20101104Amendment.pdf

Qwest
1600 7th Avenue, Room 3206
Seattle, Washington 98191
[phone]Facsimile [phone]
i: fJ
2010 NOV -4 AM 9: l 9
Qwest~
Spirit of Service~
Maura E. Peterson
Paralegal
Regulatory Law
Via Overnight delivery
November 3, 2010
Jean Jewell, Secretary
Idaho Public Utilities Commission
472 West Washington Street
P.O. Box 83720
Boise, Idaho 83720-0074
Re: Case No. QWE-T-08-09
Application for Approval of Amendment to the Interconnection Agreement
QuantumShift Communications, Inc. dba vCom Solutions
Dear Ms. Jewell:
Enclosed for fiing with this Commission on behalf of Qwest Corporation is an original and
three (3) copies of the Application for Approval of Amendment to the Interconnection
Agreement. Qwest respectfully requests that this matter be placed on the Commission
Decision Meeting Agenda for expedited approvaL.
Please contact me if you have any questions concerning the enclosed. Thank you for your
assistance in this ter.
mep
Enclosure
cc: Service list
AdamL. Sherr (WSBA# 25291)
Qwest
1600 7th Ave, Room 1506
Seattle, WA 98191
Telephone: [phone]
Facsimile: [phone]
Adam. sherr(Q q west.com
RECEI r;.
20m NOV -4 Ar~ 9: 19
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
APPLICATION OF QWEST
CORPORATION FOR APPROVAL OF
AN INTERCONNECTION AGREEMENT
rURSUANT TO 47 U.S.c. §252(e)
CASE NO.: QWE- T -08-09
APPLICATION FOR APPROVAL OF
AMENDMENT TO THE
INTERCONNCTION AGREEMENT
Qwest Corporation ("Qwest") hereby files this Application for Approval of Amendment
to the Interconnection Agreement ("Amendment"), which was approved by the Idaho Public
Utilities Commission on December 3, 2008 (the "Agreement"). The Amendment with
QuantumShift Communications, dba vCom Solutions ("QuantumShift,,) is submitted herewith.
This Amendment was reached through voluntary negotiations without resort to mediation
or arbitration and is submitted for approval pursuant to Section 252(e) of the Communications
Act of 1934, as amended by the TelecommunicatiQns Act of 1996 (the "Act").
Section 252(e)(2) of the Act directs that a state Commission may reject an amendment
reached through voluntary negotiations only if the Commission finds that: the amendment (or
portiones) thereof) discriminates against a telecommunications carrer not a pary to this
agreement; or the implementation of such an amendment (or portion) is not consistent with the
public interest, convenience and necessity.
Qwest respectfully submits this Amendment provides no basis for either of these
findings, and, therefore requests that the Commssion approve this Amendment expeditiously.
This Amendment is consistent with the public interest as identified in the pro-competitive
policies of the State of Idaho, the Commission, the United States Congress, and the Federal
Communications Commssion. Expeditious approval of this Amendment wil enable
APPLICATION FOR APPRO V AL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT - Page 1
Qwest Local Services Platform Agreement
QuantumShift to interconnect with Qwest facilities and to provide customers with increased
choices among local telecommunications services.
Qwest further requests that the Commission approve this Amendment without a hearing.
Because this Amendment was reached through voluntary negotiations, it does not raise issues
requiring a hearing and does not concern other parties not a pary to the negotiations.
Expeditious approval would further triUbliC interest.
Respectfully submitted thiO_ day of November, 2010.
~Adam L. err
Attorney for Qwest
::
APPLICATION FOR APPRO V AL OF AMNDMENT TO THE INTERCONNCTION AGREEMENT - Page 2
Qwest Local Services Platform Agreement
CERTIFICATE OF SERVICE
I hereby certify that on this 2fP day of November, 2010, I served the foregoing
APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION
AGREEMENT upon all paries of record in this matter as follows:
Jean Jewell, Secretary
Idaho Public Utilities Commission
472 West Washington Street
P.O. Box 83720
Boise, Idaho 83720-0074
¡¡ewell (Qpuc.statejd.us
Hand Deli very
U. S. Mail
-X Overnight Delivery
Facsimile
Email I.¡
Jenna Brown
Director, Regulatory Affairs
12657 Alcosta Blvd., Suite 418
San Ramon, CA 94583
415209-7044 Phone
925415-1458 Fax
¡brown (Q vcomsolutions.com
_ Hand Delivery
_x_ U. S. Mail
Overnight Delivery
Facsimile
Email
~~t.::%o..
:P:i
..
Paralegal,
APPLICATION FOR APPRO V AL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT - Page 3
Qwest Local Services Platform Agreement
OocuSign Envelope 10: BBOBCFEB-A7F5-485F-926B-FB7A4F530790
QWEST LOCAL SERVICES PLATFORMTM AGREEMENT
lBJBNUV - f, , JiN '..
This Qwest Local Services Platform™ ("QLSpTM") Agreement, together with the Attachments hereto and'"a(ëlS~ê~U
incorporated herein by reference ("Agreement") is between Qwest Corporation ("Qwest"), a Col ppçpoç~tion, and
QuantumShift Communications, Inc. dba vCom Solutions ("CLEC"), (each identified for p~Jl ,.; !~~nt "in
the Signature blocks below, and referred to separately as a "Part" or collectively as the "Parties"). e'ritñê¡ifif~)N
have read and agree to the terms and conditions set forth in this Agreement.
Qwest Corporation:QuantumShift Communications, Inc. dba vCom
Solutions:
By:
Name:
Title:
Date:
IlE9FC68BD57454....J r (j1v~By:
Name: Sameer Hilal
Title: COODirector - Wholesale Contracts
10/6/2010
Date:10/5/2010
NOTICE INFORMATION: Ailwritten notices required under this Agreement shall be sent to the following:
Qwest Corporation
Director - Interconnection Agreements
1801 California Street, 24th Floor
Denver, CO 80202
Phone: [phone]
Fax: [phone]
Email: intagreeOCgwest.com
With copy to:
Qwest Law Department - Wholesale
1801 California Street, 10th Floor
Denver, CO 80202
Phone: [phone]
Email: Legal.nterconnectionOCgwest.com
CLEC:
QuantumShift Communications, Inc. dba vCom Solutions
Jenna Brown - Director, Regulatory Affairs
12657 Alcosta Blvd., Suite 418
San Ramon, CA 94583
Phone: [phone]
Fax: [phone]
E-mail: jbrownOCvcomsolutions.com
APPLICABLE STATES:
Qwest agrees to offer and CLEC intends to purchase Service in
the states indicated below by CLEC's signatory initialing (or an
"X") on the applicable blanks. Note: If CLEC chooses to
indicate Washington, CLEC must select only one (1) of the
Washington Service offerings. CLEC may not change its
Washington selection after this Agreement is executed.
-L South Dakota
-L Utah
Washington 7.0 (with Commercial Performance
Measures and Reporting, Performance Targets and
Service Credits, as described in Section 7.0 of
Attachment 2 to this Agreement); or
-L Arizona
-L Colorado
-L Idaho
-L Iowa
-L Minnesota
-L Montana
-L Nebraska
-L New Mexico
-L North Dakota
-L Oregon
.. Washington 8.0 (with Service Performance Measures
and Reporting and Performance Assurance Plan
(PID/PAP) for Washington only, as described in Section
8.0 of Attachment 2 to this Agreement).
.. Wyoming
1 0-04-1 O/cac/OuantumShift dba vCom Owest OLSpTM MSA - (v8-20-10) Page.1 of 11
AZ-100916-0001; CO-100916-Q002; IA-100916-0003; 10-100916-0004; MN-100916-0005; MT-100916-Q006; NO-100916-0007; NE-100916-Q008;
NM.100916-0009; OR-100916-0010; SO-100916-0011; UT-100916-0012; WA-100916-0013; WY-100916-Q014
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
WHEREAS, CLEC desires to purchase from Qwest certin combinations of Network Elements, ancilary functions, and additional
features, including without limitation, the local Loop, Port, switching, and Shared Transport.
1. Definitions. Capitalized terms used herein are defined in
Attachment 1.
Now, therefore, in consideration of the terms and conditions contained herein, CLEC and Qwest mutually agree as follows:
2. Effective Date. This Agreement is effectve upon the
later of (i) January 4, 2011 or (ii) the date that it is fully executed by all
of the Parties ("Effective Date").
2.1 CLEC's Qwest Platform Plus™ Master Services Agreement,
if any, is terminated immediately upon execution of this Agreement,
and Qwest wil provide CLEC local platform services only pursuant to
the terms and conditions of this Agreement. The effective biling date
for QLSP services wil be the latest date of execution by the Parties.
3. Term. The term of this Agreement begins on the
Effective Date and continues through December 31, 2013. In the
event that at the expiration of this Agreement CLEC has any remaining
Customers served under this Agreement, Qwest may immediately
convert CLEC to an equivalent alternative service at market-based
wholesale rates.
4. Scope of Agreement; Service Provisioning; Controllng
Documents; Change of Law; Eligibilty for Services under this
Agreement; Non-Applicabilty of Chanae Management Process.
4.1 The Services ("Services") described in this Agreement wil
only be provided in Qwests incumbent LEC service terrtory in the
states of Arizona, Colorado, Idaho, Iowa, Minnesota, Montana,
Nebraska, New Mexico, North Dakota, Oregon, South Dakota, Utah,
Washington and Wyoming.
4.2 In the event of a conflict in any term of any documents that
govern the provision of Services hereunder, the following order of
precedence wil apply in descending order of control: an Attachment,
Rate Sheet, this Agreement, and any effective Order Form hereunder.
The Parties agree that the Services offered and purchased under this
Agreement are subject . to compliance with Applicable Law and
obtaining any domestic or foreign approvals and authorizations
required or advisable.
4.3 The provisions in this Agreement are intended to be in
compliance with and based on the existing state of Applicable Law,
including but not limited to Federal rules, regulations, and laws, as of
the Effective Date ("Existing Rules"). Nothing in this Agreement shall
be deemed an admission by Qwest or CLEC concerning the
interpretation or effect of the Existing Rules or an admission by Qwest
or CLEC that the Existing Rules should not be changed, vacated,
dismissed, stayed or modified. Nothing in this Agreement shall
preclude or estop Qwest or CLEC from taking any position in any
forum conceming the proper interpretation or effect of the Existing
Rules or concerning whether the Existing Rules should be changed,
vacated, dismissed, stayed or modified.
4.4 If any change in Applicable Law materially impairs a. Party's
abilty to perform or obtain a benefit under this Agreement, both Parties
agree to negotiate in good faith such changes as may be necesary to
address such material impairment.
4.5 To receive services under this Agreement, CLEC must be' a
certified CLEC under Applicable Law. CLEC may not purchase or
utilize Services covered under this Agreement for its own
administrative use or for the use by an Affliate.
4.6 Except as otherwise provided in this Agreement, the Parties
agree that Services provided under this Agreement are not subject to
the Qwest Wholesale Change Management Process ("CMP"), Qwests
Performance Indicators ("PID"), Performance Assurance Plan ("PAP"),
or any other wholesale service quality standards, or liquidated
damages and remedies. Except as otherwise provided, CLEC hereby
waives any rights it may have under the PID, PAP and all other
wholesale service quality standards to liquidated damages, and
remedies with respect to Services provided pursuant to this
Agreement. Any GLEC-proposed changes to the attributes of any
Service or process enhancements wil be communicated through the
standard account inte,rfaces. Change requests common to shared
systems and processes subject to CMP wil continue to be addressed
via the CMP procedures.
5. CLEC Information. CLEC agrees to work with Qwest in
good faith to promptly complete or update, as appliCable, Qwests
"New Customer Questionnaire" to the extent that CLEC has not
already done so, and CLEC shall hold Owest harmless, for any
damages to or claims from CLEC caused by CLEC's failure to promptly
complete or update the questionnaire.
6. Financial Terms.
6.1 The description of the Service and applicable rates are set
forth in the Attchments hereto and Rate Sheets. The Parties agree
that the reference rates are just and reasonable.
6.2 Taxes. Fees. and other Governmental Impositions.
All charges for Service provided herein are exclusive of any federal,
state, or local sales, use, excise, gross receipts, transaction or similar
taxes, fees or surcharges ("Tax" or "Taxes"). Taxes resulting from the
performance of this Agreement shall be borne by the Part upon which
the obligation for payment is imposed under Applicable law, even if
the obligation to collect and remit such Taxes is placed upon the other
Part. However, where the sellng Party is specifically permitted by
Applicable Law to collect such Taxes from the purchasing Party, such
Taxes shall be bome by the Part purchasing the services. Taxes
shall be biled as a separate item on the invoice in accordance with
Applicable Law. The Part biling such Taxes shall, at the written
request of the Part being biled, provide the biled Part with detailed
information regarding biled Taxes, including the applicable Tax
jurisdiction, rate, and base upon which the Tax is applied. If either
Part (the Contesting Party) contests the application of any Tax
collected by the other Party (the Collecting Party), the Collecting Part
shall reasonably cooperate in good faith with the Contesting Parts
challenge, provided that the Contesting Party pays all reasonable costs
incurred by the Collecting Part. The Contesting Part is entitled to the
benefi of any refund or recovery resulting from the contest, provided
that the Contesting Party has paid the Tax contested. If the
purchasing Part provides the sellng Part with a resale or other
exemption certifcate, the sellng Part shall exempt the purchasing
Part if the sellng Part accpts the certificate in good faith. If a Part
becomes aware that any Tax is incorrectly or erroneously collected by
that Part from the other Part or paid by the other Party to that Part,
the Part that received such Tax shall refund the incorrectly or
erroneously collected Tax or paid Tax to the other Part.
6.3 Each Party is solely responsible for any tax on its corporate
existence, status or income and each Part shall be solely responsible
for all taxes on its own business, the measure of which is its own net
income or net worth and shall be responsible for any related tax filings,
payment, protest, audit and litigation. Each Part shall be solely
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AZ-100916-0001; CO-100916-0002; IA-100916"0003; ID-100916-000; MN-100916-0005; MT-100916-0006; ND-100916-0007; NE-100916-0008;
NM-100916-Q009; OR-100916-010; SD-100916-0011; UT-100916-Q012; WA-100916-Q013; WY-100916-Q014
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
responsible for the biling, collection and proper remittance of all
applicable Taxes relating to its own services provided to its own
Customers.
7. Intellectual Property.
7.1 Except for a license to use any facilities or equipment
(including softare) solely for the purposes of this Agreement or to
receive Service solely as provided in this Agreement or as specifcally
required by the then-applicable federal rules and regulations relating to
Services provided under thís Agreement, nothing contained in this
Agreement shall be construed as the grant of a license, either express
or implied, with respect to any patent, copyright, trade name,
trademark, service mark, trade secret, or other proprietary interest or
intellectual propert, now or hereafter owned, controlled or licensable
by either Party. Neither Part may use any patent, copyright, trade
name, trademark, service mark, trade secret, nor other proprietary
interest or intellectual propert, now or hereafter owned, controlled or
licensable by either Part without execution of a separate written
agreement between the Parties.
7.2 Subject to the general Indemnity provisions of this
Agreement, each Party (an Indemnifying Party) shall indemnify and
hold the other Party (an Indemnified Party) harmless from and against
any loss, cost, expense or liability arising out of a claim that the
services provided by the Indemnifying Part provided or used pursuant
to the terms of this Agreement misappropriate or otherwise violate the
intellectual property rights of any third party. The obligation for
indemnification recited in this paragraph shall not extend to
infringement which results from:
A. any combination of the facilties or services of the
Indemnifying Party with facilties or services of any other Person
(including the Indemnified Part but excluding the Indemnifying
Part and any of its Affliates), which combination is not made by
or at the direction of the Indemnifying Part or is not reasonably
necessary to CLEC's use of the Services offered by Qwest under
this Agreement; or
B. any modification made to the facilities or services of the
Indemnifying Part by, on behalf of, or at the request of the
Indemnifed Part and not required by the Indemnifying Part.
