See Billing Parameters for further definitions. The digital option is available only where Qwest facilities exist, or where the Paging Provider agrees to pay Special Construction to build necessary facilities. 2. Connection to Distant Dial Tone Office Dedicated Transport Applicable rate elements include dedicated transport and channel performance. When the Serving Wire Center is not the Dial Tone Office , Dedicated Transport is the transmission path for the switched traffic from Qwest's Foreign Central Office to Qwest's Serving Wire Center. The digital option is available only where Qwest facilities exist, or where the Paging Provider agrees to pay Special Construction to build necessary facilities. 2. Traffic Aggregation Traffic aggregation options are available. Rate Structure - Type 2 The Paging Provider will be billed recurring and non-recurring rates for the portion of the Qwest facilities used to deliver Third Party Traffic, pursuant to June 2005/PagingT1 &2/Teton/1 D/jld CDS-050615-000 1 the percentages and rates specified in Appendix A. 4.4.1. Connection from Serving Wire Center Applicable rate elements include channel and channel facility. See Billing Parameters for further definitions. 4.4.2. Connection to Tandem or End Office 4.4.Dedicated Transport When the Serving Wire Center of Paging Provider s POC is not collocated with the Local and LATAlToll Tandems (for 2A Paging Service) or the End Office (for 28 Paging Service), Dedicated Transport rate elements will apply. 4.4.2. Traffic Aggregation Traffic aggregation options are available. Billing Parameters 1. Channel DSO level. Connection to Paging Provider s Point of Connection from the Serving Wire Center. 2. Channel Facility (for digital service) - DS1 level. Twenty-four digital voice grade channels can be transmitted over one DS1 facility. A full DS 1 is necessary for the addition of voice grade channels even if ordered in increments of less than 24. The transmission rate is 1.544 Mbps. 3. Channel Facility (for digital service) - DS3 level. Twenty-eight DS1s , including their associated digital voice grade channels, can be transmitted over one DS3 facility. When using a DS3 traffic aggregation level, a full DS3 is necessary for the addition of DS1s even if ordered in increments of less than 28. The facility transmission rate is 44.736 Mpbs. 5.4. Channel Performance. Conditioning to extend signaling on a two- wire analog channel when there is dedicated transport. 5. Dedicated Transport.1. With Type 1 Service, when the Serving Wire Center is not the Dial Tone Office, Dedicated Transport is the transmission path for the switched traffic from Qwest's distant Central Office to Qwest's Serving Wire Center.2. With Type 2 Service, if the Serving Wire Center is not the Qwest Local or LATA/Toll Tandem , or the Type2B End Office dedicated transport extends the channels/channel facility from the tandem/end office to the Serving Wire Center. The interoffice facilities can be at a DSO, DS 1 or DS3 level. June 2005/PagingT1&2/Teton/ID/jld CDS-050615-0001 6. Traffic Aggregation. Traffic aggregation performed at a Qwest End Office enables a OS 1 Channel Facility or DS1 Dedicated Transport to be connected to a DSO Dedicated Transport System. A DS3 Channel Facility or DS3 Dedicated Transport will be multiplexed down to a OS 1 level in order to connect with the digital switch. 7. DID Numbers DID numbers are billed a non-recurring charge pursuant to Section 5.3.4 of the Exchange and Network Services Tariff/Price List/Catalog. Miscellaneous Charges Miscellaneous Charges mean charges that Qwest may assess in addition to recurring and nonrecurring rates set forth in Exhibit , for activities ClEC requests Qwest to perform, activities ClEC authorizes, or charges that are a result of ClEC'actions, such as cancellation charges, expedite charges, and charges for additional labor and maintenance. Miscellaneous Charges are not already included in Qwest'recurring or nonrecurring rates. Miscellaneous Charges are listed are provided in the applicable tariff, catalog, or price list. Equipment Interface It is the Paging Provider s responsibility to advise Qwest of the equipment interface to be used at Paging Provider s POCo The technical requirements for the equipment interface must be selected from those specified in Appendix B. Available equipment interfaces specified in Appendix B are defined in Telcordia Reference Documents GR-145 - CORE & BR-795-403- 100. Cooperative Testing During installation, integrity testing, and ongoing maintenance activities, the Parties will cooperate to ensure the integrity of the connection. Qwest and Paging Provider will each do such maintenance testing and inspection of their own equipment as may be necessary. New or Changes to Paging Connection Service; Forecasting 1. Paging Provider may submit a request for Type 1 or Type 2 Paging Connection Service. When requesting Type 1 or Type 2 Paging Connection Service, Paging Provider shall specify on the Wireless Service Request: 1) the type and number of channels and channel facilities; 2) the Common language location Identifier (ClL!) codes associated with the POC and the Qwest Tandem or End Office; 3) and when applicable, the Wire Center where the traffic aggregation is performed. June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 2. Qwest will evaluate the request in accordance with Section 2. of this Agreement. Qwest shall advise Paging Provider of the analysis of the request. The analysis shall specify Qwest's conclusions as to whether or not the service request shall be provisioned as requested. 3. Forecasting Either Party shall , at the request of the other Party, participate in joint planning sessions at quarterly intervals. The Paging Provider shall complete the appropriate P~C Forecast Form(s) attached as Appendix 8, for each P~C and for each different equipment interface within each POCo Although Paging Provider is required to complete a P~C Forecast form(s), such forecasts are not deemed to be orders for or reservation of Qwest telecommunications services. Qwest may use Paging Provider forecasts and any other sources of data which Qwest independently selects and obtains to help determine the design and configuration of Type 1 and Type 2 Paging Connection Service. Information included in the P~C forecast form is for Qwest's planning purposes only. Paging Provider must complete the first P~C Forecast form(s) prior to execution of this Agreement. Thereafter, Paging Provider must complete and send Qwest updated P~C Forecast form(s) quarterly. If Qwest does not receive an updated form with a new forecast each quarter, then Qwest will rely on the last form received. 2 Paging Provider shall submit to Qwest a description of anticipated major network projects that could affect Qwest; at a minimum , the Paging Provider will provide at least ninety (90) days advance written notice of the nature of the changes and when the change(s) will occur. Major network projects include: shifts anticipated traffic patterns or other activities that would result in a significant increase or decrease in traffic. These projects shall also include, but are not limited to, issues of equipment types and network capacity, usage, and location. Paging Provider shall attach the above information to the updated P~C Forecast form(s) as appropriate. 10. Mileage Measurement 10.1. Where required , the mileage measurement for Type 1 dedicated transport is measured from the V&H coordinates of the Qwest Dial Tone Office to the V&H of the Qwest Serving Wire Center. 10.2. Where required, the mileage measurement for Type 2 Service facilities and trunks is measured from the V&H coordinates of the Qwest Local or LATA/Toll Tandem or End Office to the V&H coordinates of the Qwest Serving Wire Center. June 2005/Pagi ngT 1 &2/T eton/l D/jld CDS-050615-0001 INTERCONNECTION FACILITIES Methods of Interconnection The location of the p~C will determine the method of interconnection. The following arrangements for interconnection are available: (1) Network Access Channel; (2) Collocation; (3) Mid-Span Meet facilities. 1. Network Access Channel1. A NAC facility extends from the Serving Wire Center of Qwest to the Paging Provider s P~C location. NAC facilities may not extend beyond the area served by Qwest's Serving Wire Center. A NAC must always be provisioned with Type 1 and Type 2 Service for connection , identification, and billing purposes.2. The digital option for NAC is available only where technically feasible or where Paging Provider agrees to pay Construction Charges to build necessary facilities. 2. Mid-Span Meet POI A Mid-Span Meet POI is a negotiated point of connection, limited to the joining of facilities between Qwest's switch and the Paging Provider paging terminal. Mid-Span Meet POI may accomplished by the Parties through the negotiation of a separate Agreement. The actual physical point of connection and facilities used will be subject to negotiations between the Parties. Each Party will be responsible for its portion of the build to the Mid-Span Meet POI. 3. Collocation Interconnection may be accomplished through the Collocation arrangements offered by Qwest. The terms and conditions under which Collocation will be offered are described in the Collocation section of this Agreement. Quality of Interconnection Qwest will provision Paging Connection Service facilities in accordance with current industry standards. TYPE 2 COMPENSATION FOR DELIVERY OF QWEST ORIGINATED TRAFFIC 1. Qwest will pay Paging Provider for the transport and termination of Type 2 Compensable Traffic as set forth in Appendix A. The compensation to Paging Provider will be based on an June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 assumed 6 000 minutes of use ("MOUs ) per trunk per billing period. Either Party may adjust the MOUs one time during the term of this Agreement based on the average of three consecutive months of actual data. If the Parties do not agree on the adjusted MOUs, the provisions of the Dispute Resolution section shall apply. Total paging messages shall be converted to MOUs as follows: 1) the number of messages will be aggregated at the end of the billing period by trunk group, 2) the aggregated number of messages will be multiplied by the average hold time in seconds and divided by 60 (to convert to minutes) and 3) the result rounded to the nearest whole minute. In the absence of actual hold time data, it will be assumed that average hold time per paging message is 20 seconds. If the traffic data indicates an under utilization of the installed trunks awest may reduce the number of trunks assigned to Paging Provider. 