7.3 In the event of any claim, the Indemnifying Part may, at its
sole option, obtain the right for the Indemnified Part to continue to use
any infringing facility or service or replace or modify any infringing
facilty or service to make such facility or service non-infringing;
7.4 If the Indemnifying Part is not reasonably able to obtain the
right for continued use or to replace or modify the facilty or service as
provided above and either the facilty or service is held to be infringing
by a court of competent jurisdiction or the Indemnifying Party
reasonably believes that the facilty or service wil be held to infringe,
the Indemnifying Party wil notify the Indemnified Part and the Parties
wil negotiate in good faith regarding reasonable modifications to this
Agreement necessary to mitigate damage or comply with an injunction
which may result frm such infringement or allow cessation of further
infringement.
7.5 The Indemnifying Party may request that the Indemnified
Part take steps to mitigate damages resulting from the infringement or
alleged infringement including, but not limited to, accpting
modifications to the facilties or services, and such request shall not be
unreasonably denied.
7.6 To the extent required under Applicable Law, Qwest shall
use commercially reasonable efforts to obtain, from its vendors who
have licensed intellectual property rights to Qwest in connection with
Services provided hereunder, licenses under such intellectual property
rights as necessary for CLEC to use such Services as contemplated
hereunder and at least in the same manner used by Owest for the
Services provided hereunder. Qwest shall notifyCLEC immediately in
the event that Qwest believes it has used its commercially reasonable
efforts to obtain such rights, but has been unsuccessful in obtaining
such rights. Nothing in this subsection shall be construed in any way
to conditon, limit, or alter a part's indemnifcation obligations under
Section 7.2, preceding.
7.7. Neither Party shall without the express wrtten permission of the
other Part, state or imply that it is connected, or in any way affliated
with the other or its Affliates; it is part of a joint business assQciation or
any similar arrangement with the other or its Affliates; the other Party
and its Affliates are in any way sponsoring, endorsing or certifyng it
and its goods and services; or with respect to its marketing, advertising
or promotional activities or materials, state or imply that the services
are in any way associated with or originated from the other Party or
any of its Affliates. In addition, CLEC, including its employees,
representatives and agents, wil not state or otherwise indicate, directly
or indirectly, to its end-users or prospective end-users: (a) that they wil
be Qwest customers or that they may obtain Qwest service from CLEC
or (b) that CLEC has or the end-user wil have any relationship with
Qwest. Without limiting the. foregoing, CLEC must not use a name,
trademark, service mark, copyright or any other intellectual propert
owned by Qwest or its Affliates, except that CLEC may communicate
that Qwest is one of the underlying carriers from which CLEC
purchases services ifCLEC has obtained the prior written consent of
the Qwest Law Department. This is a non-exclusive agreement.
Nothing in this Agreement prevents Qwest from offering. to sell or
sellng any services to other parties.
7.8 Nothing in this Section prevents either Part from truthfully
describing the' Services it uses to provide service to its End User
Customers, provided it does not represent the Services as originating
from the other Part or its Affliates or otherwise attempt to sell its End
User Customers using the name of the other Party or its Affliates.
Qwests name and the names of its affliates are proprietary' and
nothing in this Agreement constitutes a license authorizing their use,
and in no event wil CLEC, including its employees, representatives
and agents, attempt to sell any Services to its end-users using the
name, brand or identity of Qwest or Qwests Affliates iO any way.
7.9 Because a breach of the materil provisions of this Section 7
may cause irreparable harm for which monetary damages may be
inadequate, in addition to other available remedies, the non-breaching
Party may seek injunctive relief.
8. Financial Responsibilty, Payment and Security.
8.1 Payment Obligation. Amounts payable under this
Agreement are due and payable within thirt (30) Days after the date of
invoice ("Payment Due Date"). If the Payment Due Date falls on a
Sunday or on a holiday which is observed on a Monday, the payment
date wil be the first non-holiday day following such Sunday or holiday.
If such a payment date falls on a Saturday or on a holiday which is
observed on Tuesday, Wednesday, Thursday or Friday, the payment
date shall be the last non-holiday day preceding such Saturday or
holiday. For invoices distributed electronically, the date of the invoice
date is the same as if the invoice were biled on paper, not the date the
electronic delivery occurs. If CLEC fails to make payment on or before
the Payment Duè Date, Qwest may invoke all available rights and
remedies.
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AZ-100916-0001; CO-100916-Q02; IA-100916-Q003; 10-100916-0004; MN-100916-0005; MT-100916-0006; ND-100916-Q007; NE-100916-0008;
NM-100916-0009; OR-100916-0010; SD-100916-0011; UT-100916-0012; WA-100916-0013; WY-100916-0014
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
8.2 Cessation of Order Processing. Qwest may discontinue
processing orders for Services for any breach by CLEC of this
Agreement, including without limitation, the faÎlure of CLEC to make full
payment for Services, less any good faith disputed amount as provided
for in this Agreement, within thirt (30) Days following the Payment
Due Date; provided that Qwest has first notified CLEC in writing at
least ten (10) business days prior to discontinuing the processing of
orders for Services. If Qwest does not refuse to àccept additional
orders for Services on the date specified in the ten (10) business days
notice, and CLEC's non-eompliance continues, nothing contained
herein shall preclude Qwesl's right to refuse to accept additional orders
for Services from CLEC without further notice. For order processing to
resume, CLEC will be required to cure any breach and make full
payment of all past-duecharges for Services not disputed in good faith
under this Agreement, and Qwest may require a deposit (or recalculate
the deposit) pursuant to Section 8.5. In addition to other remedies that
may be available at law or equity, Qwest reserves the right to seek
equitable relief including injunctive relief and specific performance.
8.3 Disconnection. Qwest may disconnect any Services
provided under this Agreement for any breach by CLEC of this
Agreement that is not cured by CLEC in accordance with Section 11
herein, including without limitation, failure by CLEC to make full
payment for such Services, less any good faith disputed amount as
provided for in this Agreement, within sixty (60) Days following the
Payment Due Date provided that Qwest has first notified CLEC in
writing at least ten (10) business days prior to disconnecting Services.
CLEC wil pay the applicable charge set forth in the Rate Sheet
required to reconnect Services for each End User Customer
disconnected pursuant to this Section 8.3. In case of such
disconnection, all applicable undisputed charges, including termination
charges, will become due and payable. If Qwest does not disconnect
CLEC's Service 00 the date specified in the ten (10) business days
notice, and CLEC's. noncompliance continues, nothing contained
herein shaii preclude Qwesl's right to disconnect any or all Services.
For reconnection of the Service to occur, CLEC wil be required to
make full payment of all past and current undisputed charges under
this Agreement for Services and Qwest may require a deposit (or
recalculate the deposit) pursuant to Section 8.5. In addition to other
remedies that may be available at law or equity, Qwest reserves the
right to seek equitable relief, including injunctive relief and specific
performance. Notwithstanding the foregoing, Qwest will not effect a
disconnection pursuant to this Section 8.3 in such manner that CLEC
may not reasonably comply with Applicable Law concerning End User
Customer disconnection and notification, provided that, the foregoing is
subject to CLEC's reasonable dilgence in effecting such compliance.
8.4 Billng Disputes. Should CLEC dispute, in good faith, and
withhold payment on any portion of the charges under this Agreement,
CLEC wil notify Qwest in writing within fifteen (15) Days following the
Payment Due Date identifying the amount, re.ason and rationale of
such dispute. At a minimum, CLEC wil pay all undisputed amounts
due to Qwest. Both CLEC and Qwest agree to expedite the
investigation of any disputed amounts; promptly provide reasonably
requested documentation regarding the amount disputed, and work in
good faith in an effort to resolve and settle the dispute through informal
means prior to invoking any other rights or remedies.
A. If CLEC disputes charges and does not pay such charges by
the Payment Due Date, such charges maybe subject to late
payment charges. If the disputed charges have been withheld
and the dispute is resolved in favor of Qwest, CLEC will pay the
disputed amount and applicable late payment charges no later
than the next Bil Date following the resolution. CLEC may not
continue to withhold the disputed amount following the initial
resolution while pursuing further dispute resolution. If the
disputed charges have been withheld and the dispute is resolved
in favor of CLEC, Qwest wil credit CLEC's bil for the amount of
the disputed charges and any late payment charges that have
been assessed no later than the second Bil Date after the
resolution of the dispute.
B. If CLEC pays the disputed charges and the dispute is
resolved in favor of Qwest, no further action is required. If CLEC
pays the charges disputed at the time of payment or at any time
thereafter, and the dispute is resolved in favor of the CLEC,
Qwest will adjust the Billing, usually within two Biling cycles after
the resolution of the dispute, as follows: Qwest will credit the
CLEC's bil for the disputed amount and any associated interest;
or if the disputed amount is greater than the bil to be credited,
pay the remaining amount to CLEC.
C. The interest calculated on the disputed amounts will be the
same rate as late payment charges. In no event, however, wil
any late payment charges be assessed on any previously
assessed late payment charges.
D. If CLEC fails to dispute a rate or charge within 60 Days
following the invoice date on which the rate or charge appeared,
adjustment wil be made on a going-forward basis only, beginning
with the date of the dispute.
8.5 Security Deposits. In the event of a material adverse
change in CLEC's financial condition subsequent to the Effective Date
of this Agreement, Qwest may request a security deposit. A "material
adverse change in fihancial condition" means CLEC is a new CLEC
with no established credit history, or is a CLEC that has not
established satisfactory credit with Qwest, or the Part is repeatedly
delinquent in making its payments, or is being reconnected after a
disconnection of Service or discontinuance of the processing of orders
by Qwest due to a previous failure' to pay undisputed charges in a
timely manner or due to the failure by CLEC to cure a breach of this
Agreement in a timely manner. Qwest may require a deposit to be
held as security for the payment of charges before the orders from
CLEC wil be provisioned and completed or before reconnection of
Service. "Repeatedly Delinquent" means any payment of a material
amount of total monthly Billng under this Agreement received after the
Payment Due Date, three (3) br more times quring the last twelve (12)
month period. The deposit may not exceed the estimated total monthly
charges for a two (2) month period based upon recent Billng. The
deposit may be an irrevocable bank letter of credit, a letter of credit
with terms and conditions acceptable to Qwest, or some other form of
mutually acceptable security such asa cash deposit. The deposit may
be adjusted by CLEC's actual monthly average charges, payment
history under this Agreement, or other relevant factors, but in no event
will the security deposit exceed five milion dollars ($5,000,000.00).
Required deposits are due and payable within thirt (30) Days after
demand and non-payment is subject to the terms and provisions of
Section 8.2 and Section 8.3 of this Agreement.
8.6 Interest on Deposits. Any interest earned on cash deposits
wil be credited to CLEC in the amount actually earned or at the rate
set forth in Section 8.7 below, whichever is lower, except as otherwse
required by law, provided that, for elimination of doubt, the Parties
agree that such deposits are not subject to state laws or regulations
relating to consumer or End User Customer cash deposits. Cash
deposits and accrued interest, if applicable, will be credited to CLEC's
account or refunded, as appropriate, upon the earlier of the expiration
of the term of this Agreement or the establishment of satisfactory credit
with Qwest, which will generally be one full year of consecutive timely
payments of undisputed amounts in full by CLEC. Upon a material
change in financial standing, CLEC may request, and Qwest will
consider, a recalculation of the deposit. The fact that a deposit has
been made does not relieve CLEC from any requirements of this
Agreement.
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NM-100916-Q009; OR-100916-0010; SD-100916-0011; UT-100916-0012; WA-100916-Q013; WY-100916-0014
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
8.7 Late Payment Charge. If any portion of the payment is
received by Qwest after the Payment Due Date, or if any portion of the
payment is received by Qwest in funds that are not immediately
available, then a late payment charge will be due to Qwest. The late
payment charge is the portion of the payment not received by the
Payment Due Date multiplied by a late factor. The late factor is the
lesser of (i) the highest interest rate (in decimal value) which may be
levied by law for commercial transactions, compounded daily for .the
number of Days from the Payment Due Date to and including the date
that the CLEC actually makes the payment to Qwest; or (ii) 0.000407
per Day, compounded daily for the number of Days from the Payment
Due Date to and including the date that theCLEC actually makes the
payment to Qwest.
8.8 CLEC must not remit payment for the Services with funds
obtained through the American Recovery and Reinvestment Act (or
ARRA) or other similar stimulus grants or loans that would obligate
Qwest to provide certain information or perform certain functions
unless those functions and obligations are specifically agreed to by the
parties in ttiis Agreement or in an amendment to this Agreement.
9. Conversions. If CLEC is obtaining services from
Qwest under an arrangement or agreement that includes the
application of termination liabilty assessment (TLA) or minimum period
charges, and if CLEC wishes to convert such services to a Service
under this Agreement, the conversion of such services wil not be
delayed. due to the applicability of TLA or minimum period charges.
The applicabilty of such charges is governed by the terms of the
original agreement, Tariff or arrangement. Nothing herein will be
construed as expanding the rights otherwise granted by this
Agreement or by law to elect to make such conversions.
10. Customer Contact. CLEC, or CLEC's authorized agent,
are the single point of contact for its End User Customers' service
needs, including without limitation, sales, service design, order taking,
Provisioning, change orders, training, maintenance, trouble reports,
repair, post-sale servicing, Bimng, collection and inquiry. CLEC wil
inform its End User Customers that they. are End User Customers of
CLEC. CLEC's End User Customers contacting Qwest wil be
instrcted to contact CLEC, and Qwests. End User Customers
contacting CLEC wil be instructed tocontact Qwest. In responding to
calls, neither Party wil make disparaging remarks about the other
Part. To the extent the correct provider can be determined,
misdirected calls received by either Part wil be referred to the proper
provider of Local Exchange Service; however, nothing in this
Agreement shall be deemed to prohibit Qwest or CLEC from
discussing its products and services with CLEC's or Qwests End User
Customers who call the other Part.
10.1 In the event Qwest terminates Service to CLEC for any
reason, CLEC wil provide any and all necessary notice to its End User
Customers of the termination. In no case wil Qwestbe responsible for
providing such notice to CLEC's End User Customers.
11. Default and Breach. If either Part defaults in the payment
of any amount due hereunder, 6r if either Part violates any other
material provision of this Agreement and such default or violation
continues for thirt (30) Days after written notice. thereof, the other
Part may terminate this Agreement and seek relief in accordance with
any remedy available under this Agreement, including', without
limitation, the Dispute Resolution provisions of Section 25 herein and,
in addition to the foregoing, Qwest may cease to accept orders from
CLEC for Services in accordance with Section 8.2 above. The
remedies available to each Part pursuant to this Agreement are not to
be considered exclusive of one another and wil be cumulative.
12.Limitation of Liabiltv.
12.1 CLEC's exclusive remedies for claims under this Agreement
are limited to CLEC's proven direct damages unless CLEC's damages
are otherwse .limited by this Agreement to outage credits or other
service credits, in which case Qwests total liabiliy wil not exceed the
aggregate amount of any applicable credits due.
12.2 Except for indemnification and payment obligations under
this Agreement, neither Party shall be liable to the other for indirect,
incidental, consequential, exemplary, punitive, or special damages,
including, without limitation, damages for lost profits, lost revenues, lost
savings suffered by the other Party regardless of the form of action,
whether in contract, warranty, strict liability, tort, including, without
limitation, negligence of any kind and regardless of whether the Parties
know the possibilty that such damages could result.