2. Paging Provider will issue a direct bill to awest for the transport and termination of Type 2 Compensable Traffic based on the sample invoice in Appendix C. This sample invoice shall also display any additional requirements agreed upon by both Parties. The Parties will exchange billing contacts and telephone numbers. The invoices will include identification of the monthly bill period, which will be the first through the last day of the prior calendar month. Paging Provider will bill awest by state. 2.4 Paging Provider will assign an Invoice Number and/or Billing Account Number. Paging Provider will provide a Remittance Document including: remittance address, Invoice Number and/or Billing Account Number amount due and Payment Due Date (at least thirty (30) days from invoice issuance date). The rendered bill will include a summary of charges and total amounts due. Charges incurred during the bill period will be reflected on the next bill. Minute of use ("MOU") rates will be displayed for all charges. Invoice will include all adjustments, credits, debits and payments. Invoice will include all applicable taxes and surcharges. Paging Provider will calculate , bill , collect and remit applicable taxes and surcharges to the appropriate authorities. 10 Paging Provider s invoices to awest will be provided on paper unless a mechanized format is mutually agreed upon. June 2005/PagingT1&2/Teton/ID/jld CDS-050615-0001 Billing disputes will be resolved through the Dispute Resolution provisions of this Agreement. RESERVED FOR FUTURE USE SERVICE IMPAIRMENT 1. The characteristics and methods of operation of any circuits, facilities or equipment of either Party connected with the services, facilities or equipment of the other Party shall not: 1) interfere with or impair service over any facilities of the other Party; its affiliated companies, or its connecting and concurring carriers involved in its services; 2) cause damage to their plant; 3) violate any applicable law or regulation regarding the invasion of privacy of any communications carried over the Party's facilities; or 4) create hazards to the employees of either Party or to the public. Each of these requirements is hereinafter referred to as an Impairment of Service . Each Party shall use its best efforts to isolate a trouble condition(s) to the other s facilities before reporting trouble to the other Party. 2. If either Party causes an impairment of service, as set forth in this Section the Party (the "Impaired Party") shall promptly notify the Party causing the impairment of service (the "Impairing Party") of the nature and location of the problem. The Impaired Party shall advise the Impairing Party that, unless promptly rectified, a temporary discontinuance of the use of any circuit, facility or equipment may be required. The Impairing Party and the Impaired Party agree to work together to attempt to promptly resolve the Impairment of Service. If the Impairing Party is unable to promptly remedy the Impairment of Service, the Impaired Party may temporarily discontinue use of the affected circuit, facility or equipment.3. When a Party reports trouble to the other Party, and no trouble is found in the other Party s equipment, the reporting Party will be responsible for payment of service maintenance charges as specified in Qwest's Intrastate Switched Access Tariff or state-specific pricing catalogue, as appropriate, for the period of time from when the other Party's personnel are dispatched to when the work is completed. Failure of the Other Party's personnel to find trouble in its service will not result in a charge if the trouble is actually in that service , but not discovered at that time. 8.4. No out-of-service credit will apply for the interruption involved if the service maintenance charge applies as a result of the trouble not being Qwest's equipment , but is, in fact, a result of a failure in the equipment or service of Paging Provider. 5. To facilitate trouble reporting and to coordinate the repair of the service provided by each Party to the other under this Agreement, each Party shall designate a Trouble Reporting Control Office (TRCO) and a toll free telephone number for such service. Qwest's TRCO number is .rn.QQ) 784-3414 Paging Provider s TRCO number is ~ 522-0750 This number shall give access to the location where facility records are normally located and where current status reports on any trouble reports are readily June 2005/PagingT1&2/Teton/ID/jld CDS-050615-0001 available. 6. Where new facilities, services and arrangements are installed, the TRCO shall ensure that continuity exists and take appropriate transmission measurements before advising the other Party that the new circuit is ready for service. 7. Each Party shall use its best efforts to isolate a trouble condition(s) to the other s facilities before reporting trouble to the other Party. COLLOCATION Should the Parties desire to establish a Collocation relationship, through either physical or virtual Collocation , the Parties will enter into an amendment to this Agreement. 10.ACCESS TO TELEPHONE NUMBERS 10.Number Resources Arrangements. 10.1. Nothing in this Agreement shall be construed in any manner to limit or otherwise adversely impact either Party s right to the request and assignment of any NANP number resources including, but not limited to, central office (NXX) codes pursuant to the Central Office Code Assignment Guidelines published by the Industry Numbering Committee INcn) as INC 95-0407-008, formerly ICCF 93-0729-010). The latest version of the Guidelines will be considered the current standard. 10.2. Each Party shall be responsible for notifying its End Users of any changes in numbering or dialing arrangements to include changes such as the introduction of new NPAs or new NXX codes. 10.3. Paging Provider may request blocks of telephone numbers from Owest. Such blocks of telephone numbers will be assigned to the Paging Provider from an NXX housed in the Owest Dial Tone Office. This will usually be the Serving Wire Center of the Paging Provider s paging terminal location. In the event sufficient numbers are not available to meet the Paging Provider s two year forecast, a new NXX, if practicable will be assigned to the Dial Tone Office from which numbers will be allocated. All numbers are assigned and administered by Owest. The Paging Provider performs sub-administration (assigning specific numbers to individual subscribers). 10.1.4. It shall be the responsibility of each Party to program and update its own network systems pursuant to the Local Exchange Routing Guide (LERG) to recognize and route traffic to the other Party s assigned NXX codes. Neither Party shall impose any fees or charges whatsoever on the other Party for such activities. The Parties will cooperate to establish procedures to ensure the timely activation of NXX assignments in their respective networks. June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-000 1 10.5. Each Party is responsible for administering NXX codes assigned to it. Each Party is responsible for arranging LERG input for NXX codes assigned to its equipment. Each Party shall use the LERG published by Telcordia or its successor for obtaining routing information and shall provide through an authorized LERG input agent, all required information regarding its network for maintaining the LERG in a timely manner. SECTION 11.0 - ACCESS TO OPERATIONAL SUPPORT SYSTEMS (OSS) 11.Description 11.awest has developed OSS interfaces using an electronic gateway solution consistent with the design prescribed by the FCC, Docket 96-98, FCC 96-325, paragraph 527. These gateways act as a mediation or control point between Paging Provider s and awest's Operations Systems. These gateways provide security for the interface, protecting the integrity of the awest network and its databases. awest's operational systems interfaces have been developed to support Pre-ordering, Ordering and Provisioning, Maintenance and Repair and Billing. Included below is a description of the products and functions supported by awest OSS interfaces and the technology used by each. 11.OSS Support for Pre-Ordering, Ordering and Provisioning 11.ASR (Access Service Request) Ordering Process 11.awest proposes the use of existing systems for orders placed using the ASR (Access Service Request) process. Systems in place today (EXACT) adhere to the existing standards directed by OBF (Ordering and Billing Forum). EXACT has an interface that accepts batch files via Connect Direct from customers. It is the Paging Provider s responsibility to obtain the appropriate software to access and interface with awest systems. 11.An alternative system managed by awest is one that customers access via dial-up. This system, TEllS, allows customers to directly input ASRs into a secured database and the customer can manage their ASRs accordingly. TEllS interfaces through a batch file process with EXACT to correctly process ASRs. It is the Paging Provider s responsibility to obtain the appropriate software to access and interface with awest systems. 11. and TEllS. Type 1 Interconnection can be ordered electronically via EXACT 11.Functions 11.Access Service Request (ASR) 11. order. The ASR transaction allows Paging Provider to submit an 11.Firm Order Confirmation (FOC) June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 11.Once an ASR is accepted by Qwest, the assigned service order number(s) is returned to Paging Provider. Firm Order Confirmation means that Qwest has received the ASR , issued the order and assigned an order number for tracking. In addition, it identifies the due dates Qwest assigns to the order. 11.Facility Based EDI Listing Process 11.The Facility Based EDI Listing Process is a single interface from Paging Provider to Qwest. This interface is compliant with OBF ASOG and ANSI ASC X.12 standards, version 4010. This interface enables Paging Provider listing data to be translated and passed into the Qwest listing database. After Qwest's daily batch processing, a Confirmation/Completion record (for every PON provided on input) is returned to Paging Provider via an EDI 855 transaction. 11.Qwest will continue to make improvements to the electronic interfaces as the technology evolves, providing notification to Paging Provider consistent with the provisions of this Section. 11.Hours of Operation 11.Qwest Operational Support Systems will be available to Paging Provider' consistent with the Qwest retail operations and internal processes that support pre- ordering, ordering and provisioning, maintenance and repair, and billing as they are described in this Agreement. 11.Billing 11.4.For products billed out of the Qwest lABS system , Qwest will utilize the existing CABS/BOS format and technology for the transmission of bills. 11.Outputs 11.lABS Bill - The lABS (Interexchange Access Billing System) Bill includes monthly and one time charges plus a summary of any usage charges. These bills are segmented by product, LATA, billing account number (BAN) and bill cycle. The lABS Bill media is only provided in the following media: Paper NOM (Dedicated Circuit or dial-up) Internet/WEB (read only) Diskette 11.Modifications to OSS Interfaces 11.Paging Provider and Qwest agree to discuss the modification of OSS interfaces based upon evolving standards (e., data elements, protocols, transport networks, etc.) and guidelines issued by or referenced by relevant Alliance for June 2005/PagingT1 &2/Teton/lD/jld CDS-050615-0001 Telecommunication Industry Solution (ATIS) Committees. Establishment of new, or changes to industry standards and guidelines will be reviewed on no less than a quarterly basis commencing on the effective date of this Agreement. This review will consider standards and guidelines that have reached final closure as well as those published in final form. Both Parties agree to evaluate evolving standards and determine the relevant modification to be implemented based upon the latest approved version adopted or the latest version reflecting final closure by the relevant A TIS committee or subcommittee. The Parties will use reasonable effort to reach closure upon the necessary changes within no more than three (3) months of initiating each review and to implement the changes within nine (9) months or earlier, if reasonably possible, unless there is agreement to a different implementation schedule. 11.In the course of establishing operational ready system interfaces between Owest and Paging Provider to support local service delivery, Paging Provider and Owest may need to define and implement system interface specifications that are supplemental to existing standards. Paging Provider and Owest will submit such specifications to the appropriate standards committee and will work towards its acceptance as a standard. 11.Release updates will be based on regulatory obligations as dictated by the FCC or Commissions and, as time permits, the agreed to changes requested by the FORUM. Owest will provide to Paging Provider the features list for modifications to the interface ninety (90) Days prior to any release date. Specifications for interface modifications will be provided to Paging Provider three (3) weeks prior to the release date. Paging Provider is required to upgrade to the current release within six (6) months of the installation date. 11.6.4 This Section constitutes the entirety of the OSS agreement. beyond what is described herein should be implied or inferred. Nothing 11.Paging Provider Responsibilities for Implementation of OSS Interfaces 11.Before any Paging Provider implementation can begin, Paging Provider must completely and accurately provide detailed information needed by Owest to establish service for Paging Provider. 11.Wholesale Services (WS) Systems Help Desk 11.The WS Systems Help Desk will provide a single point of entry for Paging Provider to gain assistance in areas involving connectivity and File Outputs. These areas are further described below. 11.Connectivity 11.Connectivity covers trouble with Paging Provider s access to the Owest System for modem configuration requirements; configuration and dial in string requirements; firewall access configuration; SecurlD configuration; Profile Setup and password verification. 11.File Outputs June 2005/PagingT1&2/Teton/ID/jld CDS-050615-0001 11.File outputs system errors are limited to lABS Bill and Category 11 Report. 11.The WS Systems Help Desk does not support status or trouble while the Service Order is processing through the ISC. 11.1.4 Hours of Operation 11.1.4.The WS Systems Help Desk is available Monday through Friday, 6:00 a.m. until 8:00 p.m. Mountain Time, excluding Qwest holidays. 11.Intentionally Left Blank 11.10 Compensation/Cost Recovery 11.10.Recurring and nonrecurring OSS startup charges, as applicable, will be billed at rates set forth in Exhibit A for Type 2 Paging Providers. Any such rates will be consistent with Existing Rules. Qwest shall not impose any recurring or nonrecurring OSS startup charges unless and until the Commission authorizes Qwest to impose such charges and/or approves applicable rates at the completion of appropriate cost docket proceedings. 12.TERM OF AGREEMENT 12.This Agreement shall become effective upon Commission approval pursuant to Sections 251 and 252 of the Act, shall terminate on September 15, 2008 and shall be binding upon the Parties during that term. After the date specified above, this Agreement shall continue in force and effect until terminated by either Party providing one hundred sixty (160) days written notice of termination to the other Party. The day the notice is served will determine the starting point for a 160 day negotiation period (in accordance with 252(b)1 of the Act). In the event of such termination, existing or pending service arrangements made available under this Agreement shall continue in total without interruption under either a) a new or adoption agreement executed by the Parties , or b) tariff terms and conditions generally available to all Paging Providers. 12.1 If the Parties are unable to negotiate a new agreement during the negotiation period described above, the window of opportunity to file for arbitration to resolve outstanding contractual issues in accordance with the Act will occur between days 135 and 160 of the 160 day notice period. 12.2 If the Parties are able to reach agreement, this Agreement shall continue for the brief period of time needed to secure the Commission approval of an adoption or a new interconnection agreement. In the case of Section 12., this Agreement will expire on the termination date specified in the one hundred sixty (160) day notice referenced above unless a petition for arbitration has been filed, but if such a petition has been filed then this Agreement shall continue for the period necessary for the Commission to act and resolve the disputed issues so that the Parties will have an effective interconnection agreement. June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-000 1 13.PAYMENT 13.1. Amounts payable under this Agreement are due and payable within thirty (30) calendar days after the date of Owest's invoice , or within twenty (20) days after receipt of the invoice, whichever is later. If the normal payment due date is a Saturday or legal holiday that falls on a Tuesday, Wednesday, Thursday or Friday then payment is due on the previous business day as a payment due date. If the normal payment due date is a Sunday or legal holiday that falls on a Monday then the payment defaults to the next business day. 13.2. Should Paging Provider dispute, in good faith, any portion of the Owest monthly billing under this Agreement, Paging Provider will notify Owest in writing within thirty (30) calendar days of the receipt of such billing, identifying the amount, reason and rationale of such dispute. Paging Provider shall pay all amounts due. Both Paging Provider and Owest agree to expedite the investigation of any disputed amounts in an effort to resolve and settle the dispute prior to initiating any other rights or remedies. Should the dispute be resolved in Paging Provider s favor and the resolved amount did not appear as a credit on Paging Provider s next invoice from Owest Owest will reimburse Paging Provider the resolved amount plus interest from the date of payment. The amount of interest will be calculated using the late payment factor that would have applied to such amount had it not been paid on time. 13.3. Owest will determine Paging Provider s credit status based on previous payment history with Owest or credit reports such as Dun and Bradstreet. If Paging Provider has not established satisfactory credit with Owest or if Paging Provider is repeatedly delinquent in making its payments, Owest may require a deposit to be held as security for the payment of charges. "Repeatedly delinquent" means any payment received after the due date three or more times during a 12 month period. The deposit may not exceed the estimated total monthly charges for a two (2) month period. The deposit may be a surety bond, a letter of credit with terms and conditions acceptable to Owest or some other form of mutually acceptable security such as a cash deposit. Required deposits are due and payable within ten (10) calendar days after demand in accordance with Commission requirements. 13.4. Interest will be paid on cash deposits at the rate applying to deposits under applicable State Access tariff. Cash deposits and accrued interest will be credited to Paging Provider s account or refunded, as appropriate, upon the earlier of the termination of this Agreement or the establishment of satisfactory credit with Owest which will generally be one full year of timely payments in full by Paging Provider. The fact that a deposit has been made does not relieve Paging Provider from any requirements of this Agreement. 13.5. Owest may review Paging Provider credit standing and modify the amount of deposit required. 