12.3 Nothing contained in this Section shall limit either Parts
liability to the other for willful misconduct, provided that, a Party's
liabilty to the other Party pursuant to the foregoing exclusion, other
than direct damages, will be limited to a total cap equal to one hundred
per cent (100%) of the annualized run rate of total amounts charged by
Qwest to CLEC under this Agreement.
13. Indemnitv.
13. 1 The Parties agree that unless otherwise specifically set forth
in this Agreement, the following constitute the sole indemnification
obligations between and among the Parties:
A. Each Part (the Indemnifying Part) agrees to release,
indemnify, defend and hold harmless the other Part and each of
its offcers, directors, employees and agents (each, an
Indemnitee) from and against and in respect of any loss, debt,
liabilty, damage, obligation, claim, demand, judgment or
settlement of any nature or kind, known or unknown, liquidated or
unliquidated including, but not limited to, reasonable costs and
expenses (including attomeys' fees), whether suffered, made,
instituted, or asserted by any Person or entity, for invasion of
privacy, bodily injury or death of any Person or Persons, or for
loss, damage to, or destruction of tangible propert, whether or
not owned by others, resulting from the, Indemnifying Party's
breach of or failure to perform under this Agreement, regardless
of the form of action, whether in contract, warranty, strict liability,
or tort including (without limitation) negligence of any kind.
B. In the case of claims or losses alleged or incurred by an End
User Customer of either Part arising out of or in connection with
Servces provided to the End User Customer by the Part, the
Part whose End User Customer alleged or incurred such claims
or loss (the Indemnifying Part) shall defend and indemnify the
other Party and each of its offcers, directors, employees and
agents (each, an Indemnified Part) against any and all such
claims or loss by the Indemnifying Party's End User Customers
regardless of whether the underlying Service was provided or was
provisioned by the Indemnified Part, unless the loss was caused
by the gross negligence or wilful misconduct of the Indemnified
part. The obligation to indemnify with respect to claims of the
Indemnifying Part's End User Customers shall not extend to any
claims for physical bodily injury or death of any Persn or
persons, or for loss, damage to, or destruction of tangibleproperty, whether or not owned by others, alleged to have
resulted directly from the negligence or intentional conduct of the
employees, contractors, agents, or other representatives of the
Indemnified Party.
13.2 The indemnifiction prvided herein is conditioned upon the
following:
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NM-100916-0009; OR-100916-010; SD-100916-0011; UT-100916-0012; WA-100916-0013; WY-100916-Q014
DocuSign Envelope ID: BBOBCFEB-Ä7F5-485F-926B-FB7A4F53079D
A. The Indemnified Part wil promptly notif the Indemnifying
Part of any action taken against the Indemnifed Part relating to
the indemnifcation. Failure to so notify the Indemnifyng Part wil
not relieve the Indemnifyng Part of any liability that the
Indemnifying Part might have, except to the extent that such
failure prejudices the Indemnifying Party's abilty to defend such
claim.
B. If the Indemnifying Party wishes to defend against such
action, it wil give written notice to the Indemnified Party of
acceptance of the defense of such action. In such event, the
Indemnifying Part has sole authority to defend any such action,
including the selection of legal counsel, and the Indemnified Party
may engage separate legal counsel only at its sole cost and
expense. In the event that the Indemnifying Party' does not
accept the defense of the action, the Indemnified Part has the
right to employ counsel for such defense at the expense of the
Indemnifying Part. Each Part agrees to cooperate with the
other Part in the defense of any such action and the relevant
records of each Party will be available to. the other Part. with
respect to any such defense.
C. In no event wil the Indemnifying Party settle or consent to
any judgment for relief other than monetary damages pertaining
to any such action without the prior written consent of the
Indemnified Party. In the event that the Indemnifed Part
withholds consent, the Indemnified Part may, at its cost, take
over such defense; provided that; in such event, the Indemnifying
Party shall not be responsible for, nor shall it be obligated to
indemnify the relevant Indemnified Party against, any cost or
liabilty in excess of such refused compromise or settlement.
14. Limited Warranties.
14.1 Each Party will provide suitably qualified personnel to perform its
obligations under this Agreement and provide all Services hereunder in
a good and workmanlike manner and in material conformance with all
Applicable Laws and regulations.
14.2 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT
QWEST SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES'
EXPRESS OR IMPLIED, AS TO ANY SERVICE PROVIDED
HEREUNDER. QWEST SPECIFICALLY DISCLAIMS ANY AND ALL
IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ANY
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, OR TITLE OR NON-INFRINGEMENT OF
THIRD PARTY RIGHTS.
15. Relationship. Except to the limited extent expressly
provided in this Agreement, neither Part has the authority to bind the
other by contract or otherwise or make any representations or
guarantees on behalf of the other or otherwise act on the other's
behalf. The relationship arising from this Agreement does not
constitute an agency, joint venture, partnership, employee relationship
or franchise. Qwest is acting as an independent contractor and wil
have exclusive control of the manner and means of performing its
obligations. Notwithstanding anything herein to the contrary, Qwest
reserves the right, in its sole discretion, to modify the Services at any
time, including without limitation, changing the name of the Services.
16. Assignment.
16.1 CLEC may not assign this Agreement or any rights or
obligations hereunder without the prior written consent of Qwest, which
consent will not be unreasonably withheld. Notwithstanding the
foregoing and subject to prior credit review, submission of appropriate
legal documentation (including, but not limited to, any appropriate
Secretary of State or other filngs or documents specified by Qwest)
and approval by Qwest of CLEC's proposed assignee, CLEC may
assign this Agreement without prior written consent of Qwest to any
Affliate, successor through merger, or acquirer of substantially all of its
assets; and Qwest may assign this Agreement without prior written
consent to any Affliate, successor through merger, or acquirer of
substantially all of its business assets; provided that in all cases the
assignee of CLEC or Qwest, as applicable, acknowledge in writing its
assumption of the obligations of the assignor hereunder. Any
attempted assignment in violation hereof is of no force or effect and is
void. Without limiting the generality of the foregoing, this Agreement
wil be binding as to the Parties' respective successors and assigns.
16.2 In the event that Qwesttransfers to any unaffliated part
exchanges, including End User Customers that CLEC serves in whole
or in part through Services provided by Qwest under this Agreement,
Qwest wil ensure that the transferee serves as a successor to and
fully performs all of Qwesl's responsibilties and obligations under this
Agreement for a period of ninety (90) Days from the effective date of
such transfer or until such later time as the FCC may direct pursuant to
the FCC's then applicable statutory authority to impose such
responsibilities either as a condition of the transfer or under such other
state statutory authority as may give it such power. In the event of
such a proposed transfer, Qwest will use its best efforts to facilitate
discussions between CLEC and the transferee with respect to the
transferee's assumption of Qwesl's obligations after the transition
period set forth above in accordance with the terms and provisions of
this Agreement.
17. Reporting Reguirements. If reporting obligations or
requirements are imposed upon either Part by any third party or
regulatory agency in connection with this Agreement or the Services,
including use of the Services by CLEC or its End Users, the other
Part agrees to assist that Part in complying with such obligations and
requirements, as reasonably required by that Party.
18. SurvivaL. The expiration or termination of this Agreement
does not relieve either Part of those obligations that by their nature
are intended to survive.
19. Confidentialitv Nondisclosure.
19.1 Neither Part wil, without the prior written consent of the
other Part (a) issue any public announcement regarding, or make any
other disclosure of the terms of, this Agreement or use the name or
marks of the other Part or its Affliates; or (b) disclose or use (except
as expressly permitted by, or required to achieve the purposes of, this
Agreement) the Confidential Information of the other Part. Consent
may only be given on behalf of a Part by its Legal Department.
However, a Part may disclose Confidential Information if required to
do so by a governmental agency, by operation of law, or if necessary
in any proceeding to establish rights or obligations under this
Agreement, provided that the disclosing Party gives the non-disclosing
Party reasonable prior written notice and the receiving Party will
cooperate with the disclosing Part to seek or take appropriate
protective measures and wil make such disclosure in a manner to best
protect the Confidential Information from further disclosure.
Notwthstanding the foregoing, if reporting or filing obligations or
requirements are imposed upon Qwest by any third party or regulatory
agency. in connection with this Agreement, CLEC agrees to assist
Qwest in complying with such obligations and requirements, as
reasonably required by Qwest and to hold Qwest harmless for any
failure by CLEC in this regard. Qwests compliance with any regulatory
filing obligation wil not constitute a violation of this section. Each Part
wil use reasonable effort to protect the other's Confidential
Information, and will use at least the same efforts to protect such
Confidential Information as the Party would use to protect its own.
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NM-100916-Q009; OR-100916-0010; SD-100916-0011; UT-100916-0012; WA-100916-Q013; WY-100916-0014
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
19.2 All Confidential Information wil remain the property of the
disclosing Party. A Party who receives Confidential Information via an
oral communication may request written confirmation that the material
is Confidential Information. A Party who delivers Confidential
Information via an oral communication may request written
confirmation that the Party receiving the information understands that
the material is Confidential Information. Each Part has the right to
correct an inadvertent failure to identify information as Confidential
Information by giving written notification within thirty (30) Days after the
information is disclosed. The receiving Party wil from that time
forward, treat such 'information as Confidential Information.
19.3 Upon request by the disclosing Party, the receiving Part wil
return all tangible copies of Confidential Information, whether written,
graphic or otherwise, except that the receiving Party may retain one
copy for archival purposes.
19.4 Each Part wil keep all of the other Part's Confidential
Information confidential and wil disclose it on a need to know basis
only. Each Part wil use the other Party's Confidential Information
only in connection with this Agreement and in accordance with
Applicable Law. Neither Party wil use the other Party:s Confidential
Information for any other purpose except upon such terms and
conditions as may be agreed upon between the Parties in writing. If
either Party loses, or makes an unauthorized disclosure of, the other
Part's Confidential Information, it will notify such other Part
immediately and use reasonable efforts to retrieve the information.
19.5 Effective Date of this Section. Notwthstanding any other
provision of this Agreement, the Confidential Information provisions of
this Agreement apply to all information furnished by either Party to the
other in furtherance of the purpose of this Agreement, even if furnished
before the Effective Date.
19.6 Each Party agrees that the disclosing Part could be
irreparably injured by a breach of the confidentiality obligations of this
Agreement by the receiving Part or its representatives and that the
disclosing Part is entitled to seek equitable relief, including injunctive
relief and specific peìformance in the event of any breach of the
confidentiality provisions of this Agreement Such remedies are not
the exclusive remedies for a breach of the confidentiality provisions of
this Agreement, but are in addition to all other remedies available at
law or in equity.
19.7 Nothing herein should be construed as limiting either Part's
rights with respect to its own Confidential Information or its obligations
with respect to the other Party's Confidential Information under Section
222 of the Act.
20. Waiver. Except as otherwise provided herein,neither
Part's failure to enforce any right or remedy available to it under this
Agreement wil be construed as a waiver of such right or a waiver of
any other provision hereunder.
21. Regulatory Approval. Each Part reserves its rights with
respect to whether this Agreement is subject to Sections 251 and 252
of the Act. In the event the FCC, a state commission or any other
governmental authority or agency rejects or modifies any material
provision in this Agreement, whether by direct action or by virtue of
generic proceedings, including without limitation, any pricing terms,
either Part may immediately upon written notice to. the other Party
terminate this Agreement in whole or in part, including without
limitation, with respect to Service in any state. In the event a Part
exercises its right to terminate pursuant to this Section 21, the other
Part agrees to consent to any regulatory approvals necessary to
disconnect any circuits provided pursuant to this Agreement and
further agrees to provide any required notice to affected customers
within five (5) business days of such notice. If a Part is required by a
lawful, binding order to file this Agreement ora provision thereof with
the FCC or state regulatory authorities for approval or regulatory
review, the filing Part shall provide writen notice to the other Part of
the existence of such lawful, binding order so that the other Part may
seek an injunction or other relief from such order. In addition, the filing
Party agrees to reasonably cooperate to amend and make'
modifcations to this Agreement to allow the filing of this Agreement or
the specific part of this Agreement affected by the order to the extent
reasonably necessary.
22. Notices. Any notices required by or concerning this
Agreement wil be in writing and wil be suffciently given if delivered
personally, delivered by prepaid ovemight express service, sent by
facsimile with electronic confirmation, or sent by certified mail, return
receipt requested, or by email where specified in this Agreement to
Qwest and CLEC at the addresses shown on the cover sheet of this
Agreement. Notwithstanding anything herein to the contrary, Qwest
may provide notice via email or by posting to Qwests website without
duplicate written notification .for: (v) marketing notices; (w) notices
provided under Section 8; (x) rate change notices; or (y) notices
regarding changes in maintenance windows.
23. 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 civil or miltary authority, government
regulations, embargoes,. epidemics, terrorist acts, riots, insurrections,
fires, explosions, earthquakes, nuclear accidents, floods, work
stoppages, power blackouts, volcanic action, other major
environmental disturbances, or unusually severe weather conditions
(each, a Force Majeure Event). Inability to secure products or services
of other Persons or transportation facilities or acts or omissions of
transportation carriers shall be considered Force Majeure Events to
the extent any delay or failure in performance caused by these
circumstances is beyond the Party's control and without that Part's
fault or negligence. The Part affected by a Force Majeure Event shall
give prompt notice to the other Party, shall be excused from
performance of its obligations hereunder on a day to day basis to the
extent those obligations are prevented by the Force Majeure Event,
and shall use reasonable effort to remove or mitigate the Force
Majeure Event. In the event of a labor dispute or strike the Parties
agree to provide Service to e.ach other at a level equivalent to the level
they provide themselves.
24. Governing Law. Colorado state law, without regard to
choice-of-Iaw principles, governs all matters arising out of, or relating
to, this Agreement.
25. Dispute Resolution.
25.1 The Parties will attempt in good faith to resolve through
negotiation any dispute, claim or controversy arising out of, or relating
to, this Agreement. Either Party may give written notice to the other
Part of any dispute not resolved in the normal course of, business.
Each Part wil, within seven (7) Days after delivery of the written
notice of dispute, designate a vice-president level employee or a
representative with authority to make commitments to review, meet,
and negotiate, in good faith, to resolve the dispute. The Parties intend
that these . negotiations be conductéd by non-lawyer, business
representatives, and the locations, format, frequency, duration, and
conclusions of these disCussions will be at the discretion of the
representatives. By mutual agreement, the representatives may use
other procedures to assist in these negotiations. The discussions and
correspondence among the representatives for the purposes of these
negotiations wil be treated as Confidential Information developed for
purposes of settlement, and wil be exempt from discovery and
production, and are not admissible in any subsequent proceedings
without the concurrence of both Parties.
25.2 If the designated representatives have not reached a
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NM-100916-Q009; OR-100916-0010; SD-100916-Q011; UT-100916-0012; WA-100916-0013; WY-100916-0014
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
resolution of the dispute within fifteen (15) Days after the written notice
(or such longer period as agreed to in writing by the Parties), then
either Part may commence a civil action. Any action will be brought in
the United States District Court for the District of Colorado if it has
subject matter jurisdiction over the action, and shall otherwse be
brought in the Denver District Court for the State of Colorado. The
Parties agree that such courts have personal jurisdiction over them.
25.3 Waiver of Jury Trial and Class Action. Each Party, to the
extent permitted by law, knowingly, voluntarily, and intentionally waives
its right to a trial by jury and any right to pursue any claim or action
arising out of or relating to this Agreement on a class or consolidated
basis or in a representative capacity.