13.6. Owest will assess a late payment charge for any amounts not paid by the payment due date. The late payment charge for amounts that are billed under this Agreement shall be in accordance with State Access tariff/Commission Rules and Orders. June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-000 1 14.MISCELLANEOUS TERMS 14.1. General Provisions 14.1. The Parties are each solely responsible for participation in and compliance with national network plans, including the National Network Security Plan and Emergency Preparedness Plan. 14.2 Neither Party shall use any service related to or use any of the services provided in this Agreement in any manner that interferes with other persons in the use of their service, prevents other persons from using their service, or otherwise impairs the quality of service to other carriers or to either Party s End Users, and each Party may discontinue or refuse service if the other Party violates this provision. Upon such violation , either Party shall provide the other Party notice of such violation at the earliest practicable time. 14.3. Each Party is solely responsible for the services it provides to its End Users and to other telecommunications carriers. 14.1.4. The Parties shall work cooperatively to minimize fraud associated with third-number billed calls, calling card calls , and any other services related to this Agreement. 14.5 Nothing in this Agreement shall prevent either Party from seeking to recover the costs and expenses, if any, it may incur in (a) complying with and implementing its obligations under this Agreement, the Act, and the rules, regulations and orders of the FCC and the Commission , and (b) the development, modification, technical installation and maintenance of any systems or other infrastructure which it requires to comply with and to continue complying with its responsibilities and obligations under this Agreement. 14.Insurance Paging Provider shall maintain at its own cost and expense insurance, with insurers having a "Best'" rating of B+XIII , as necessary to cover the obligations assumed under this Agreement and as satisfactory to Qwest as outlined below. 14.1 Commercial General Liability covering claims for bodily injury, death , personal injury or property damage with limits of $500 000 each occurrence and $1,000 000 in the aggregate. The policy shall name Qwest as an additional insured as respects their interest. 14.2 Automobile Liability, should operations hereunder involve use of automobiles, covering the ownership, operation and maintenance of all owned, non-owned and hired automobiles with limits of $300,000 each occurrence. 14.3 Workers' Compensation with statutory limits as required in the June 2005/PagingT1 &2/Teton/lD/jld CDS-050615-0001 state(s) operation and Employers' Liability or "Stop Gap" coverage with limits of $100 000 each accident. 14.2.4 "All Risk" Property coverage on full replacement cost basis insuring all of Paging Provider personal property situated on or within the premises. Paging Provider may elect to purchase business interruption and contingent business interruption insurance. Qwest has no liability for loss of profit or revenues should an interruption of service occur. 14.5 Upon the execution hereof, Paging Provider shall provide certificate(s) of insurance evidencing coverage, and annually thereafter within ten (10) calendar days of renewal of any coverage maintained pursuant to this Section. Such certificates shall: (1) name Qwest as an additional insured under commercial general liability coverage respects Qwest's interests; (2) provide Qwest thirty (30) calendar days prior written notice of cancellation of, material change or exclusions in the policy(s) to which certificate(s) relate; (3) indicate that coverage is primary and not excess of, or contributory with, any other valid and collectible insurance purchased by Qwest; and (4) policy(s) provide severability of interest/cross liability coverage. 14.3. Taxes Each Party purchasing services hereunder shall pay or 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 purchasing Party (or the providing Party when such providing Party is permitted to pass along to the purchasing Party such taxes, fees or surcharges), except for any tax on either Party s corporate existence status or net income. Whenever possible, these amounts shall be billed as a separate item on the invoice. To the extent a sale is claimed to be for resale tax exemption , the purchasing Party shall furnish the providing Party a proper resale tax exemption certificate as authorized or required by statute or regulation by the jurisdiction providing said resale tax exemption. Until such time as a resale tax exemption certificate is provided, no exemptions will be applied. 14.4. Force Majeure Neither Party shall be liable for any delay or failure in performance of any part of this Agreement from any cause beyond its control and without its fault or negligence including, without limitation, acts of nature, acts of civilor military authority, government regulations, embargoes, epidemics terrorist acts, riots , insurrections, fires, explosions, earthquakes, nuclear accidents , floods, work stoppages, equipment failure, power blackouts, volcanic action , other major environmental disturbances, unusually severe weather conditions, inability to secure products or services of other persons or transportation facilities or acts or omissions of transportation carriers (collectively, a "Force Majeure Event"). The Party affected by a Force Majeure Event shall give prompt notice to the other Party, shall be excused from performance of its obligations hereunder on June 2005/PagingT1&2/Teton/lD/jld CDS-050615-0001 a day to day basis to the extent those obligations are prevented by the Force Majeure Event, and shall use reasonable efforts to remove or mitigate the Force Majeure Event. In the event of a labor dispute or strike the Parties agree to provide service to each other at a level equivalent to the level they provide themselves. 14.5. Limitation of Liability 14.1 Except for losses relating to or arising out of any act or omission in its performance of services or functions provided under this Agreement each Party shall be liable to the other for direct damages for any loss defect or equipment failure including without limitation any penalty, reparation or liquidated damages assessed by the Commission or under a Commission-ordered agreement (including without limitation penalties or liquidated damages assessed as a result of cable cuts), resulting from the causing Party's conduct or the conduct of its agents or contractors in performing the obligations contained in this Agreement. 14.2 Neither Party shall be liable to the other for indirect, incidental consequential, or special damages, including (without limitation) damages for lost profits, lost revenues, lost savings suffered by the other Party regardless of the form of action , whether in contract, warranty, strict liability, tort, including (without limitation) negligence of any kind and regardless of whether the Parties know the possibility that such damages could result. 14.3 Except for indemnity obligations or as otherwise set forth in this Section, each Party s liability to the other Party for any loss relating to or arising out of any act or omission in its performance of services or functions provided under this Agreement, whether in contract or in tort shall be limited to the total amount that is or would have been charged the other Party by such breaching Party for the service(s) or function(s) not performed or improperly performed. 14.5.4 Nothing contained in this Section shall limit either Party's liability to the other for intentional, malicious misconduct. 14.5 Nothing contained in this Section shall limit either Party' obligations of indemnification as specified in the Indemnity Section of this Agreement. 14.6. Indemnity 14.1 With respect to third party claims, the Parties agree to indemnify each other as follows: 14.Except for claims made by End Users of one Party against the other Party, which claims are based on defective or faulty services provided by the other Party to the one Party, each of the Parties agrees to release, indemnify, defend and hold harmless the other Party and each of its officers, directors June 2005/PagingT1 &2/T eton/l D/jld CDS-O50615-0001 employees and agents (each an "Indemnitee ) from and against and in respect of any loss, debt liability, damage, obligation claim , demand, judgment or settlement of any nature or kind known or unknown, liquidated or unliquidated including, but not limited to, costs and attorneys' fees, whether suffered, made instituted, or asserted by any other party or person , for invasion of privacy, personal injury to or death of any person or persons , or for loss, damage to, or destruction of property, whether or not owned by others, resulting from the indemnifying Party performance, breach of applicable law, or status of its employees, agents and subcontractors; or for failure to perform under this Agreement, regardless of the form of action. 14.Where the third party claim is made by (or through) an End User of one Party against the other Party, which claim is based on defective or faulty services provided by the other Party to the one Party then there shall be no obligation of indemnity unless the act or omission giving rise to the defective or faulty services is shown to be intentional, malicious misconduct of the other Party. 14.If the claim is made by (or through) an End User and where a claim is in the nature of a claim for invasion of privacy, libel , slander, or other claim based on the content of a transmission , and it is made against a Party who is not the immediate provider of the Telecommunications Service to the End User (the indemnified provider), then in the absence of fault or neglect on the part of the indemnified provider, the Party who is the immediate seller of such Telecommunications Service shall indemnify, defend and hold harmless the indemnified provider from such claim. 14.2 The indemnification provided herein shall be conditioned upon: 14.The indemnified Party shall promptly notify the indemnifying Party of any action taken against the indemnified Party relating to the indemnification. Failure to so notify the indemnifying Party shall not relieve the indemnifying Party of any liability that the indemnifying Party might have , except to the extent that such failure prejudices the indemnifying Party s ability to defend such claim. 14.The indemnifying Party shall have sole authority to defend any such action, including the selection of legal counsel and the indemnified Party may engage separate legal counsel only at its sole cost and expense. 14.In no event shall the indemnifying Party settle or consent to any judgment pertaining to any such action without the prior written consent of the indemnified Party. June 2OO5/PagingT1&2/Teton/lD/jld CDS-050615-0001 14.7. Intellectual Property 14.1 Each Party hereby grants to the other Party the limited, personal and nonexclusive right and license to use its patents, copyrights and trade secrets but only to the extent necessary to implement this Agreement or specifically required by the then applicable federal and state rules and regulations relating to Interconnection and access to telecommunications facilities and services, and for no other purposes. Nothing in this Agreement shall be construed as the grant to the other Party of any rights or licenses to trademarks. 14.2 The rights and licenses above are granted "AS IS" and the other Party s exercise of any such right and license shall be at the sole and exclusive risk of the other Party. 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 (hereinafter "claim ) 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 of any facilities by either Party under this Agreement constitutes infringement, or misuse or misappropriation of any patent, copyright, trade secret, or any other proprietary or intellectual property right of any third party. 14.3 As a condition to the access or use of patents, copyrights, trade secrets and other intellectual property (including software) owned or controlled by a third party to the extent necessary to implement this Agreement or specifically required by the then applicable federal and state rules and regulations relating to Interconnection and access to telecommunications facilities and services, the Party providing access may require the other upon written notice, from time to time, to obtain a license or permission for such access or use, make all payments in connection with obtaining such license, and provide evidence of such license. 14.7.4 Except as expressly provided in this Intellectual Property Section nothing in this Agreement shall be construed as the grant of a license either express or implied , with respect to any patent, copyright, logo, trademark, tradename, trade secret or any other intellectual property right now or hereafter owned, controlled or licensable by either Party. Neither Party may use any patent, copyright, logo, trademark, tradename , trade secret or other intellectual property right of the other Party or its affiliates without execution of a separate agreement between the Parties. 14.5 Neither Party shall without the express written permission of the other Party, state or imply that: 1) it is connected, or in any way affiliated with the other or its affiliates, 2) it is part of a joint business association or any similar arrangement with the other or its affiliates, 3) the other Party and its affiliates are in any way sponsoring, endorsing or certifying it and its goods and services, or 4) with respect to its advertising or promotional activities or materials, that the resold goods and services are in any way June 2005/PagingT1&2/Teton/lD/jld CDS-050615-0001 associated with or originated from the other or any of its affiliates. Nothing in this paragraph shall prevent either Party from truthfully describing the network elements it uses to provide service to its End Users, provided it does not represent the network elements as originating from the other Party or its affiliates. 14.6 Paging Provider acknowledges the value of the marks "Owest" and "Owest" (the "Marks ) and the goodwill associated therewith and acknowledges that such goodwill is a property right belonging to Owest Communications International Inc. (the "Owner"). Paging Provider recognizes that nothing contained in this Agreement is intended as an assignment or grant to Paging Provider of any right, title or interest in or to the Marks and that this Agreement does not confer any right or license to grant sublicenses or permission to third parties to use the Marks and is not assignable. Paging Provider will do nothing inconsistent with the Owner s ownership of the Marks , and all rights, if any, that may be acquired by use of the Marks shall inure to the benefit of the Owner. Paging Provider will not adopt, use (other than as authorized herein), register or seek to register any marks anywhere in the world which is identical or confusingly similar to the Marks or which is so similar thereto as to constitute a deceptive colorable imitation thereof or to suggest or imply some association , sponsorship, or endorsement by the Owner. The Owner makes no warranties regarding ownership of any rights in or the validity of the Marks. 14.8. Warranties NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT THE PARTIES AGREE THAT NEITHER PARTY HAS MADE AND THAT THERE DOES NOT EXIST, ANY WARRANTY EXPRESS OR IMPLIED , INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 14.9. Assignment 14.1 Neither Party may assign or transfer (whether by operation of law or otherwise) this Agreement (or any rights or obligations hereunder) to a third party without the prior written consent of the other Party. Notwithstanding the foregoing, either Party may assign or transfer this Agreement to a corporate affiliate or an entity under its common control; however if Paging Provider assignee or transferee has Interconnection agreement with Owest, no assignment or transfer of this Agreement shall be effective without the prior written consent of Owest. Such consent shall include appropriate resolutions of conflicts and discrepancies between the assignee s or transferee interconnection agreement and this Agreement. Any attempted assignment or transfer that is not permitted is void ab initio.Without limiting the generality of the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the Parties' respective successors and assigns. June 2005/PagingT1 &2/Teton/lD/jld CDS-050615-000 1 14.2 Without limiting the generality of the foregoing subsection , any merger, dissolution, consolidation or other reorganization of Paging Provider, or any sale, transfer, pledge or other disposition by Paging Provider of securities representing more than 500/0 of the securities entitled to vote in an election of Paging Provider s board of directors or other similar governing body, or any sale, transfer, pledge or other disposition by Paging Provider of substantially all of its assets, shall be deemed a transfer of control. If any entity, other than Paging Provider involved in such merger, dissolution , consolidation, reorganization, sale, transfer, pledge or other disposition of Paging Provider has interconnection agreement with Owest, the Parties agree that only one agreement, either this Agreement or the interconnection agreement of the other entity, will remain valid. All other interconnection agreements will be terminated. The Parties agree to work together to determine which interconnection agreement should remain valid and which should terminate. In the event the Parties cannot reach agreement on this issue, the issue shall be resolved through the Dispute Resolution process contained in this Agreement. 14.3 Owest makes no representations or warranties regarding the configuration , identity, or number of telephone exchanges covered by this Agreement. Nothing in this Agreement, therefore, shall be deemed to limit or restrict the right of Owest to sell , lease, transfer, assign, or hypothecate any of its assets, rights, title or interests in or to any of its property or rights, including but not limited to the telephone exchange(s) in which it conducts its business. Likewise nothing in this Agreement shall be deemed to limit or restrict the right of Owest to acquire, buy, procure, lease , or mortgage any assets, rights, title, or interest in or to any property or rights, including but not limited to the telephone exchange(s) in which it conducts its business. If Owest should sell or otherwise transfer and assign to an unaffiliated third party all or substantially all of its assets and rights with respect to a telephone exchange(s) which is covered by this Agreement, then as to such exchange(s), this Agreement shall terminate upon the effective date of such sale or other transfer. Owest shall provide Paging Provider with as much advance notice of such sale or transfer as is reasonably possible. 14.10. Default If either Party defaults in the payment of any amount due hereunder, or if either Party violates any other material provision of this Agreement, and such default or violation shall continue for thirty (30) calendar days after written notice thereof, the other Party may seek relief in accordance with the Dispute Resolution provision of this Agreement. The failure of either Party to enforce any of the provisions of this Agreement or the waiver thereof in any instance shall not be construed as a general waiver or relinquishment on its part of any such provision , but the same shall nevertheless, be and remain in full force and effect. June 2005/PagingT1&2/Teton/ID/jld CDS-050615-000 1 14.11. Disclaimer of Agency Except for provisions herein expressly authorizing a Party to act for another, nothing in this Agreement shall constitute a Party as a legal representative or agent of the other Party, nor shall a Party have the right or authority to assume, create or incur any liability or any obligation of any kind, express or implied, against or in the name or on behalf of the other Party unless otherwise expressly permitted by such other Party. Except as otherwise expressly provided in this Agreement, no Party undertakes to perform any obligation of the other Party whether regulatory or contractual, or to assume any responsibility for the management of the other Party s business. 