25.4 No cause of action regardless of the form of action, arising
out of, or relating to this Agreement, may be brought by either Part
more than two (2) years after the cause of action arises.
26. Headings. The headings used in this Agreement are for
convenience only and do not in any way limit or otherwise affect the
meaning of any terms of this Agreement.
27. Authorization. Each Part represents and warrants that:
A. the full legal name of the legal entity intended to provide and
receive the benefits and Services under this Agrèement is
accurately set forth herein;
B. the person signing this Agreement has been duly authorized
to execute this Agreement on that Part's behalf;
C. the execution hereof is not in conflict with law, the terms of
any charter, bylaw, articles of association, or any agreement to
which such Party is bound or affected; and
D. each Party may act in reliance upon any instruction,
instrument, or signature reasonably believed by it to be authorized
and genuine.
28. Third PartBeneficiaries. The terms, representations,
warranties and agreements of the Parties set forth in this Agreement
are not intended for, nor wil they be for the benefi of or enforceable
by, any third party (including, without limitation, CLEC's Affliates arid
End Users).
29. Insurance. Each Part shall at all times during the term of
this Agreement, at its own cost and expense, carr and maintain the
insurance coverage listed below with insurers having a "Best's" rating
of B+XIII with respect to liability arising from its operations for which
that Party has assumed legal responsibility in this Agreement. If a
Party or its parent company has assets equal to or exceeding
$10,000,000,000, that Part may utilze an Affliate captive insurance
company in lieu of a "Best's" rated insurer. To the extent that the
parent company of a Party is relied upon to meet the $10,000,000,000
asset threshold, such parent shall be responsible for the insurance
obligations contained in this Section, to the extent its affiláted Part
fails to meet such obligations.
29.1 Workers' Compensation with statutory limits as required in
the state of operation and Employers' Liability insurance with limits of
not less than $100,000 each accident.
29.2 Commercial General Liability insurance covering claims for
bodily injury, death, personal injury or propert damage, including
coverage for independent contractor's protection (required if any work
wil be subcontracted), products and/or completed operations and
contractual liabilty with respect to the liabilty assumed by each Party
hereunder. The limits of insurance shall not be less than $1,000,000
each Qccurrence and $2,000,000 general aggregate limit.
29.3 "All Risk" Propert coverage on a full replacement cost basis
insuring all of such Party's personal property situated on or within the
Premises.
29.4 Each Part may be asked by the other to provide
certificate(s) of insurance evidencing coverage, and thereafter shall
provide such certifcate(s) upon request: Such certificates shall:
A. namE! the other Part as an additional insured under
commercial general liability coverage;
B. provide thirty (30) Days prior written notice of cancellation of,
material change or exclusions in the policy(s) to which
certificate( s) relate;
C. indicate that coverage is primary and not excess of, or
contributory with, any other valid and collectible insurance
purchased by such Party; and
D. acknowledge severability of interest/cross liabilty coverage.
30. Communications Assistance Law Enforcement Act of
1994. Each Party represents and warrants that any equipment,
facilties or Services provided to the other Party under this Agreement
comply with the CALEA. Each Part wil indemnify and hold the other
Party harmless from any and all penalties imposed upon the other
Part for such noncompliance and wil 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.
31. Entire Agrement. This Agreement (including all
Attchments, Rate Sheets, and other documents referred to herein)
constitues the full and entire understanding and agreement betwen
the Parties with regard to the subjects of this Agreement and
supersedes any prior understandings, agreements, or representations
by or between the Parties, written or oral, including but not limited to,
any term sheet or memorandum of understanding entered into by the
Parties, to the extent they relate in any way to the subjects of. this
Agreement. Notwithstanding the foregoing, certain elements used in
combination with the Service provided under this Agreement are
provided by Qwest to CLEC under the terms and conditions of its
interconnection agreement, and nothing contained herein is intended
by the Parties to amend, alter, or otherwise modify those terms and
conditions.
32. Proof of Authorization.
32.1 Each Party shall be responsible for obtaining and
maintaining Proof of Authorization (POA), as required by applicable
federal and state law,as amended from time to time.
32.2 Each Part wil make POAs available to the other Party upon
request. In the event of an allegation of an unauthorized change or
unauthorized service in accordance with Applicable Law, the Part
charged with the alleged infraction shall be responsible for resolving
such claim, and it shall indemnify and hold harmless the other Pàrtfor
any losses, damages, penalties, or other claims in connection with the
alleged unauthorized change or service.
33. General Terms.
33.1 Qwest wil provide general repair and maintenance services
on its facilities, including those facilities supporting Services purchased
by CLEC under this Agreement, at a level that is consistent with other
comparable services provided by Qwest.
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NM-100916-0009;OR-100916-0010; SD-100916-0011; UT-100916-0012; WA-100916-Q013; WY-100916-Q014
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33.2 In order to maintain and modernize the network properly,
Qwest may make necessary mOdifications and changes to its network
on an as needed basis. Such changes may result in minor changes to
transmission parameters. Network maintenance and modemization
activities wil result in transmission parameters that are within
transmission limits of the Service ordered by CLEC. Qwest will provide
advance notice of changes that affect netwrk Interoperabilty pursuant
to applicable FCC rules.
demands, suits, liabilties, fines, penalties and expnses
(including reasonable attorneys' fees) that arise out of or result
from:
1. any Environmental Hazard that the Indemnifying Part,
its contractors or agents introduce to the work locations; or
33.3 Network Security.
2. the presence or release of any Environmental Hazrd
for which the Indemnifying Party is responsible under
Applicable Law.
A. Protection of Service and Propert. Each Part wil exercise
the same degree of care to prevent harm or damage to the other
Party and any third parties, its employees, agents or End User
Customers, or their property as it employs to protect its own
employees, agents, End User Customers and property, , but in no
case less than a commercially reasonable degree of care.
B. Each Party is responsible to provide security and privacy of
communications. This entails protecting the confidential nature of
Telecommunications transmissions between End User Customers
during technician work operations and at all times. Specifically,
no employee, agent or representative shall. monitor any circuits
except as required to repair or provide Service of any End User
Customer at any time. Nor shall an employee, . agent or
representative disclose the nature of overheard conversations, or
who participated in such communications or even that such
communication has taken place. Violation of such security may
entail state and federalcrilTinal penalties, as well as civil
penalties. CLEC is responsible for covering its employees on
such security requirements and penalties.
B. In the event any suspect materials within Qwest-owned,
operated or leased facilties are identified to CLEC by Qwest to be
asbestos containing, CLEC wil ensure that to the extent any
activities which it undertakes in the facility disturb such suspect
materials, such CLEC activities wil be in accrdance with
Applicable Law, including without limitation, applicable local, state
and federal environmental and health and safety statutes and
regulations. Except for abatement activities undertaken by CLEC
or equipment placement activities that result in the generation of
asbestos-containing material, CLEC does not have any
responsibillty for managing, nor is it the owner of, nor does it have
any liability for, or in connection with, any asbestos-eontaining
materiaL. Qwest agrees to immediately notify CLEC if Qwest
undertakes any asbestos control or asbestos abatement activities
that potentially could affect CLEC personnel, equipment or
operations, including, but not limited to, contamination of
equipment.
C. The Parties' networks are part of the national security
network, and as such, are protected by federal law. Deliberate
sabotageo or disablement of any portion of the underlying
equipment used to provide the network is a violation of federal
statutes with severe penalties, especially in times of national
emergency or state of war. The Parties are responsible for their
employees with respect to such security requirements andpenalties. .
D. Qwest shall not be I~ble for any losses, damages or other
claims, including, but not limited to, uncollectible or unbilable
revenues, resulting from accidental, erroneous, malicious,
fraudulent or otherwise unauthorized use of Services or facilties
('Unauthorized Use"), whether or not such Unauthorized Usecould have been reasonably prevented by Qwest, except to the
extent Qwest has been notified in advance by CLEC of the
existence of such Unauthorized Use, and fails to take
commercially reasonable steps to assist in stopping or preventing
such activity.
33.4. Construction. Qwest wil provide necessary construction
only to the extent required by Applicable Law.
33.5. Individual Case Basis. Requests. CLEC may request
additional Services not specified in this Agreement and Qwest wil
consider such requests on an Individual Case Basis.
33.6. Responsibiliv For Environmental Contamination.
A. Neither Part shall be liable to the other. for any costs
whatsoever resulting from the presence or release of any
Environmental Hazard that either Part did not introduce to the
affected work location. Each Part shall defend and hold
harmless the other Part and its respective offcers, directors and
employees from and against any losses, damages, claims,
1o-04-10/cac/QuantumShift dba vCom Qwest QLSpTM MSA - (v&-20-10) Page 9 of 11
AZ-100916-0001; CO-100916-0002; IA-100916-0003; ID-100916-0004; MN-100916-0005; MT-100916-0006; ND-100916-Q007; NE~100916-0008;
NM-100916-Q009; OR-100916-Q010; SD-100916-0011; UT-100916-Q12; WA-100916-0013; WY-100916-Q014
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
QWEST LOCAL SERVICES PLATFORM11 AGREEMENT
ATTACHMENT 1. DEFINITONS
"Act" means the Communications Act of 1934 (47 U.S.C. 151 et. seq.), as
amended.
"Advanced Intellgent Network" or "AIN" is a Telecommunications network
architecture in which call processing, call routing and network management
are provided by means of centralized databases.
"Affliate" means a Person that (directly or indirectly) owns or controls, is
owned or controlled by, or is under common ownership or control with,
another person. For purposes of this paragraph, the term 'own' means to
own an equity interest (or the equivalent thereof) of more than 10 percent.
"Automatic Location Identification" or '!AU" is the automatic display at the
Public Safety Answering Point of the caller's telephone number, the
address/iocation of the telephone and supplementary emergency services
information for Enhanced 911 (E911).
"Applicable Law" means all laws, statutes, common law including, but not
limited to, the Act, the regulations, rules, and final orders of the FCC, a
state regulatory authority, and any final orders and decisions of a court of
competent jurisdiction reviewing the regulations, rules, or orders of the
FCC or a state regulatory authority.
"Bil Date" means the date on whicK a Billng period ends, as identifed on
the bilL.
"Billng" involves the provision of appropriate usage data by one
Telecommunications Carrier to another to faciltate Customer Billng with
attendant acknowledgments and status reports. It also involves the
exchange of information between Telecommunications Carrers to process
claims and adjustments.
"Carrier" or "Common Carrier" See Telecommunications Carrier.
"Central Ofce" means a building or a space within a building where
transmission faciliies or circuits are connected or switched.
"Commercial Mobile Radio Service" or "CMRS" is defined in 47U.S.C.
Section 332 and FCC rules and orders interpreting that statute.
"Communications Assistance for Law Enforcement Act" or "CALEA" refers
to the duties and obligations of Carriers under Section 229 of the Act.
"Confidential Information" means any information that is not generally
available to the public, whether of a technical, business, or other nature
and that: (a) the receiving Party knows or has reason to know is'
confidential, proprietary, or trade secret information of the disclosing Party;
and/or (b) is of such a nature that the receiving Party should reasonably
understand that the disclosing Party desires to protect such information
against unrestricted disclosure. Confidential Information will not include
information that is in the public domain through no breach of this
Agreement by the receiving Part or is already known or is independently
developed by the receiving Party.
"Customer" means the Person purchasing a Telecommunications Service
or an information service or both from a Carrier.
"Day" means calendar days unless .otherwise specified.
"Demarcation Point" is defined as the point at whiCh the LEC ceases to
own or control Customer Premises wiring including without limitation inside
wiring.
"Directory Assistance Database" contains only those published and non-
listed telephone number listings obtained by Qwest from its own End User
Customers and other Telecommunications Carriers.
"Directory Assistance Service" includes, but is not limited to, making
available to callers, upon request, information contained in the Directory
Assistance Database. Directory Assistance Service includes, where
available, the option to complete the call at the caller's direction.
"Due Date" means the specific date on which the requested Service is to
be available to the CLEC or to CLEC's End User Customer, as applicable.
"End User Customer" means a third part retail Customer. that subscribes
to a Telecommunications Service provided by either of the Parties or by
another Carrier or by two (2) or more Carriers.
"Environmental Hazard" means any substance the presence, use,
transport, abandonment or disposal of which (i) requires investigation,
remediation, compensation, fine or penalty under any Applicable Law
(including, without limitation, the Comprehensive Environmental Response
Compensation and Liabilty Act, Superfund Amendment and
Reauthorization Act, Resource Conservation Recovery Act, the
Occupationai Safety and Health Act and provisions with similar purposes in
applicable foreign, state and local jurisdictions) or (ii) poses risks to human
health, safety or the environment (including, without limitation, indoor,
outdoor or orbital space environments) and is regulated under any
Applicable Law.
"FCC" means the Federal Communications Commission.
"Interexchange Carrier" or "IXC" means a Carrer that provides InterLATA
or IntraLATA Toll services.
"Line Information Database" or "UDB" stores various telephone line
numbers and Special Biling Number (SBN) data used by'bperator services
systems to process and bil Altemately Biled Services (ABS) calls. The
operator services system accesses UDB data to provide originating line
(callng number), Billng number and terminating line (called number)information. UDB is used for callng card validation, fraud prevention,
Biling or service restrictions and the sub-account information to be
included on the call's Billng record. Telcordia's GR-446-CORE defines the
interface between the administration system and UDB including specific
message formats (Telcordia's TR-NWP-000029, Section 10).
"Line Side" refers to End Offce Switch connections that have been
programmed to treat the circuit as a local line connected to a terminating
station (e.g., an End User Customer's telephone station set, a PBX,
answering machine, facsimile machine, computer, or similar customer
device).
"Local Exchange Carrier" or "LEC" means any Carrier that is engaged in
the provision of Telephone Exchange Service or Exchange Access. Such
term does not include a Carrier insofar as such Carrier is engaged in the
provision of Commercial Mobile Radio Service under Section 332(c)of the
Act, except to the extent that the FCC finds that Such service should be
included in the definition of such term.
"Loop" or "Unbundled Loop" is defined as a transmission facilty between a
distribution frame (or its equivalent) in a Qwest Central Ofce and the Loop
Demarcation Point at an End User Customer's Premises
"Local Serice Request" or "LSR" means the industry standard forms and
supporting documentation used for ordering local services.
10-04-10/caCiQuantumShift dba vCom Qwest QLSpTM MSA - (v8-20-10) Page 10 of 11
AZ-100916-0001; CO-100916-0002; IA-100916-0003; ID-100916-0004; MN-100916-0005; MT-100916-0006; ND-100916-Q007; NE-100916-0008;
NM-100916-0009; OR-100916-0010; SD-100916-0011; UT-100916-0012; WA-1 00916-0013;WY-1 00916-0014
DocuSìgn Envelope ID: BBOBCFEB-A7F5-45F.926B-FB7A453079D
Qwest Local Services Platform™ (QLSpTM) Rate Page - Idaho
Janu 4,2011'throu h Term"
"w ".
Shared TranS;rt purch~sed As Part of QLSP"
"
109.8
109.8.1 QLSpTM Residential Business and PAL in ID-S Per MOU $0.0011100
109.8.2 OLSP" Centrex, tSDN BRI, PAL in IO-N, and PBX Analoo Trunks Per line/trunkl UGUST ~0.35
.