14.12. Nondisclosure 14.12.1. All information , including but not limited to specifications, microfilm , photocopies, magnetic disks, magnetic tapes, drawings, sketches , models, samples, tools, technical information, data, employee records, maps, financial reports, and market data, (i) furnished by one Party to the other Party dealing with End User specific, facility specific, orusage specific information other than end User information communicated for the purpose of providing directory assistance or publication of directory database, or (ii) in written graphic, electromagnetic, or other tangible form and marked at the time of delivery as "Confidential" or "Proprietary , or (iii) communicated and declared to the receiving Party at the time of delivery, or by written notice given to the receiving Party within ten (10) calendar days after delivery, to Confidential" or "Proprietary (collectively referred to as "Proprietary Information ), shall remain the property of the disclosing Party. A Party who receives Proprietary Information via an oral communication may request written confirmation that the material is Proprietary Information. A Party who delivers Proprietary Information via an oral communication may request written confirmation that the Party receiving the information understands that the material is Proprietary Information. 14.12.2. Upon request by the disclosing Party, the receiving Party shall return all tangible copies of Proprietary Information , whether written graphic or otherwise, except that the receiving Party may retain one copy for archival purposes. 14.12.3. Each Party shall endeavor to keep all of the other Party Proprietary Information confidential using the same degree of care as the receiving Party uses for its own confidential information of similar importance and shall use the other Party s Proprietary Information only in connection with performance of this Agreement. Neither Party shall use the other Party s Proprietary Information for any other purpose except upon such terms and conditions as may be agreed upon between the Parties in writing. 14.12.4. Unless otherwise agreed, the obligations of confidentiality and non-use set forth in this Agreement do not apply to such Proprietary June 2005/PagingT1&2/Teton/lD/jld CDS-050615-0001 Information as: 14.12.4.1. was at the time of receipt already known to the receiving Party free of any obligation to keep it confidential evidenced by written records prepared prior to delivery by the disclosing Party; or 14.12.4.2. is or becomes publicly known through no wrongful act of the receiving Party; or 14.12.4.3. is rightfully received from a third person having no direct or indirect secrecy or confidentiality obligation to the disclosing Party with respect to such information; or 14.12.4.4. is independently developed by an employee, agent or contractor of the receiving Party which individual is not involved in any manner with the provision of services pursuant to the Agreement and does not have any direct or indirect access to the Proprietary Information; or 14.12.4.5. is disclosed to a third person by the disclosing Party without similar restrictions on such third person s rights; or 14.12.4.6. is approved for release by written authorization of the disclosing Party; or 14.12.4.7. is required to be made public by the receiving Party pursuant to applicable law or regulation provided that the receiving Party shall give sufficient notice of the requirement to the disclosing Party to enable the disclosing Party to seek protective orders. 14.12.5. Nothing herein is intended to prohibit a Party from supplying factual information about its network and Telecommunications Services on or connected to its network to regulatory agencies including the Federal Communications Commission and the Commission so long as any confidential obligation is protected. 14.12.6. Effective Date of this Section. Notwithstanding any other provision of this Agreement, the Proprietary Information provisions of this Agreement shall apply to all Proprietary Information furnished by either Party to the other in furtherance of the purpose of this Agreement, even if furnished before the date of this Agreement. 14.13. Survival Any liabilities or obligations of a Party for acts or omissions prior to the cancellation or termination of this Agreement; any obligation of a Party under the provisions regarding indemnification , Confidential or Proprietary Information, limitations of liability, and any other provisions of this Agreement which, by their terms, are contemplated to survive (or to be June 2005/PagingT1&2/Teton/ID/jld CDS-050615-000 1 performed after) termination of this Agreement, shall survive cancellation or termination hereof. 14.14. Dispute Resolution 14.14.If any claim, controversy or dispute between the Parties their agents, employees, officers, directors or affiliated agents should arise, and the Parties do not resolve it in the ordinary course of their dealings (the "Dispute ), then it shall be resolved in accordance with the dispute resolution process set forth in this Section. Each notice of default, unless cured within the applicable cure period , shall be resolved in accordance herewith. 14.14.At the written request of either Party, and prior to any other formal dispute resolution proceedings, each Party shall designate an officer-level employee , at no less than the vice president level , to review, meet, and negotiate, in good faith , to resolve the Dispute. The Parties intend that these negotiations be conducted by non-lawyer, business representatives, and the locations, format, frequency, duration , and conclusions of these discussions shall be at the discretion of the representatives. By mutual agreement, the representatives may use other procedures, such as mediation, to assist in these negotiations. The discussions and correspondence among the representatives for the purposes of these negotiations shall be treated as Confidential Information developed for purposes of settlement, and shall be exempt from discovery and production , and shall not be admissible in any subsequent arbitration or other proceedings without the concurrence of both of the Parties. 14.14.If the vice-presidential level representatives have not reached a resolution of the Dispute within thirty (30) calendar days after the matter is referred to them, then either Party may demand that the Dispute be settled by arbitration. Such an arbitration proceeding shall be conducted by single arbitrator, knowledgeable about the telecommunications industry. The arbitration proceedings shall be conducted under the then current rules of the American Arbitration Association (UAAA" ). The Federal Arbitration Act, 9 U.C. Sections 1- not state law, shall govern the arbitrability of the Dispute. The arbitrator shall not have authority to award punitive damages. All expedited procedures prescribed by the AAA rules shall apply. The arbitrator award shall be final and binding and may be entered in any court having jurisdiction thereof. Each Party shall bear its own costs and attorneys fees , and shall share equally in the fees and expenses of the arbitrator.The arbitration proceedings shall occur in the Denver, Colorado metropolitan area. It is acknowledged that the Parties, by mutual, written agreement, may change any of these arbitration practices for a particular some, or all Dispute(s). 14.14.4 Should it become necessary to resort to court proceedings to enforce a Party s compliance with the dispute resolution process set forth herein, and the court directs or otherwise requires compliance June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 herewith, then all of the costs and expenses, including its reasonable attorney fees, incurred by the Party requesting such enforcement shall be reimbursed by the non-complying Party to the requesting Party. 14.14.No Dispute, regardless of the form of action , arising out of this Agreement, may be brought by either Party more than two (2) years after the cause of action accrues. 14.15. Controlling Law This Agreement was negotiated by the Parties in accordance with the terms of the Act and the laws of the state where service is provided hereunder. It shall be interpreted solely in accordance with the terms of the Act and the applicable state law in the state where the service is provided. 14.16. Joint Work Product This Agreement is the joint work product of the Parties and has been negotiated by the Parties and their respective counsel and shall be fairly interpreted in accordance with its terms and, in the event of any ambiguities , no inferences shall be drawn against either Party. 14.17. Responsibility for Environmental Contamination Neither Party shall be liable to the other for any costs whatsoever resulting from the presence or release of any environmental hazard that either Party did not introduce to the affected work location. Both Parties shall defend and hold harmless the other, its officers , directors and employees from and against any losses, damages, claims demands, suits liabilities, fines, penalties and expenses (including reasonable attorneys' fees) that arise out of or result from (i) any environmental hazard that the indemnifying Party, its contractors or agents introduce to the work locations or (ii) the presence or release of any environmental hazard for which the indemnifying Party is responsible under applicable law. 14.18. Notices Any notices required by or concerning this Agreement shall be sent to the Parties at the addresses shown below: Qwest Corporation Director - Interconnection Agreements 1801 California Street, Suite 2410 Denver, Colorado 80202 Teton Communications, Inc. 545 S. Utah Circle Idaho Falls, Idaho 83402 Attn: Rick Hafla With a copy to: Owest Legal Department Attention General Counsel-Interconnection 1801 California Street, 10th Floor Denver, Colorado 80202 June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 Each Party shall inform the other of any changes in the above addresses. 