109.11 Local Swltchlnn Purchased As Part of QLSP"
109.11.1 Port Basic Plan
109.11.1.1 Analon Port $6.21
109.11.1.2 Residential end user credit LAWUR $3.07 1
109.11.1.3 Effective QLSpTM Residential Analoa Port $3.14 1
109.11.1.4 Dinital Port Sun~rtinn BRIISDN $17.40
109.11.1.5 PBX DIO Port $7.3l
109.11.2 Intentionallv Blank
109.11.3 Port If 90% YOY Volume Retention Plan Reouirements Ar Mel
109.11.3.1 Analon Port $5.59
109.11.3.2 Analon Port, Residential end user credit LAWUR $2.51 1
109.11.3.3 Effective OLSP'" Residentil Analoo Port $3.08 1
109.11.3.4 Dioital Port Sun~rtinn BRllSDNl $17.40
109.11.3.5 PBXDIDPort .$7.30
109.11.4 Intentionallv Blank
109.11.5 Port If 115% YOY Volume Growt Plan Reouirements Ar Mel
109.11.5.1 AnainPort $4.35
109.11.5.2 AnaiO Port, Residential end user Crdit LAWUR $1.40 1
109.11.5.3
R QLSP'" Residential Analnn Port
$2,95 1
109.11.5.4 Port SUDoortino BRI ISDNl $17.40
109.11.5.5 DID Port .$7.30
109.11.6 Inleionallv Blank
109.11.7 Local Swllc" Usaae
109.11.7.1 QLSpTM Residential, Business, and PAL in ID-S (Per MOU $0.001343
10911..2 OLSP'" Centrex, ISDN BRI PAL in ID-N and PBX Analnn Trunks Per LinelTrunkl UGUFM $1.13
109.11.8 Switch Features .2
109.11.8.1 Accunt Codes - ner S"stem AZ8PS $75.00
109.11.8.2 Attendant Accss Line, ner Station Line,DZR $10.00
109.11.8.3 Audible Messane'Waitinn MGN,MWW $12.00
109.11.8.4 Authoriation Codes,- ner Svstem AFYPS $85.00
109.11.8.5 Automatic Line ETVB $8.00
109.11.8.6 Automatic Route Selection - Common Eauioment. Der Svstem F5GPG $2200.00
109.11.8.7 Call Dron FIDONLY $5.00
109.11.8.8 Call Exclusion- Automatic NXB ISDN $5.00
109.11.8.9 Call Exclusion - Manual NA-FID $5.00
IDSNl
109.11.8.10 caii Foiwardinn Busv Line - Incamino Only 69B1X $5.00
109.11.8.11 Call Forwrdina Don't Answer Incamino ,OnlY 69A $5.00
109.11.8.12 Call Foiwardinn BusvLine I Don't Answer Prorammable Service Establishment SEPFA $50.00
109.11.8.13 CaIlFolwardinnDon~t Answer I Call Foiwardino Busy Customer Prnrammable, OAr Line FSW $10.00
109.11.8.14 cali WaitiilndicatiDn,:or Timina State WUT $25.00
109.11.8.15 Centrex Common Emment HYE, HYS $160.00
109.11.8.16 CLASS - Call Trace, Per Occurrnce NOUSOC $0.46
109.11.8.17 CLASS - Continuous Redial NSS 810.00
109.11.8.18 CLASS - Last Call Retum NSO $10.00
109.11.8.19 CLASS - prtoiiCallna .NSK $10.00
109.11.8.20 CLASS - Selective cali Forwardina NeE .$10.00
109.11.8.21 CLASS - Selecive cali Rejection FKOPN, NSY $10.00
109.11.8.22 Dìrect Station Selection I Bus Lamn Field, oer Arnaement BUD $8.00
109.11.8.23 Directed Call Pickun with Bar e-in 6MD $5.00
109.11.8.24 Directed Call Pickun without Sa e-in 69D $5,00
109.11.8.25 Distinctive RinnlDstinctive Call Waitina RNN $5.00
109.11.8.26 Evnensive Route Waminn Tone, Der System OWPS $90.00
109.11.8.27 Groun Interm GCN $8.00
109.11.8.28 Hot Line, per Lihe HLN, HLA $8.00
109.11.8.29 Huntinn: Multirvition Hunt Queuina MH5 $5.00
109.11.8.30 Huntinn: Multirvition with Announcement in Queue MHW $5.00
109.11.8.31 Huntinn: Multinosition with Music in. Queue MOHPS $100.00
109.11.8.32 ISDN Short Hunt NHGPG.$10.00
NHGPN
109.11.8.33 Loudsn'eaker Pa inn, nér Trunk GrauD PTOPG ICB
109.11.8.34 Make Busv Arrn ements, ner Grauo A9AEX, P89 $20.00,
109.11..35 Make Busv Arrn ements ner Une MBl $10.00
109.11.8.36 Messane Center,er Main Station Line MFR $8.00
109.11.8.37 MessáneWaitinn Visual MV5 ICB
109.11.8.36 Music On Hold, rY rSvctem MHHPS $75.00
109.11.8.39 Privarv Release K7KPK $5.00
109.11.8.40 QuervTime OT1PK $5.00
109.11.8.41 SMDR-P - Arcived Data SR7CX $300.00
109.11.8.42 SMDR.P - Service Establishment Charge, Initial Installation SEPSP,$165.00
SEPSR
109.11.8.43 Statin Cam"'On Service, ner Main Statin CPK $8.00
109.11.8.44 Time of Dav Control for ARS,erSvstem ATBPS $125,00
109.11.8.45 Time of Dav NCOS Unrale A4T $1.00
109.11.8.46 Time of Dav Rautinn, ner Line ATB $1.00
109.11.8.47 Trunk Veriication from Desinnated Station BVS $100.00
109.11.8.48 UCD in Hunt Groun, nAr Line MHM $6.00
109.11.8.49 Premium Port Features- Additonal Charo $2.08
109.11.8.9.1 eMS - Svstem Establishment - Inniallnstallation MB5XX $1000.00
109.11.8.49.2 eMS - Svotem Establishment. Subsauent Installation CPVWO $500.00
109.11.8.9.3 eMS. Packet Contrl CaDabilitv, Der SYStem PTGPS $1500.00
109.11.8.9.4 Conferènce Callna - Meet Me MJJPK $5.00
Qwest Local Servs.Platform™ Agreement OLSp™ Rate Sheet-Vl.2.3 04.11.08
DoSign Envelope ID: BBOBCFEa.A7F5-F-92B-FB7A4F53079D
Qwest Local Services Platform 1M (QLSpTM) Rate Page - Idaho
Janua 4 2011 throu h Term"; ,"" " ., '& "109.11.8.49.5 ConferenceCalina-Preset M09PK $5.00109.11.8.49.6 Conference Callina - Station Dial 6-Wavl GVT $5.00
.
109.11.9 Other
109.11.9.1 Custam Number
109.11.9.1.1 Idaha Narth
109.11.9.1.2 IdahaSauth
See Applicable Owest Retail
Tari, catalog or Pnce List less
Discunt (which will be
provided pursuant to terms and
conditions in CLEC's ICA).
See Applicable Qwest Retail
Tanff, Catalog or Pnee List less
Discount (which will be
p'rovided pursuant to terms and
conditions in CLEC's ICA).
6
6
109.11.9.2 PBX DID Comalex Translatians Dioits Outoulsed Chanae Sianallna
109.11.9.3 PBX DID Comolex Translations Sianalina Chanae
109.11.9.4 PBX DID Block Comoromise
109.11.9.5 PBX DID Grouaaf20 Numbers
109.11.9.6 PBX DID Reser Seauential # Block
109.11.9.7 PBX DID Resere Nanseauential Teleohane Numbers
109.11.9.8 PBX DID Nanseauentlal Telechane Numbers---
109.11.10 Subsauent Order Charce
$15.22
$35.52
$25.3
$31.36
$25.38
$23.67
$33.18
NHCUU $12.17 4
109.11.11 awest Comoration /QCllntrLATATolI LPIC 5123
109.11.11.1 IdahaNarth See Applicable Qwest Retail
Tari, -Catalog or Pnee List less
Discount (which wil be
provied pursuant to terms and
conditions in CLEC's ICA).
109.11.11.2 Idaha South See Applicable Owest Retail
Tari, Catalog or Pnce List less
Discunt (which will be
provided pursuant to terms and
conditions in CLEC's ieA).
109.20 Miscellaneous Charg
Qwst Local Servics Platform 1M Agreement OLSp™ Rate Sheet-V1.2.3 04.11.08
5
MVWXX -
MVW1X ..
MVOX ..
MVW2X ..
MVWPX -
MVW3X -
OTNBX ..
OTNOX ..
OTNPX ..
VT6DC -
VT6DM -
SCO ..
HRD11 ..
HRDA1 -
HRD12 ..
HRDA2 ..
,
HRD13 ..
HRDA3 -
HRR11.-
HRRA1 ..
HRR12 ..
HRR ..
HRR13 ..
HRRA3 ..
VT6DC -
H28 -
EODDB -
NoUSOC ICB
HRH11 -
2
109.20.1 Deion - Nort
109.20.1.1 Maintenance of Service
109.20.1.1.1 Basic
109.20.1.1.1.1 First Incrment
109.20.1.1.1.2 Each Addttional Incrment
109.20.1.1.2 Overtime
109.20.1.1.2.1 Firstlncrement
109.20.1.1.2.2 Each'Additionallncrement
109.20.1.1.3 Premium
109.20.1.1.3.1 First Increment
109.20.1.1.3.2 Each Additionallncrement
109.20.1.2 Ontional Testlna (Additinal Laborl
109.20.1.2.1 Basic, First and Each Aditional Increment
109.20.1.2.2 Overtme, First and Each Addiüonallncrement
109.20.1.2.3 Premium, Firs and Each Additional Increment
109.20.1.3 Disoalch (Additional Disoatch - No truble found
109.20.1.4 Disoatch for Maintenance of Service - No Trouble Found
109.20.2 Desio" a"d_Non-Desian .. North
109.20.2.1 Trio Charoe - Premises Visit Chame
109.20.2.2 Premises Work Chame
109.20.2.2.1 Basic
109.20.2.2.1.1 First Incrment
109.20.2.2.1.2 Each Additional Increment
109.20.2.2.2 Overtime
109.20.2.2.2.1 First Increment
109.20.2.2.2.2 Each Additional Incrment
109.20.2.2.3 Premium
109.20.2.2.3.1 First Increment
109.20.2.2.3.2 Each Additional Increment
109.20.2.3 Netwrk Premises Work Chame
109.20.2.3.1 Basic First Increment
109.20.2.3.2 Basic, Each Addltonallncrement
109.20.2.3,3 Overtime, First Incrent
109.20.2.3.4 Overtime, Each Additinal Increment
109.20.2.3.5 Premium, First Increment
109.20.2.3.6 Premium Each Additinal Incrment
.
109.20.2.4 Date Chanae
Deion Chanoe
Exoedite Chame, Per dav edvanced
Cancellation Charae
109.20.3 Non-Dsian :. South
109.20.3.1 Network Premises Work Chame
109.20.3.1.1 All Hours, 1st 15 minute
DoClSign Envelope 10; BBOBCFEB.A7F5-45F-96s.FB7A4F53079D
Qwest Local Services Platform™ (QLSP..) Rate Page -Idaho.Janua 4 2011 throu hTerm
t "if ',"",
,
109.20.3.1.2 All Hours next three 15 minutes HRHA1 ..
109.20.3.1.3 All Hours, ea addtl15 minutes HRDA1 ..
109.20.4 Deslan . South
109.20.4.1 Maintenance of Seivice
109.20.4.1.1 Basic
109.20.4.1.1.First Increment MVWXX ..
109.20.4.1.1.2 Each Additional Increment MVW1X -
-
109.20.4.1.2 Overtime
109.20.4.1.2.1 First Increment MVOX -
109.20.4.1.2.2 Each Additional Increment MVW2X -
109.20.4.1.3.1 Premium
109.20.4.1.3.1 First Increment MVWPX ..
109.20.4.1.3.2 Each Additional Incrment MVW3X ..
109.20.4.2 OntionalTesti~
109.20.4.2.1 ach Additional Increment OTNBX'..
109.20.4.2.2 and Each Additional Increment OTNOX ..
109.20.4.2.3 Premium, First and Each Additional Increment OTNPX ..
109.20.4.3 DisoatchlAdditonal DisDatch.- No truble found)VT6DC -
109.20.4.4 Disoatch for Maintenance of Servce - No Trouble Found VT6DM -
109.20.4.5 Network Premise~ Work Char e
109.20.4.5.1 Basic
109.20.2.5.1.1 First Increment HRH11 .,
109.20.2.5.1.2 Each Additional Incrment HRHA1 ..
109.20.4.5.2 Overtime
109.20.2.5.2.1 First Increment HRH12 ..
109.20.2.5.2.2 Each Additional Incrment HRHA2 ..
109.20.4.5.3 Premium
109.20.2.5.3.1 First Incrment HRH13 -
109.20.2.5.3.2 Each Additional Increment HRHA3 -
109.20.5 Desion and Non-Deslnn . South .
109.20.5.1 Tnn Chame - Premises Visit Charae NRTCY -
109.20.5.2 Premises Work Chame
109.20.5.2.1 Basic
109.20.5.2.1.1 First Increment HRD11 ..
109.20.5.2.1.2 Each Additional Increment HRDA1 .,
109.20.5.2.2 Overtime
109.20.5.2.2.1 First Increment HRD12 ..
109.20.5.2.2.2 Each Additional Incrment HRDA ..
109.20.5.2.3 Premium
109.20.5.2.3.1 First Increment HRD13 -
109.20.5.2.3.2 Each Additional Increment HRDA3 -
109.20.5.3 DateChanae VT6DC -
109.20.5.4 Deskin Chana"H28 -
109.205.5 EXDedite Charae, Per dav advanced EODDB -
109.20.5.6 Cancellation Charne NoUSOC ICB
109.23 QLSpTJ Installation and Conversion Nonrecurrin.. Cha es NRCs\
109.23.1 Conversion Nonrecurrn.. Cha..es
109.23.1.1 QLSP'" Business Centrx PAL and PBX Analoa nonoDlD Trunks Residental
109.23.1.1.1 Firs Line 'Mechanized URCCU $1.50
109.23.1.1.2 Each Additional Line (Mechanized URCCY $0.50
109.23.1.1.3 First Line Manual URCCV $15.00
109.23.1.1.4 Each Additional Line (Manual URCCZ $3.00
109.23.1.2 QLSP'" PBX DID Trunks
109.23.1.2.1 First Trunk URCCD $28.84
109.23.1.2.2 Each Additional $2.73
109.23.1.3 QLP'" ISDN BRI
109.23.1.3.1 First URCCU $30.65
109.23.1.3.2 Each Additnal $2.73
109.23.2 Instllation Nonrecurrlnn Cha..es
109.23.2.1 ~usines Centrx PAL and PBX Analoo non-ID Trunks Residential
1 1.1 First Line Mechanized NHCR $50.00
1 1.2 Each Additional Line Mechanized NHCRC $18.00
1 .23.2.1.3 FJrs Line Manual NHCRB $75.00
109.23.2.1.4 Each Additnal Line Manual NHCRD $20.00
109.23.2.2 QLP'" Analoa DID PBX Trunks $15.21
109.23.2.3 QLSP'" ISDN.BRI $272.96
109.23.3 aws! A1N Featres
109.23.3.1 Idaho North See AppUcable Qwest Retil 6
Tari, Catalog or Price Ust less
Discount (which will be
provided pursuant to term and
conditions in CLEC's ICA).
Qwest Local Servics Platform TM Agreement QLSp™ Rate Sheet-V1.2.3 04.11.08
DoSign Envelope ID: BBOBCFEB-A7F5-5F-92B-FB7A4F53079D
Idaho South Sae Applicable Owest Retail
Tari, catalo or Price List less
Discunt (which wil be
provided pursuant to terms and
conditions in CLEC's ICA).
109.23.4 Qwest Voice Messa in Servces
109.23.4.1 Idaho North
109.23.4.2 Idáho South
See Applicable Qwest Retail
Tari, Catalo or Price List less
Discount (which wil be
provided pursuant to terms and
conditons in CLEC's ieA).
See Applicable Qwest Retail
Tariff, Catalog or Price List less
Discount (which wil be
provided pursuant to terms and
conditions in CLEC's ICA).
112 o eraonal Su ort S stems
112.1 Develoments and Enhancents, sr locl Serv R ues
112.2 On oi 0 eratlons r local Servce Rs uest
112.3 Daily Usage Records File, per Recrd
All charges and increments
equal the comparable charges
and increments provided in the
Qwest Wholesale peAT.
Notes
See Applicable Qwest Retail Tariff, Catalog or Price List for all charges and increments.
Universal Service Order Codes (USOCs) have been provided in an effort to ease item description and USOC association with charges. In the event USOCs are inaccurate
or are revised, Qwest reserves the right to corrct the Rate Sheet. In the event of any signifcant change(s), notifcation will be proided via the standard notification process.
QlSpTM Business anc Residential services utilze the same Class of Service and line Universal Servic Order coes (USOCs).-QLSpTN Residential services wil be billed at
the Analog Port rate and only those lines that specifcally qualif for and are identiied as serving a residential end-user customer by the presence of the LAWUR USOC will
receive the Residential end user crdit.
QlSpTM service includes nondiscrminatory accss to aN vertical sw feature that ar loaded in Qwests End Ofce Swich. See the PCAT to all comptible and available
vertcal swich features. Only vertical switçh feature wih Non-ecurrng, Recurrng, or Per Occrrence charges are list. Non-Recurnng charges are applicable whenever a
feature is added - whether on new installation, conversion, or change orer actvit. Those vertical swich feature not listed have a rate of $0 for Monthly Recurrg, Non-
Recurnng, or Per Occurrence charges.
Reserved for future use.
The Subsequent Order Chargf! is applicable on a per order basis when changes are reuested toexistlng servic, including changing a telephone number, initiating or
removing Suspension or Service. denying or restoring service, adding, removig, or changing features, and other similar reuests.
QlSpTM ISDN BRI and PBX are "Design". Remaining QlSpTM services are "Non-Design". All charges and increments shall be the same as the comparable charges and
increments provided in Qwest Retail Taris, Catalogs, or Price lists and are subject to change based on changes in those underlying Qwest Retail Tariffs, Catalogs, or Price
lists. In the event a rate changes, notification will be provided via the standard notification process.
6 Where the service has been deemed to be a Telecommunications SerVJce, the Discount will be provided pursuant to ClEC's ICA. Where the service is not a
Telecommunications Service, the discount will be 18%.
Qwest local Services Platform TM Agreement QLSpTM Rate Sheel-V1.2.3 04.11.08
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7 MF53079D
QWEST LOCAL SERVICES PLATFORM™ AGREEMENT
ATTACHMENT 1- DEFINITIONS
"MiscellaneOus Charges" mean charges that Qwest may assess in addition
to recurring and nonrecurring rates set forth in the Rate Sheet, for activities
CLEC requests Qwest to perform, activities CLEC authorizes, or charges
that. .are a result of CLEC's actions, such as cancellation charges,
~dditional.labor and,mainten~nce. Miscellaneous Charges are not already
included in Qwest s recurrng or nonrecurring rates. Miscellaneous
Charges shall be contained in or referenced in the Rate Sheet.
"Network Element" is a facilty or equipment used in the provision of
Telecommunications Service or an information service or both. It also
includes features, functions, and capabilities that are provided by means of
such facilty or equipment, including subscriber numbers, databases
signaling systems, and information suffcient for Biling and collection o~used in the transmission, routing, or other provision of a
Telecommunications Service or an information service or both, as is more
fully described in this Agreement.
"Operational Support Systems" or "OSS" mean pre-ordering, Provisioning,
maintenance, repair and biling systems.
"Order Form" means service order request forms issued by Qwest, as
amended from time to time.
"Person" is a general term meaning an individual or association,
corporation, firm, joint-stock company, organization, partnership, trust or
any other form or kind of entity.
"Port" means a line or trunk connection point, including a line card and
associated peripheral equipment, on a Central Offce Switch but does not
include Switch features. The Port serves as the hardware termination. for
line, or Trunk Side facilities connected to the Central Offce Switch. Each
Line Side Port is typically associated with one or more telephone numbers
that serve as the Customer's network address.
"Premises" refers to Qwesl's Central Ofces and Serving Wire Centers; all
buildings or similar structures owned, leased, or otherwise controlled by
Qwest that house its network facilties; all structures that house Qwest
facilities on public rights-of-way, including but not limited to vaults
containing Loop concentrators or similar structures; and all land owned,
leased, or otherwise controlled by Qwest that is adjacent to these Central
Offces, Wire Centers, buildings and structures.
"Proof of Authorizatiön'" or "POA" shall consist of verification of the End
User Customer's selection and authorization adequate to document the
End User Customer's selection of its local servce provider and may take
the form of a third party verification format.
"Provisioning" involves the exchange of information betwn
Telecommunications Carriers where one executes a request for a set of
products and services from the other with attendant acknowledgments and
status report.
"Public Switched Network" includes all Switches and transmission facilties,
whether by wire or radio, provided by any Common Carrier including LECs,
IXCs and CMRS providers that use the North American Numbering Plan În
connection with the provision of switched services.
"Serving Wire Center" denotes the Wire Center from which dial tone for
local exchange service would normally be provided to a particular
Customer Premises.
"Shared Transport" is defined as local interoffce transmission facilities
shared by more than one Carrier, including Qwest, between End Offce
Switches, between End Ofce Switches and Tandem Switches (local and
Access Tandem Switches), and between Tandem Switches within the
Local Callng Area, as described more fully in this Agreement.
"Switch" means a switching device employed by a Carrier within the Public
Switched NetWork. Switch includes but is not limited to End Offce
Switches, Tandem Switches, Access Tandem Switches, Remote Switching
Modules, and Packet Switches. Switches may be employed as a
combination of End OfficelTandem Switches.
"Switched Access Traffc," as specifically defined in Qwest's interstate
Switched Access Tariffs, is traffc that originates at one of the Part's End
User Customers and terminates at an IXC Point of Presence, . or originates
at an IXC Point of Presence and terminates at one of the Part's End User
Customers, whether or not the traffic transits the other Party's network.
"Tariff' as used throughout this Agreement refers to Qwest interstate
Tariff and state Tariffs, price lists, and price schedules.
"Telecommunications Carrer" means any provider of Telecommunications
Services, except that' such term does n.ot include aggregators of
) Telecommunications Services (as defined in Section 226 of the Act). A
Telecommunications Carrier shall be treated as a Common Carrier under
the Act only to the extent that it is engaged in providing
Telecommunications Services, except that the FCC shall determine
whether the provision of fixed and mobile satellte servce shall be treated
as common carriage.
"Telecommunications Servces" means the offering of telecommunications
for a fee directly to the public, or to such classes of users as to be
effectively available directly to the public, regardless of the facilties used.
"Telephone Exchange Service" means a Service within a telephone
exchange, or within a connected system of telephone exchanges within the
same exchange area operated to furnish to End User Customers
intercommunicating Service of the character ordinarily furnished by a single
exchange, and which is covered by the exchange Service charge, or
comparable Service provided through a system of Switches, transmission
equipment or other facilties (or combinations theref) by which a
subscriber can originate and terminate a Telecommunications Service.
"Trunk Side" refers to Switch connections that have been programmed to
treat the, circuit as connected to another switching entity. .
'Wire Center" denotes a building or space within a building that serves as
an aggregation point on a given Carrer's network, where transmission
facilties are connected or switched. Wire Center can also denote a
building where one or more Central Offce, used for the provision of basic
exchange Telecommunications Services and access Services, are located.
Terms not otherwise defined here but defined in the Act and the orders and
the rules implementing the Act or elsewhere in this Agrement, shall have
the meaning defined there. The definition of terms that are included here
and are also defined in the Act, or its implementing orders or rules, are
intended to include the definition as set forth in the Act and the rules
implementing the Act.
10-04-10/caCiQuantumShift dba vCom Qwest QLSpTM MSA - (v8-20-10) Page 11 of 11
AZ-100916-0001; CO-100916-Q002; IA-100916-0003; ID-100916-00Q4; MN-100916-0005; MT-100916-0006; ND-100916-Q007; NE-100916-0008;
NM-100916-0009; OR-100916-0010; SD-10091.6-Q011; UT-100916-0012; WA-100916-Q013; WY-100916-0014
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
QWEST LOCAL SERVICES PLATFORMiI AGREEMENT
ATTACHMENT 2-QLSPiI Service Description
1.1 General QLSP Service Description.
1.2.1 Pursuant to the order issued by the FCC
pertaining to the availability of Unbundled Network Element
("UNE") Loops under Section 251 (c)(3) of the Act in itsReport and Order-Petition of Qwest Corporation for
Forbearance Pursuant to 47 U.S.C. § 160(c in the Omaha
Metropolian Statistical Area, FCC 05-170, WC Docket No.
04-223, (effective September 16, 2005), Qwest wil provide
to CLEC the Loop element of QLSP Services purchased in
the following nine Omaha Nebraska Wire Centers under the
terms and conditions of the Agreement and this Attachment
at Rates provided in the Rate Sheet: Omaha Douglas;
Omaha Izard Street; Omaha 90th Street; Omaha Fort Street;
Omaha Fowler Street; Omaha 0 Street; Omaha 78th Street;
Omaha 135th Street; and Omaha 156th Street.
1.0 Qwest wil provide Qwest Local Services Platformq¡
("QLSP&) Services according to the tenns and conditionsset forth in the QLSP Agreement between the Parties (the
"Agreement") and in this Attachment 2 to the Agreement,
which is incorporated into and made a part of the Agreement
(this "Attachment". Except as otherwise set forth in this
Attachment, capitalized terms used but not otherwise
defined herein have the definitions assigned to them in the
Agreement. CLEC may use QLSP Services to provide any
Telecommunications Services, information services (or both)
that CLEC chooses to offer to the extent that such services
are granted herein or not limited hereby.
1.1.1 QLSP Services consist of Local Switching and
Shared Transport in combination. Qwest Advanced
Intellgent Network ("AIN") Services, e.g., remote access
forwarding, and Qwest Voice Messaging Services ("VMS")
may also be purchased with compatible QLSP Services.
These Netwrk Elements wil be provided in compliance with
all Telcordia and other industry standards and technical and
performance specifications to allow CLEC to combine the
QLSP Services with a compatible voicemail product andstutter dial tone. Qwest will provide access to 911
emergency services and directory listings in accordance with
the terms and conditions of CLEC's interconnection
agreements ("ICAs"), except that the business end user rate
in the applicable tariff applies to all end user premium and
privacy directory listings (with the exception of residential
additional listings, i.e., USOC RL T) when services are
provisioned to CLEC under this Agreement whether CLEC's
end user is a residential end user or a business end user.
As part of the QLSP Service, Qwest combines the Network
Elements that make up QLSP Service with analog/digital
capable Loops, with such Loops (including services such as
line splitting) being provided in accordance with the rates,
terms and conditions of the CLEC's I CAs. CLEC may also
purchase Qwest Commercial High Speed Internet (HSI)
Service (also known as Qwest Digital Subscriber LineiI
(DSL)), under a separate Services agreement, to be used
with compatible QLSP Service.
1.2.2 The following QLSP Service types wil be
combined with 2-wire loops: QLSP Business; QLSP Centrex
(including Centrex 21); Centrex Plus; Centron in Minnesota
only; QLSP ISDN BRI; QLSP PAL; QLSP PBX Analog non-
DID and 1-Way DID Trunks; and QLSP ResidentiaL.
1.2.3 QLSP PBX Analog 2-Way DID Trunks wil be
combined with 4 wire loops.
1.3 Local Switching. The Local Switching Network Element
("Local Switching") is collectively the Line Side and Trunk
Side facilties in the local serving Qwest end offce Switch
which provides the basic switching function, the port, plus
the . features, functions, and capabilties. of the switch
including all compatible, available, and loaded vertical
features (e.g., anonymous call rejection) that are loaded in
that switch. Vertical features are softare attributes on end
offce Switches and are listed on the Qwest wholesale
website. Qwestsignaling is provided with Local Switching
solely as described in Section 1.42 of this Attachment. The
following Local Switching port are available with QLSP
Servce: Analog Line Ports, Digital Line Ports Supporting
Basic Rate Interface-Integrated Services Digital Network
("BRI ISDN"), and Analog Trunk Ports.
1.1.2 QLSP Service is aváilable in six different service
arrangements, each of which is described more fully below:
QLSP Residential; QLSP Business; QLSP Centrex
(including Centrex 21, Centrex Plus and, in Minnesota only,Centron); QLSP ISDN BRI; QLSP Public Access Lines
("PAL"); QLSP PBX Analog DID and non-DID (one way andtwo way) trunks.
1.3.1 Analog Line Port. Line Port attributes include:
telephone number; dial tone; signaling (Loop or ground
start); onloff hook detection; audible and power ringing;
Automatic Message Accounting (AMA Recording); and
blocking options.
1.1.3 Nothing in this Attachment or the Agreement
precludes Qwest from withdrawing availability of
comparable, functionally equivalent services from its retail
end user customers. In the event of such withdrawal or
discontinuation, Qwest may also withdraw availabilty of the
equivalent QLSP Service.
1.3.2 Digital Line Port Supporting BRI ISDN. BRI ISDN
is a digital architecture that provides integrated voice and
data capabilty (2 wire). A BRI ISDN Port is a Digital 28+0
(2 Bearer Channels for voice or data and 1 Delta Channel forsignaling and D Channel Packet) Line Side . Switch
connection with BRIISDN voice and data basic elements.
For flexibilty and customization, optional features can be
added. BRI ISDN Port does not offer B Channel Packet
service capabilities. The serving arrangement Conforms to
the internationally developed, published, and recgnized
standards generated by International Telegraph and
Telephone Union (formerly CCITT).
1.2 Combination of QLSP Service with Loops. Except as
described below, the Loop wil be provided by Qwest under
the applicable ICAs in effect between Qwest and CLEC at
the time the order is placed. As part of the QLSP Service,
Qwest will combine the Local Switching and Shared
Transport Network Elements with the Loop.
1.3.3 Analog Trunk Port: DSO analog trunk Ports can be
configured as DID, DOD, and two-way.
1.3.3.1 Analog trunk Port provide a 2-Way
Analog Trunk with DID, E&M Signaling and 2-Wire or
4-Wire connections. This Trunk Side connection
inherently includes hunting within the trunk group.
1 0-04-1 O/cac/QuantumShift dba vCom
AZ-100916-0001; CO-100916-Q002; IA-100916-0003; ID-100916-0004; MN-100916-0005; MT-100916-0006; ND-100916-0007; NE-100916-Q008;
Nt.1-100916-0009; OR-100916-0010; SD-100916-0011; UT-100916-0012; WA-100916-0013; WY-100916-Q014
Attchment 2 - QLSPiI - (v8-2o-10)
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
QWEST LOCAL SERVICES PLATFORMiI AGREEMENT
ATTACHMENT 2-QLSPiI Service Description
1.3.3.2 All trunks are designed as 4-Wire leaving
the Central Offce. For 2-Wire service, the trunks are
converted at the End User Customets location.
record; and callng card, biled to third number, and collect
call infonnation used in processing Altemately Biled
Services (ABS).