14.19. Responsibility of Each Party Each Party is an independent contractor, and has and hereby retains the right to exercise full control of and supervision over its own performance of its obligations under this Agreement and retains full control over the employment, direction compensation and discharge of all employees assisting in the performance of such obligations. Each Party will be solely responsible for all matters relating to payment of such employees, including compliance with social security taxes, withholding taxes and all other regulations governing such matters. Each Party will be solely responsible for proper handling, storage , transport and disposal at its own expense of all (i) substances or materials that it or its contractors or agents bring to, create or assume control over at work locations or, (ii) waste resulting therefrom or otherwise generated in connection with its or its contractors' or agents ' activities at the work locations. Subject to the limitations on liability and except as otherwise provided in this Agreement each Party shall be responsible for (i) its own acts and performance of all obligations imposed by applicable law in connection with its activities legal status and property, real or personal and , (ii) the acts of its own affiliates, employees , agents and contractors during the performance of that Party s obligations hereunder. 14.20. No Third Party Beneficiaries This Agreement does not provide and shall not be construed to provide third parties with any remedy, claim, liability, reimbursement, cause of action , or other privilege. 14.21. Referenced Documents All references to Sections shall be deemed to be references to Sections of this Agreement unless the context shall otherwise require. Whenever any provision of this Agreement refers to a technical reference, technical publication, Paging Provider practice, Qwest practice, any publication of telecommunications industry administrative or technical standards, or any other document specifically incorporated into this Agreement, it will be deemed to be a reference to the most recent version or edition (including any amendments, supplements, addenda, or successors) of such document that is in effect, and will include the most recent version or edition (including any amendments supplements, addenda, successors) of each document incorporated by reference in such a technical reference , technical publication , Paging Provider practice, Qwest practice , or publication of industry standards. The existing configuration of either Party network may not be in immediate compliance with the latest release of applicable referenced documents. June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 14.22. Publicity Neither Party shall publish or use any publicity materials with respect to the execution and delivery or existence of this Agreement without the prior written approval of the other Party. 14.23. Amendment Paging Provider and awest may mutually agree to amend this Agreement in writing. Since it is possible that amendments to this Agreement may be needed to fully satisfy the purposes and objectives of this Agreement, the Parties agree to work cooperatively, promptly and in good faith to negotiate and implement any such additions, changes and corrections to this Agreement. 14.24. Executed in Counterparts This Agreement may be executed in any number of counterparts , each of which shall be deemed an original; but such counterparts shall together constitute one and the same instrument. 14.25. Headings of No Force or Effect The headings of Articles and Sections of this Agreement are for convenience of reference only, and shall in no way define, modify or restrict the meaning or interpretation of the terms or provisions of this Agreement. 14.26. Regulatory Approval The Parties understand and agree that this Agreement will be filed with the Commission for approval. In the event the Commission rejects any portion of this Agreement, renders it inoperable or creates an ambiguity that requires further amendment, the Parties agree to meet and negotiate in good faith to arrive at a mutually acceptable modification. 14.27. Compliance Each Party shall comply with all applicable federal, state, and local laws rules and regulations applicable to its performance under this Agreement. Without limiting the foregoing, awest and Paging Provider agree to take all action necessary to keep and maintain in full force and effect all permits , licenses, certificates, and other authorities needed to perform their respective obligations hereunder. 14.28. Compliance with the Communications Assistance Law Enforcement Act of 1994 ("CALEA" Each Party represents and warrants that any equipment, facilities or services provided to the other Party under this Agreement comply with CALEA. Each Party shall indemnify and hold the other Party harmless June 2005/PagingT1&2/Teton/ID/jld CDS-050615-0001 from any and all penalties imposed upon the other Party for such noncompliance and shall at the non-compliant Party s sole cost and expense, modify or replace any equipment, facilities or services provided to the other Party under this Agreement to ensure that such equipment facilities and services fully comply with CALEA. 14.29 Cooperation The Parties agree that this Agreement involves the provision of Qwest services in ways such services were not previously available and the introduction of new processes and procedures to provide and bill such services. Accordingly, the Parties agree to work jointly and cooperatively in testing and implementing processes for maintenance, provisioning and billing and in reasonably resolving issues which result from such implementation on a timely basis. 14.30. Availability of Other Agreements With regard to the availability of other agreements, the Parties agree that the provisions of Section 252(i) of the Act shall apply, including state and federal , Commission and court interpretive regulations and decisions in effect from time to time. 14.31. Entire Agreement This Agreement constitutes the entire 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 hereof. 15.RESERVED 16.CONSTRUCTION CHARGES 16.1. All rates, charges and initial service periods specified in this Agreement contemplate the provision of network Interconnection services to the extent existing facilities are available. Except for modifications to existing facilities necessary to accommodate Interconnection specifically provided for in this Agreement, Qwest will consider requests to build additional or further facilities for network Interconnection as described in the applicable Section of this Agreement. 16.2. All necessary construction will be undertaken at the discretion of Qwest consistent with budgetary responsibilities, consideration for the impact on the general body of End Users, and without discrimination among the various carriers. 16.3. A quote for Paging Provider s portion of a specific job will be provided to Paging Provider. The quote will be in writing and will be binding for ninety (90) June 2005/PagingT1&2/Teton/ID/jld CDS-050615-0001 business days after the issue date. When accepted Paging Provider will be billed the quoted price and construction will commence after receipt of payment. If Paging Provider chooses not to have Owest construct the facilities, Owest reserves the right to bill Paging Provider for the expense incurred for producing the engineered job design. 16.4. In the event a construction charge is applicable, Paging Provider s service application date will become the date upon which Owest receives the required payment. June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective duly authorized representatives. Teton Communications, Inc.~cd Rick E. Hafla Name Printedffyped secre ~. Treasurer Title 6. ~q- Date Qwest Cor oration * Signature -ItC LT. Christensen Name Printedffyped Director-nterconnection Agreements Title "7 Z oS-- Date June 2005/PagingT1&2/Teton/ID/jld CDS-050615-0001 Paging Type 1 Exhibit A Idaho Select the appropriate type of contract below.EAS Local Traffic Reciprocal For cost docket changes, leave blank:Compensation Election Paging Traffic Entrance Facility & Trunking Charges Analoa Wire Analog Channels, 1-Way In (Land to Mobile)MTZ1X $0.$0. Wire Analog Channels, 1-Way In (Land to Mobile)MTJ1X $0.$0. Diaital Wire Digital Channels, 1-Way In (Larld to Mobile)M4W1X $0. Entrance Facilitv DS1 Level MF31X $0.$0. DS3 Level MF33X $0.$0. Intentionally Left Blank Connectivitv Analog, per Analog Channel CK6AX $0. DS1 Level, per DS1 Facility CK61X $0. DS1 Activated on a DS3 Facility, per DS1 Activated CK61X $0. Channel Penormance Loop Start PM2GG $0. Ground Start PM2HG $0. Loop with Reverse Battery PM2JG $0. Dedicated Transport Recurrina Charaes DSO Over 0 to 8 Miles JZ3T A $0.$0. XU2T1 Over 8 to 25 Miles JZ3TB $0.$0. XU2T2 Over 25 to 50 Miles JZ3TC $0.$0. XU2T3 1.4 Over 50 Miles JZ3TD $0.$0. XU2T4 DS1 Over 0 to 8 Miles JZ3JA $0.$0. XUWJ1 Over 8 to 25 Miles JZ3JB $0.$0. XUWJ2 Over 25 to 50 Miles JZ3JC $0.$0. XUWJ3 2.4 Over 50 Miles JZ3JD $0.$0. XUWJ4 Multiplexing DS1 to DSO MXG1X $0.$0. DS3 to DS1 MXG3X $0.$0. Dial Outpulsina Per Each 1-Wav In or 2-Wav Channel (Land to Mobile) Analog 2-Wire au PAX $0. Analog 4-Wire OUPDX $0. Digital OUPDX $0. Operational Support Systems Development and Enhancements, per Order URCTC $0. Ongoing Maintenance, per Order URCTD $0. Daily Usage Record File, per Record $0.000000 Owest Idaho 1st Revision Teton Communications April 29, 2005 Page 1 of 2 Paging Type 1 Exhibit A Idaho NOTES: Unless otherwise indicated, all rates are pursuant to Idaho Public Utilities Commission dockets listed below: * Type 1 land to pager traffic will be exchanged on a bill and keep basis between the Parties. Qwest Idaho 1st Revision Teton Communications April 29, 2005 Page 2 of 2 Paging Type 2 Exhibit A Idaho Select the appropriate type of contract below.EAS Local Traffic Reciprocal For cost docket changes, leaye blank:Compensation Election Notes Paaina Traffic Entrance Facility and Trunkina Charaes Wire Analoo- Trunk-Side Termination 2A 1-Way-ln Paging P231X $9.$63. Wire Analoa. Trunk-Side Termination 2A 1-Way-ln Paging P431X $17.$63. Wire Digital , Trunk-Side Termination 2A 1-Wav-ln (Paging) Initial P4Y1X $18. Subsequent P4Y1X $18. 2B 1-Wav-ln (Paging) Initial MZW1X $55. Subsequent M6Y1X $1. 1.4 Entrance Facilitv 1.4.DS1 MF31X $24.$50. 1.4.DS3 MF33X $125.$66. Intentionally Left Blank Intentionally Left Blank Intentionally Left Blank Dedicated Transport Recurrina Charaes DSO Over 0 to 8 Miles JZ3TA $5.$0. XU2T1 Over 8 to 25 Miles JZ3TB $5.$0. XU2T2 Over 25 to 50 Miles JZ3TC $5.$0. XU2T3 1.4 Over 50 Miles JZ3TD $5.$0. XU2T4 DS1 Over 0 to 8 Miles JZ3JA $8.$0. XUWJ1 Over 8 to 25 Miles JZ3JB $8.$0.44 XUWJ2 Over 25 to 50 Miles JZ3JC $8.$0.45 XUWJ3 2.4 Over 50 Miles JZ3JD $8.$0.46 XUWJ4 DS3 Over 0 to 8 Miles JZ3KA $61.