1.3.3.3. Two-way analog DID trunks are capable of
initiating out going calls, and may be equippe with
either rotary or touch-tone' (DTMF) for this purpse.
When the trunk is equipped with DID call transfer
feature, both the trunk and telephone instruments
must be equipped with DTMF.
1.4.5 The ICNAM database is used with certain end
offce Switch features to provide the calling party's name to
CLEC's End User Customer with the applicable feature
capability. The ICNAM database contains current listed
name data by working telephone number served or
administered by Qwest, including listed name data provided
by other Telecommunications Carrers participating in
Qwests callng name delivery service arrangement.1.3.3.4 Two-way analog DID trunks require E&M
signaling. Qwest wil use Type i and II E&M
signaling to provide these trunks to the PBX. Type II
E&M signaling from Qwest to the PBX wil be
handled as a special assembly request on an
Individual Case Basis.
1.4.6 Qwest will provide the listed name of the callng
part that relates to the callng telephone number (when the
information is actually available in Qwest's database and the
delivery is not blocked or otherwise limited by the callng
part or other appropriate request).
1.3.4 Usage. Local Switching Usage is biled on a
Minute of Use ("MOU" basis as described within this
Attachment. Rates for "Local Switch Usage" 'or' "Local
Switch MOUs" are provided in the QLSP Rate Sheet.
1.4.7 For CLEC's QLSP End User Customers, Qwest
will load and update CLEC's QLSP End User Customers'
name information into the UDB and ICNAM databases from
CLEC's completed service orders. CLEC is responsible for
the accuracy of its End User Customers' information.1.4 Vertical Features and Ancilary Functions and Services.
1.4.1 QLSP Service includes nondiscriminatory access to
all vertical features that are. loaded in the Local serving
Qwest end offce switch.
1.4.8 Qwest wil exercise reasonable efforts to provide
accurate and complete UDB and ICNAM information. The
information is provided on an as-is basis with all faults.
Qwest does not warrant or guarantee the correctness or the
completeness of such information; however, Qwest wil
access the same database for CLEC's QLSP End User
Customers as Qwst accesses for its own End User
Customers. Qwest wil not be liable for system outage or
inacceibilty or for losses arising from the authorized use of
the data by CLEC.
1.4.2 Local Switching includes use of Qwests signaling
network (ISUP call set-up) solely for Local Traffc. "Local
Traffc" and "Local Calls" means calls that originate and
terminate within the Local Callng Area as defined in the
Qwest tariff. Qwest wil provide service control points in the
same manner, and via the same signaling links, as Owest
uses such service control points and signaling links to
provide service to its End User Customers served by that
switch. Qwests call related databases include the Line
Information Database (UDB), Internetwork Calling Name
Database (ICNAM), 8XX Database for toll free callng, AIN
Databases, and Local Number Portability Database. CLEC
will not have access to Qwest's AIN-based services that
qualify for proprietary treatment, except as expressly
provided for in the Agreement or this Attachment. Local
Switching does not include use of Qwest's signaling network
for Toll Traffc. "Toll Traffc" and "Toll Calls" means intra local
access and transport area ("LATA") or interLATA calls that
originate and terminate outside of the Local Callng Area as
defined in the Qwest tariff. For all Toll Traffc originated by
or terminated to CLEC's QLSP End User Customer, Qwest
may bil applicable tariff charges, including SS7 message
charges (ISDN User Part (ISUP) and Transaction
Capabilities Application Part (TCAP)), to the Interexchange
Carrier (IXC) or other wholesale SS7 provider.
1.4.9 Qwest wil not charge CLEC for the storage of
CLEC's QLSP End User Customers' information in the UDB
or ICNAM databases.
1.5 Shared Transport and Toll.
1.4.3 ICNAM and UDB. CLEC wil have non-
discriminatory access to Qwests UDB database and ICNAM
database as part of the delivery of QLSP Service.
1.5.1 Shared Transport. The Shared Transport
Network Element ("Shared Transport") provides the
collective interoffce transmission facilities shared by various
Carriers (including Qwest) between end-offce switches and
between end-offce switches and local tandem switches
within the Local Callng Area. Shared Transport uses the
existing routing tables resident in Qwest switches to carr
the End User Customer's originating and terminating
local/extended area service interoffce Local traffc on the
Qwest interoffce message trunk network. CLEC traffc wil
be carred on the same transmission facilties' between end-
offce switches, between end-offce switches and tandem
switches and between tandem switches on the same
network facilties that Qwest uses for its own traffc. Shared
Transport does not include use of tandem switches or
transport between tandem switches and end-offce switches
for Local Calls that originate from end users served by non-
Qwest Telecommunications Carriers ("Carrier(s)" which
terminate to QLSP End Users.1.4.4 The UDB database contains the following data:
various telephone line numbers and special biling number
(SBN) data; originating line (callng number); biling number
and terminating line (called number) information; callng card
validation; fraud prevention; Biling or service restrictions;
sub-account information to be included on the calls Biling
1.5.2 Originating Toll Calls from, and terminating Toll
Calls to, QLSP End Users will be delivered to/from the
designated IXCs from the Qwest end-offce switches and
access tandems. Use of access tandem switches are not
10-04-10/cac/QuantumShift dba vCom
AZ-100916-0001; CO-100916-0002; IA-100916-0003; ID-100916-0004; MN-100916-0005; MT-100916-0006; ND-100916-Q007; NE-100916-0008;
NM-100916-0009; OR-100916-0010; SD-100916-0011; UT-100916-0012; WA-100916-0013; WY-100916-0014Attachment 2 - QLSPiI - (v8-20-10) 2
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
QWEST LOCAL SERVICES PLATFORM(! AGREEMENT
ATTACHMENT 2-QLSP(! Service Description
1.5.3 IntraLATA and InterLATA Carrier Designation;
QLSP includes the capability for selection of the interLATA
and intraLATA Toll provider(s) on a 2-Primàry Interexchange
Carrier (PiC) basis. CLECwil designate the PiC
assignment(s) on behalf of its End User Customers for
interLATA and intra LATA Services. All CLEC initiated PiC
changes wil be in accordance with all Applicable Laws, rules
and regulations. Qwest wil not be liable for CLEC's
improper PiC change requests.
1.5.4 Qwest IntraLATA Toll Local Primary
Interexchange Carrier (ULPIC") 5123. Qwest does not
authorize CLEC to offer, request, or select Qwest LPIC 5123
service to CLEC's End User Customers for intra LATA toll
service with any QLSP Service in any stat. In the event
CLEC assigns the Qwest LPIC 5123 to CLEC's End User
Customers, Qwest wil bil CLEC and CLEC wil pay Qwest
the rates contained or referenced in the attched Rate
Sheet.
of an analog Line Side Port and Shared Transport provided
under the Agreement with an analog - 2 wire voice grade
Loop provided in accordance with CLEC's ICAs, except for
those Loops that are otherwise provided for in' the
Agreement.
included in the Agreement or this Attachment and access
tandem charges, if any, may be biled by Qwest to the IXC(s)
under the applicable access tariff.
1.6.5 QLSP PBX is available to CLEC for CLEC's
business End User Customers.
1.6.5.1 PBX analog non-DID trunks are combinations
of an analog Line Side Port and Shared Transport
provided under the Agreement with an analog - 2 wire
voice grade Loop provided in accordance with CLEC's
I CAs. except for those Loops that are otherwise
provided for in the Agreement.
1.6.5.2 PBX with analog 1-way DID trunks are
combinations of a DID trunk Port and Shared Transport
provided under the Agreement with an Analog - 2 wire
voice grade Loop provided in accordance with CLEC's
ICAs, except for those Loops that are otherwise
provided for in the Agreement.
1.5.5 Usage. Shared Transport is billed on a MOU
basis as described within this Attchment. Rates for
"Shared Transport Usage" or "Shared Transport MOUs" are
provided in the QLSP Rate Sheet.
1.6.5.3 PBX with analog 2- way DID trunks are
combinations of a DID trunk Port and Shared Transport
provided under the Agreement with an Analog ~ 4 wire
voice grade Loop provided in accordance with CLEC's
ieAs, except for those Loops that are otherwise
provided for in the Agreement.1.6 QLSP Service Arrangement Descriptions.
1.6.1 QLSP Business is available to CLEC for CLEC's
business End User Customers and is the combination of an
analog Line Side Port and Shared Transport provided under
the Agreement with an analog - 2 wire voice grade Loop
provided in accordance with CLEC's ICAs, except for those
Loops that are otherwise provided for in the Agrement.
1.6.6 QLSP Residential is available to CLEC for CLEC's
residential End User Customers and is the combination of an
analog Line Side Port and Shared Transport provided under
the Agreement with an analog. - 2 wire voice grade Loop
provided in accordance . with CLEC's ICAs, except as
otherwse provided for in the Agreement. QLSP Residentiat
may be ordered and provisioned only for residential End
User Customer application. The definition of residential
service is the same as in Qwests retail tariff as applied to
Qwest's End User Customers.
1.6.2 QLSP Centrex is available to CLEC for CLEC's
business End User Customers. QLSP Centrex Services
include Centrex 21, Centrex Plus and, in Minnesota only,
Centron, and are the combination of an analog Line Side
Port and Shared Transport provided under the Agreement
with an analog - 2 wire voice grade Loop provided in
accordance with CLEC's ICAs, except for those Loops that
are otherwise provided for in the Agreement.
1.6.2.1 CLEC may request a conversion from Centrex
21, Centrex-Plus or Centron service to QLSP Business or
QLSP ResidentiaL. . The Conversion NRC(s) provided in
the Rate Sheet wil apply.
1.6.6.1 In order for CLEC to receive QLSP
Residential rates via the monthly Residential End User
Credit provided in the Rate Sheet, CLEC must identify
residential end users by working telephone number
(WTN) utilizing the LSR process as described in the
Qwest wholesale website.
2.0 Additional Terms and Conditions and Service Features.
2.1 Qwest does not warrant the availability of facilties at any
serving wire center. QLSP Services wil not be available if
facilities are not available. Qwest represents and warrants
that it wil not otherwse restrict facilties eligible to provide
QLSP Service and that any and all facilities that would
otherwise be available for retail service to a Qwest End User
Customer will be considered eligible for use by CLEC for
QLSP Service to serve that same End User Customer.
1.6.2.2 Qwest will provide access to Customer
Management System (CMS) with QLSP-Centrex at the
rates set forth in the Rate Sheet.
1.6.3 QLSP ISDN BRI is available to CLEC for CLEC's
End User Customer and is the combination of a Digital Line
Side Port (supportng BRI ISDN), and Shared Transport
provided under the Agreement with a Basic Rate ISDN-
capable Loop provided in accordance with CLEC's ICAs,
except for those Loops that are otherwise provided for in the
Agreement.
2.2 Loop Start (ULPS") to Ground Start (uGST") and GST to
LST Changes ("LPS/GST Change") are available with
QLSP Services. POTS Services (e.g., a QLSP Centrex 21 i'
line) can functionally and operationally be provisioned as
either LPS or GST. Unless specifically requested otherwse,
Qwest provisions POTS Services as LPS. GST is. generally1.6.4 QLSP PAL is available to CLEC for only CLEC's
Payphone Service Providers (PSPs) and is the combination
10-04-10/caCiQuantumShift dba vCom
AZ-100916-0001; CO-100916-0002; IA-100916-0003; ID-100916-0004; MN-100916-0005; MT-100916-0006; ND-100916-0007; NE-100916-0008;
NM-100916-0009; OR-100916-0010; SD-100916-0011; UT-100916-0012; WA-100916-0013; WY-100916-0014Attchment 2 - QLSP(! - (vS-20-10) 3
DocuSign Envelope ID: BBOBCFEB-A7F5-485F-926B-FB7A4F53079D
..2.6
QWEST LOCAL SERVICES PLATFORMQ! AGREEMENT
ATTACHMENT 2-QLSPQ! Service Description
provisioned for Private Branch Exchange ("PBX") type
services. LPS/GST Changes allow the CLEC to request a
facility served by LPS to be changed to GST or vice versa.
Additional information and ordering requirements are
detailed on the Qwest Wholesale website.
2.3
2.2.1 The Subsequent Order Charge provided in the
QLSP Rate Sheet and the Qwest retail Tariff nonrecurrng
charge ("NRC") for LPS/GST Changes, less an 18%wholesale discount, wil be added to service orders
requesting LPS/GST Changes.
Daily Usage Feed (DUF). Qwest wil provide to CLEC
certin originating and terminating call records ("usage
information") generated by CLEC's QLSP end user via a
DUF.
2.7 If Qwest develops and deploys new local switch features for
its End User Customers, those switch features will be
available with QLSP Servce in the same areas. and subject'
to the same limitations. The rates that Qwest charges for
such new local swich features wil not in any case be higher
than the retail rate Qwest charges for such features.
2.3.1 Qwest wil provide to CLEC Local Call usage
information within Qwest's control with respect to calls
originated by or terminated to CLEC QLSP End User
Customers in the form of the actual information that is
comparable to the information Qwest uses to bil its own End
User Customers.
2.3.2 Qwest wil provide to CLEC usage information
necessary for CLEC to bil for interLATA and intra LATA
exchange access to the IXC (excluding intra LATA usage
information if Qwest LPIC 5123 is selected as the intra LATA
Toll provider) in the form of either the actual usagi: or a
negotiated or approved surrogate for this information, as
such biling is described and allowed under section 3.7 of
this Attachment. These exchange access records will be
provided as Category 11 EMI records. via the DUF.
2.3.3 Qwest will provide DUF records for the following:
all usage occurrences bilable to CLEC's QLSP lines,
including Busy Line Verify (BL V), Busy Line Interrpt (BLI);
originating local usage; usage sensitive CLASS features;
and Qwest"provided intraLATA toll.
2.3.4 Local Call usage records wil be provided as
Category 01 or Category 10 EMI records via the DUF.
Terminating Local Call usage records are not collected or
available and wil not be provided.
2.4 Feature. and interLA T A or intraLAT A PiC changes or
additions for QLSP, wil be processed concurrently with the
QLSP order as specified by CLEC.
2.8 Nothing in the Agreement alters or affects CLEC's right to
receive any applicable universal service subsidy or other
similar payments.
2.5 Accss to 911/E911 emergency Services for CLEC's End
User Customers will be available in accordance with CLEC's
ICAs. If Qwest is no longer obligated to provide access to
911/E911 emergency services in accordance with 47 U.S.C.
§251 , Qwest wil then provide such services under the
Agreement with respect to all CLEC QLSP Service End User
Customers and new QLSP Service End User Customers, to
the same degree and extent that 911/E911 emergency
services were provided by Qwest prior to the elimination of
911/E911 emergency services as an obligation under 47
U.S.C. §251.
2.9 Qwest Operator Services and Directory Assistance Services
are provided .under the terms and conditions of CLEC's
ICAs.
Qwest AIN and VMS are offered on a commercial basis and
may be purchased with QLSP at the rates set forth in the
attached Rate Sheet. Retail promotions may not be
combined with QLSP.
3.0 Rates and Charges.
3.1 The recurring ("MRC") and. NRC rates for QLSP Services
and all associated QLSP applicable usage-based rates and
miscellaneous charges are set forth or incorporated by
reference into the attched QLSP Rate Sheets. Rates for
QLSP Services are in addition to the applicable rates for
elements and Services provided under CLEC's ICAs.
Applicable intercarrier compensation rates and charges
(such as access charges, reciprocal compensation, and
other charges for elements and services) are applicable and
are provided under a separate Agreement or Tariff.