$4. XUWK1 Over 8 to 25 Miles JZ3KB $65.$5. XUWK2 Over 25 to 50 Miles JZ3KC $62.$6. XUWK3 3.4 Over 50 Miles JZ3KD $62.$6. XUWK4 Intentionallv Left Blank Trunk Routino Rearranaement 2A Direct Final to Alternate Final NRB2F $17. 2A Alternate Final to Direct Final NRB2H $17. MultiDlexina DS1 to DSO MXG1X $63.$46. DS3 to DS1 MXG3X $73.$46. Qwest Idaho 1 st Revision Teton Communications April 21 , 2005 Page 1 of 2 Paging Type 2 Exhibit A Idaho er Order URCTC $5. URCTD $1.40 $0.000419 NOTES: Unless otherwise indicated, all rates are pursuant to Idaho Public Utilities Commission Dockets: Rates are a result of applying a Idaho Transit Factor of 24% Owest Idaho 1 st Revision Teton Communications April 21 , 2005 Page 2 of 2 APPENDIX A - Rates and Charges Description FACILITY CHARGES- All rates and charges are defined in Exhibit A. Type (i)Between the Serving Wire Center serving Paging Provider s P~C and the BOP, subject to Section 2.6.4.Qwest will provide if applicable all facilities including the NAC or Channel Facility, Connectivity, Dial Outpulsing, Channel Performance, Multiplexing and Dedicated Transport at no charge to Paging Provider. (ii) Between the BOP and the end office where the DID numbers reside, subject to Section 2.6.4., Paging Provider shall be obligated to pay for 100 % of the mileage band rates only pursuant to the appropriate Tariff. Type 2 (i)Subject to Section 2., Paging Provider shall be obligated to pay at the rates described in Exhibit A for the portion of the facilities used to deliver Third Party Traffic based on the following Third Party Traffic percentage of 240/0. 1000/0 of the Non recurring charges incurred due to Paging Provider relocation or equipment change will be paid. COMPENSATION FOR DELIVERY OF TYPE 2 QWEST ORIGINATED TRAFFIC All rates and charges are defined in Exhibit A. Flat Rate per Trunk: Pursuant to Section 6 Qwest will compensate Paging Provider on a monthly basis at a flat rate per trunk for delivery of Type 2Qwest originated traffic as follows: Type 2: 6 000 MOU per trunk times Compensable Traffic percentage times .001343 times trunk quantity Flat Rate per Trunk: Pursuant to Section 6 , upon establishment of an actual three (3) month average Minutes of Use (MOU) per trunk group type, Qwest will compensate Paging Provider on a monthly basis at a flat rate per trunk for delivery of Type 2 Qwest originated traffic as follows: Type 2: Average MOU per trunk times Compensable Traffic percentage times .001343 times trunk quantity The Compensable Traffic percentage shall be calculated as follows: Compensable Traffic percentage equals one minus Third Party Traffic percentage. June 2005/PagingT1&2/Teton/lD/jld CDS-050615-0001 APPENDIX B - TYPE 1 PAGING CONNECTION SERVICE QUARTERLY POC FORECAST FORM -- THIS IS NOT AN ORDER FORM -- THIS IS A TWO YEAR FORECAST DATE PREPARED: (update required quarterly) Paging Provider s Point of Connection (POC) (one form required per POC) New POC Existing POC I For Internal Use Only Paging Provider:ACNA: POC Address: City, State, Zip: Switch CLL! Code (associated with NXX): P~C CLL! Code (if assigned) Technical Contact Name: Technical Contact Phone Number: Billing Contact Name: Billing Contact Phone Number: List ALL PAGING DID Numbers associated with this POC: Paaina Provider s EQuipment ReQuirements lcheck appropria~e line(!llDigital Analog 2-wire- 4-wire Trunk Pulsing: Multifrequency (MF) Dial Pulse (DP) Dual Tone Multifrequency (DTMF) Start Signaling: Wink Outpulsing (4-10 digits) Immediate (IMM)Delayed Start Network Channel Interface - Analoa Reverse Battery - 600 ohms Reverse Battery - 900 ohms Loop Start E & M Signaling - Type I E & M Signaling - Type II Network Channel Interface - Diaital: DS3 DS1 AMI + SF DS1 AMI + ANSI ESF DS1 AMI + non-ANSI ESF DS1 BalS + SF DS1 BalS + ANSI ESF DS1 BalS + non-ANSI ESF June 2005/PagingT1 &2/Teton/lD/jld CDS-050615-000 1 APPENDIX B - TYPE 1 PAGING CONNECTION SERVICE QUARTERLY POC FORECAST FORM Year 1 Year 2 Busy Season: Average Busy Hour Minutes of Use Average Busy Hour Number of Messages For Internal Use Only: Prepared by:Date: Title:Telephone Number: Please attach additional major network project information to this forecast, per Section 2 of th~ Agreement Mail completed form to:Qwest Type 1 Forecast Manger 700 W Mineral Ave., MTD28. Littleton, CO 80120 June 2005/PagingT1 &2/TetonIlD/jld CDS-050615-0001 APPENDIX B - TYPE 1 PAGING CONNECTION SERVICE IN ITIAL POC FORECAST FORM -- THIS IS NOT AN ORDER FORM -- THIS IS A TWO YEAR FORECAST DATE PREPARED:(update required quarterly) Paging Provider s Point of Connection (POC) (one form required er POCNew POC For Internal Use Only Existing POC Paging Provider:ACNA: POC Address: City, State, Zip: Switch CLL! Code (associated with NXX): P~C CLL! Code (if assigned) : Technical Contact Name: Technical Contact Phone Number: Billing Contact Name: Billing Contact Phone Number: List ALL PAGING DID Numbers associated with this POC: Paging Provider s EQuipment ReQuirements lcheck appropriate line(!llDigital Analog 2-wire- 4-wire Trunk Pulsing: Multifrequency (MF) Dial Pulse (DP) Dual Tone Multifrequency (DTMF) Start Signaling: Wink Outpulsing (4-10 digits) Immediate (IMM)Delayed Start Network Channel Interface - Analog Reverse Battery - 600 ohms Reverse Battery - 900 ohms Loop Start E & M Signaling - Type I E & M Signaling - Type II Network Channel Interface - Digital: DS3 DS1 AMI + SF DS1 AMI + ANSI ESF DS1 AMI + non-ANSI ESF DS1 B8ZS + SF DS1 B8ZS + ANSI ESF DS1 B8ZS + non-ANSI ESF June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 APPENDIX B - TYPE 1 PAGING CONNECTION SERVICE iNiTiAL POC FORECAS FORM Year Year 2 Busy Season: Average Busy Hour Minutes of Use Average Busy Hour Number of Messages For Internal Use Only: Prepared by:Date: Title:Telephone Number: Please attach additional major network project information to this forecast, per Section 2 of th~ Agreement Mail completed form to:awest Type 1 Forecast Manger 700 W Mineral Ave., MTD28. Littleton, CO 80120 June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-000 1 APPENDIX B - TYPE 2 PAGING CONNECTION SERVICE INITIAL POC FORECAST FORM -- THIS IS NOT AN ORDER FORM -- THIS IS A TWO YEAR FORECAST DATE PREPARED:(update required quarterly) Paging Provider s Point of Connection (POC) (one form required per POC) New POC Existing POC For Internal Use Only Paging Provider:ACNA: POC Address: City, State, Zip: Switch ClL! Code (associated with NXX): pac ClL! Code (if assigned) : Technical Contact Name: Technical Contact Phone Number: Billing Contact Name: Billing Contact Phone Number: List All PAGING NXX's associated with this POC: (Type 2 Paging Service is only available to NXX's and associated POCs located within the geographical serving area of the respective Qwest local and lATA/Toll Tandems) Paging Provider s Equipment Requirements .(check appropriate line(!ll Trunk Pulsing Multifrequency (MF-Wink Start) Common Channel Signaling (SS7) Digits Required (4-10 digits): . . Network Channel Interface - Digital only (if DS3, identify both DS3 and DS1 level):DS3 DS1 AMI + SF DS1 AMI + ANSI ESF DS1 AMI + non-ANSI ESF DS1 B8ZS + SF DS1 B8ZS + ANSI ESF DS1 B8ZS + non-ANSI ESF June 2005/PagingT1 &2/TetonIlD/jld CDS-050615-0001 APPENDIX B - TYPE 2 PAGING CONNECTION SERVICE INITIAL POC FORECAST FORM Usage Forecast - EAS Traffic Year Year 2 Busy Season: Average Busy Hour Minutes of Use Average Busy Hour Number of Messages For Internal Use Only: Equivalent Trunks:Year 1 Year 2 Usage Forecast - Toll Traffic Year Year 2 Busy Season: Average Busy Hour Minutes of Use Average Busy Hour Number of Messages For Internal Use Only: Prepared by:Date: Title:Telephone Number: Please attach additional major network project information to this forecast, per Section 4.2 of the Agreement Mail completed form to:Qwest Type 2 Forecast Manager 700 W Mineral Ave., MTD28. Littleton, CO 80120 June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001 APPENDIX B - TYPE 2 PAGING CONNECTION SERVICE QUARTERLY POC FORECAST FORM -- THIS IS NOT AN ORDER FORM -- THIS IS A TWO YEAR FORECAST DATE PREPARED:(update required quarterly) Paging Provider s Point of Connection (POC) (one form required per POC) New POC Existing POC For Internal Use Only Paging Provider:ACNA: POC Address: City, State, Zip: Switch CLL! Code (associated with NXX): pac CLL! Code (if assigned) : Technical Contact Name: Technical Contact Phone Number: Billing Contact Name: Billing Contact Phone Number: List ALL PAGING NXX's associated with this POC: (Type 2 Paging Service is only available to NXX's and associated POCs located within the geographical serving area of the respective Qwest Local and LATA/Toll Tandems) Paaina Provider s Equipment Requirements lcheck appropriate line(!ll Trunk Pulsing Multifrequency (MF-Wink Start) Common Channel Signaling (SS7) Digits Required (4-10 digits): Network Channel Interface - Digital only (if DS3, identify both DS3 and DS1 level):DS3 DS1 AMI + SF DS1 AMI + ANSI ESF DS1 AMI + non-ANSI ESF DS1 B8ZS + SF DS1 B8ZS + ANSI ESF DS1 B8ZS + non-ANSI ESF June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-000 1 APPENDIX B - TYPE 2 PAGING CONNECTION SERVICE QUARTERLY POC FORECAST FORM Usage Forecast - EAS Traffic Year 1 Year 2 Busy Season: Average Busy Hour Minutes of Use Average Busy Hour Number of Messages For Internal Use Only: Equivalent Trunks:Year 1 Year 2 Usage Forecast - Toll Traffic Year Year 2 Busy Season: Average Busy Hour Minutes of Use Average Busy Hour Number of Messages For Internal Use Only: Prepared by:Date: Title:Telephone Number: Please attach additional major network project information to this forecast, per Section 5.3 of the Agreement Mail completed form to:Qwest Type 2 Forecast Manager 700 W Mineral Ave" MTD28. Littleton, CO 80120 June 2005/PagingT1 &2/Teton/lD/jld CDS-050615-0001 APPENDIX C SAMPLE INVOICE (Paging Provider Name) (Street Address) (City, State and Zip Code) (Phone Number) REIMBURSEMENT FOR TERMINATING TYPE 2 QWEST ORIGINATED TRAFFIC Invoice Number: State: Billing Period: 1. Number of Type 2 Trunks2. MOU per Trunk 3. Rate per Type 2 Trunk 4. Compensable Traffic Factor 5. Reimbursement Due Type 2 Trunks (1 *2*3*4) 6. Applicable Taxes 7. Total Reimbursement (quantity J 6000 (insert rate J (insert factor J June 2005/PagingT1 &2/Teton/ID/jld CDS-050615-0001