3.2 QLSP rates Effective Date through Term. Starting on the
Effective Date of the Agreement, rates for the Service will be
those provided or referenced in the attached Rate Sheet.
The MRCs for the switch port wil be adjusted annually,
effective January 1 of each year through the term of the
Agreement. CLEC is eligible for and wil receive discounts
on the Basic Plan switch port MRCs if it meets the volume
plans described below. Discounts are not cumulative and
Qwest wil apply the highest discount rate for which CLEC
qualifies. Basic Plan MRCs wil apply if CLEC does not
qualify for any discount.
3.2.1 90% YOY Volume Retention Plan: If the
number of CLEC's QLSP total lines as of October 31 of
each year equals or exceeds 90% of the sum of
CLEC's QLSP total lines as of October 31 of the
preceding year, CLEC wil qualify for a 10% discount off
of the Business Port and a 2% discount off of the
Residential Port MRCs applicable during the next
calendar year.
3.2.4 115% YOY Volume Growth Plan: If the
number of CLEC's total QLSP lines as of October 31 of
each year equals or exceeds 115% of the sum of
CLEC's total QLSP lines as of October 31 of the
preceding year, and. the YOY line increase is equal to
or greater than one thousand five hundred (1,500)
QLSP lines, CLEC will qualify for a 30% discount off of
the Business Port MRCs and a 6% discount off of the
Residential Port MRCs applicable during the next
calendar year.
3.3 For purposes of counting CLEC's total QLSP lines in section
3.2 as of October 31 of each year, Qwest wil include' all
QLSP lines, if any, from the previous year. For example, to
determine 2011 QLSP rates, Qwest wil use the total number
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QWEST LOCAL SERVICES PLATFORM(ß AGREEMENT
ATTACHMENT 2-QLSP(ß Service Description
3.4
of CLEC's QLSP lines as of October 31, 2009 compared to
CLEC's total number of QLSP lines as of October 31,2010
in order to calculate CLEC's discount eligibilty on January 4,
2011. Each subsequent adjustment will be effective on each
January 1 during the term of the Agreement.
Except as otherwise provided herein, the Loop element
combined with a QLSP Service will be provided in
accordance with CLEC's ICAs with Qwest at the rates set
forth in those ICAs.
including but not limited to flat rate transport charges, in
accordance with the applicable Tariff
3.8 Local Switching Usage and Shared Transport Minute of
Use (MOU) This section describes the use of the Qwest
network for different call types originated by or terminated to
QLSP End Users. This section does not affect Qwest's
rights to charge IXCs for signaling as described in Section
1.4.2 of this Attachment.
3.4.1 Loops provided under the Agreement. Upon
thirt (30) Days notice via the standard commercial
notification process, Qwest may change monthly recurring
charges for the Omaha, Nebraska Loop elements provided
under the Agreement. Additionally, notwithstanding the
rates reflected in the Nebraska QLSP Rate Sheet, the
Parties understand and agree that Qwest has the right to
adjust commercial port rates in Nebraska after the Nebraska
PSC issues a final order related to Application No.
C-3554/PI-112 and CLEC's continued use of any Services in
Nebraska constitutes its acceptance of such updated rates.
3.8.1 Originating IntraOffce Local Calls - This
originating Local Call requires switching by the local serving
Qwest end offce Switch only. When this call type is
originated by a QLSP End User, Local Switch Usage
charges provided in the QLSP Rate Sheet wil apply. For
these call types that also terminate to an end user served by
a Carrier, Qwest may pay that Carrier certain terminating
compensation charges under terms and conditions of a
separate ICA.
3.6 CLEC wil pay Qwest the PiC change charge associated with
CLEC End User Customer changes of interLATA or
intra LATA Carriers. Any change in CLEC's End User
Customers' interLATA or intraLATA Carrier must be
requested by CLEC on behalf of its End User Customer.
3.8.2 Originating InterOffce. Local Calls. This
originating Local Call requires switching by the local serving
Qwest end offce and other interoffce switching for Local
traffc. When this call type is originated by a QLSP end user,
Local Switch Usage per MOU and Shared Transport per
MOU charges provided in the Rate Sheet wil apply. For
these call types that also terminate to an end user served by
a non-Qwest Carrier, Qwest may pay that Carrer certain
terminating compensation charges under. terms and
conditions of a separate ICA
3.5 CLEC will be responsible for billng its QLSP End User
Customers for all Miscelláneous Charges and surcharges
required of CLEC by statute, regulation or as otherwise
required.
3.7.1 Switched Access. For QLSP End User
Customer(s), Qwest wil not charge to or collect from the IXC
usage based end offce and loop Switched Access charges
(such as Switched Access Local Switching, End OffceShared Port, Tandem Transmission and Carrier Common
Line) for InterLATA or IntraLATA Toll Calls originating or
terminating from that QLSP End User Customer's line to an
IXC.
3.8.3 Originating IXC Toll Calls. This originating Toll
Call requires switching by the local serving Qwest end offce.
If the QLSP End User's selected IXC does not have direct
trunking to the local serving Qwest end offce, Shared
Transport. is required to deliver that call to the Accss
Tandem for delivery to the IXC. When this call type is
originated by a QLSP end user, Local Switch Usage
provided in theQLSP Rate Sheet applies. Additionally, if
Shared Transport is necessary to deliver the call to the
Access Tandem, Shared Transport Usage chárges provided
in the QLSP Rate Sheet wil apply. For these call types that
require Shared Transport, Qwest retains its rights to bil the
IXC for Tandem elements under the Tariff.
3.7 Intercarrier Compensation. Except as specifically
described in this Section, the Agreement does not change or
amend applicable intercarrier compensation arrangements
(including but not limited toSwitched Access, Signaling, or
Transit charges) between any parties, including between
Qwest and Carriers or IXCs.
3.7.2 Signaling. Qwest retains its rights to charge IXCs
for signaling usage (ISUP Signal Formulation, ISUP Signal
Transport, and ISUP Signal Switching, as well as L1DB,
ICNAM and 8XX) associated with interLATA and intra LATA
Toll Calls originated by or terminated to a QLSP End User
under the applicable Tari.
3.8.4 Terminating IntraOffice and InterOffce Local
Calls. This terminating Local Call requires switching by the
local serving Qwest end offce and in certain instances other
interoffice switching within the Local Callng area. When a
call is terminated to.a QLSP end user, no charges wil apply
under QLSP. For these call types that originate from an end
user served by a Carrier, Qwest retains its rights to bill that
Carrer certain Transit charges as described in Section 3.7
above.
3.7.4 Other. Qwest retains its rights to billXCs or other
Carriers, as applicable, any and all other access charges
and assessments not expressly addressed in this section,
3.8.5 Terminating IXC Toll Calls. This terminating Toll
Call always requires switching by the local serving Qwest
end offce. If the originating callets IXC does not have direct
trunking to the QLSP end user's local serving Qwest end
offce switch, Shared Transport is required to terminate the
call to the receiving QLSP end user. When this call type is
terminated to a QLSP' end user, Local Switch Usage
charges provided in the Rate Sheet will apply.. Additionally,
if Shared Transport is necessary to deliver the call to the
QLSP end user from the access tandem, Shared Transport
3.7.3 Transit. For any call originated by an end user
served by a Carrer that routes through Qwests network and
which terminates to a. QLSP End User, Qwest retains its
rights to bil the originating Carrier Transit charges for that
call under the originating Carriets Agreement.
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QWEST LOCAL SERVICES PLATFORM~ AGREEMENT
ATTACHMENT 2-QLSP~ Service Description
Usage charges provided in the Rate Sheet will apply. For
these call types that require Shared Transport, Qwest retains
its rights to bil the IXC for Tandem elements under the
Tariff.
3.8.6 Originating Toll Calls when QC is the
Intra LATA Toll provider. See Section 1.5.4 above.
3.9 Qwest wil have a reasonable amount of time to implement
system or other changes necessary to bil CLEC for rates or
charges associated with QLSP Services
bil its End Users or other Carriers (including Qwest), Qwest
will work wih CLEC in good faith to deliver such information.
6.0
6.1
Maintenance and Repair.
Qwest wil maintain facilities and equipment that comprise
the QLSP Service provided to CLEC. CLEC or its End User
Customers may not rearrange, move, disconnect or attempt
to repair Qwest facilties or equipment, other than by
connecton or disconnection to any interface between Qwest
and the End User Customer, without the written consent of
Qwest.
3.10 QLSP Services have a one-month minimum service period
requirement for each CLEC End User Customer. The one-
month minimum service period is the period of time that
CLEC is required to pay 100% of the MRC for the Service
even if CLEC does not retain Service for the entire month.
QLSP Services are biled month to month and wil after the
one month minimum service period is satisfied be pro-rated
for partial months based on the number of days Service was
provided.
6.2 Qwest wil provide general repair and maintenance Services
on its facilities, including those facilties supporting QLSP
Services purchased by CLEC. Qwest wil repair and restore
any equipment or any other maintainable component that
adversely impacts CLEC's use of QLSP Service. Qwest and
CLEC wil cooperate with each other to implement
procedures and processes for handling service-affecting
events. There wil be no charge for the Services provided
under this Section 6, except as set forth in the Rate Sheet.
3.11 The Subsequent Order Charge is applicable on a per order
basis when changes are requested to existing service,
including changing a telephone number, initiating or
removing suspension of Service, denying or restoring
service, adding, removing or changing features, and other
similar requests.
7.0 Commercial Penormance Measures and Reporting,
Penormance Targets and Service Credits (including in
Washington, if Washington 7.0 is selected by CLEC as
indicated on Signature Page).
4.0 Systems and Intenaces.
7.1 Each Part wil provide suitably qualified personnel to
perform its obligations under the Agreement and all QLSP
Services in a timely and effcient manner with diligence and
care, consistent with the professional standards of practice
in the industry, and in conformance. with Applicable Law.
The QLSP Service attributes and process enhancements are
not subject to the Change Management Process ("CMP").CLEC proposed changes to QLSP Service attributes and
process enhancements wil be communicated through the
standard account interfaces. Change requests common to
shared systems and processes subject to CMP will continue
to be addressed via the CMP procedures.
4.1 Qwest and CLEC wil support the use of currnt OSS
interfaces and OSS business rules for QLSP, including
, electronic ordering and flow, as the same may evolve over
time,
7.2 Qwest wil provide commercial performance measurements
and reporting against established performance targets with
QLSP Service. The following performance measurements
wil apply to QLSP Residential and QLSP Business: (a) Firm
Order Confirmations (FOCs) On Time; (b) Installation
Commitments Met; (c) Order Installation Interval; (d) Out of
Service Cleared within 24 Hours; (e) Mean Time to Restore;
and (f)Trouble Rate.
4.2 QLSP Services are ordered utilizing the LSR process as
described in the Qwest wholesale website.
7.3 Commercial measurement definitions, methodologies,
performance targets and reporting requirements are set forth
in Attachment 3 to the Agreement. Qwest wil provide CLEC
with the raw data necessary to allow CLEC to disaggregate
results at the state leveL. Reporting of these performance
measures will be applied for activity beginning the first full
month of Service after January 4, 2011.
CLEC wil be entitled to service credits only for each
instance of a missed installation commitment and each
instance of an out of servce condition that is not cleared
within 24 hours occurring after January 4, 2011. All service
credits will be applied automatically by Qwest as credit
against CLEC's bil for the billng period following the one in
which the credits were accrued. Credits for Services
provided under the Agreement will be applied for activity
beginning the first full month after January 4, 2011. Any
4.3 Prior to placing an order on behalf of each End User .
Customer, CLEC wil bè responsible for obtaining and wil
have in its possession a Proof of Authorization as set forth in
the Agreement.
7.4
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4.4 When Qwest or another provider of choice, at the End User
Customer's request, orders the discontinuance of the End
User Customer's existing. service with CLEC, Qwest willrender its closing bil to CLEC effective as of the
disconnection. Qwest wil notify CLEC by FAX, OSS
interface, or other agreed upon processes when an End
User Customer moves to Qwest or another service provider.
Qwest will not provide CLEC or Qwest retail personnel with
the name of the other service provider selected by the End
User Customer.
4.5 The Partes will provide each other with points of contact for
order entry, problem resolution, repair, and in the event
special attention is required on service request.
5.0 Qwest will bil CLEC, on a monthly basis, within seven to ten
Days of the last day of the most recent Biling period, in an
agreed upon standard electronic format. Biling information
wil include a summary bil and individual End User
Customer sub-account information. If CLEC needs
additional or different billng information in order to properly
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ATTACHMENT 2-QLSPiI Service Description
credits or payments related to the Services provided prior to
the first full month following January 4, 2011 and in
accordance with CMP, PID, PAP or any other wholesale
service quality. standards wil no longer be applied beginning
the first full month after January 4, 2011.
8.4 Eligible QLSP Services will be included in the UNE-P PAP
results beginning the first full month following the Effective
Date of the Agreement.
8.5 Notwithstanding the dispute resolution provisions in the
Agreement, the Parties wil resolve any dispute, claim or
controversy arising out of, or relating to, the PID and/or PAP
under the dispute resolution process described in the PAP.
7.4.1 Installation Commitments Met. For each
installation commitment that Qwest, through its own
fault, fails to meet, Qwest wil provide a service credit
equal to 100% of the nonrecurring charge for that
installation. Qwest wil use the state installation
nonrecurring charge contained in. the Agreement for
that order type in calculating the credit. The definition
of a "missed installation commitment" and the
associated exclusions are described in Attachment 3 to
the Agreement.
7.4.2 Out of Service Cleared within 24 Hours. For
each Çlut-of-service condition that Qwest, through its
own fault, fails to resolve within 24 hours, Qwest wil
provide a service credit equal to one day's recurring
charge (monthly recurring charge divided by 30) for
each day out of service beyond the first 24 hours. (For
example, if the out-of-service condition exists for 25 to
47 hours, CLEC wil be entitled to a credit equal to the
monthly recurring charge divided by 30. If the out-of-
service condition existed for 48 to 71 hours, the credit
would equal two times the monthly recurring charge
divided by 30).
8.0 Service Penormance Measures and Reporting and
Penormance Assurance Plan (PID/PAP) (for Washington
only, if Washington 8.0 is selected by CLEC as indicated
on the Signature Page to the Agreement).
8.1 If selected by CLEC under the terms and conditions of the
Agreement and this Attachment, Qwest will, in Washington
only, provide performance measurements, reporting, and
remedies compliant with the Washington Performance
Indicator Definitions ("PIDs") and the Qwest Washington
Performance Assurance Plan ("PAP") for the Services, if
eligible, provided under the Agreement and this Attaèhment.
Only in the state of Washington, and. only if expressly
selected by CLEC under the terms and conditions of the
Agreement and this Attachment, does this PID and PAP
replace, in their entirety, the Commercial Performance
Measures and Reporting, Performance Targets and Service
Credits terms and conditions for Services provided under the
Agreement and this Attachment outlined in Section 7.0 of
this Attachment.
8.2 The PIDs and PAP for Washington in their currnt form are
posted in the Qwest Wholesale PCAT, currently called
Negotiations Template Agreement PCAT, under Exhibit B
and Exhibit K for Washington, respectively. Those PIDs and
that PAP are incorporated by referenced into, and made a
part of, this Attachment. Subsequent changes to the PIDs or
PAP submitted to the WUTC wil be incorporated into the
applicable exhibit as soon as they are effective either by
operation of law or WUTC order, whichever occurs first and
without further amendment to this Attachment.
8.3 To select the Service Performance Measures and Reporting
and Performance Assurance Plan (PID/PAP) option, CLEC
must be a certified CLEC under applicable state rules and
have elected the PID and PAP under its Washington
interconnection agreement with Owest.
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