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Home My WebLink About20090113Application.pdfQwest 1600 7th Avenue, Room 3206 Seattle, Washington 98191 (206) 398-2504Facsimile (206) 343-4040 RECEIVEr; iU09 JAN l 3 PM 2: 03 Qwest. Spirit of Service. Maura E. Peterson Paralegal Regulatory Law Via Overnight delivery January 12,2009 Jean Jewell, Secretary Idaho Public Utilities Commission 472 West Washington Street P.O. Box 83720 Boise, Idaho 83720-0074 Re: Case No. ~w£:: -o'ì--~ Application for Approval of nterconnection Agreement Greenfly Networks Inc dba Clearfly Communications Dear Ms. Jewell: Enclosed for fiing is an original and three copies of the Application for Approval of an Interconnection Agreement between Qwest Corporation and Greenfly Networks Inc. dba Clearfly Communications. These documents were previously forwarded to the Idaho Commission on September 23,2008 by United Parcel Service overnight delivery. Qwest respectfully requests that this matter be placed on the Commission Decision Meeting Agenda for expedited approvaL. any questions concerning the enclosed. Thank you for your mep cc: Service list Adam L. Sherr (WSBA# 25291) Qwest 1600 7th Ave, Room 3206 Seattle, W A 98191 Telephone: (206) 398-2504 Facsimile: (206) 343-4040 Adam.sherr~qwest.com RECE 2009 JAN '3 PH 2: 03 ìDAHO PUS! C ;)TILITii::C' ("(\~!i~-i ,x;,." ,,!;. i. . I !_\.) i..,l\-..iltI n1 ~)t:J ¡"~. BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION APPLICATION OF QWEST CASE NO.: G¿u.E. -t--öe¡'-~ CORPORATION FOR APPROVAL OF THE INTERCONNECTION AGREEMENT FOR THE STATE OF IDAHO PURSUANT TO 47 U.S.C. §252(e) APPLICATION FOR APPROVAL OF INTERCONNECTION AGREEMENT Qwest Corporation ("Qwest") hereby files this Application for Approval of Interconnection Agreement ("Agreement"). The Agreement with Greenfly Networks, Inc. dba Clearfly Communications ("Greenfly") is submitted herewith. This Agreement was reached through voluntary negotiations without resort to mediation or arbitration and is submitted for approval pursuant to Section 252( e) of the Communications Act of 1934, as amended by the Telecommunications Act of 1996 (the "Act"). Section 252(e)(2) of the Act directs that a state Commission may reject an agreement reached through voluntary negotiations only if the Commission finds that: the agreement (or portiones) thereof) discriminates against a telecommunications carier not a pary to this agreement; or the implementation of such an agreement (or portion) is not consistent with the public interest, convenience and necessity. Qwest respectfully submits that this Agreement provides no basis for either of these findings, and, therefore requests that the Commission approve this Agreement expeditiously. This Agreement is consistent with the public interest as identified in the pro-competitive policies ofthe State ofIdaho, the Commission, the United States Congress, and the Federal Communcations Commssion. Expeditious approval ofthis Agreement wil enable Greenfly to APPLICATION FOR APPROVAL OF INTERCONNCTION AGREEMENT Greent1y Networks Inc. dba Cleary Communications-Page 1 interconnect with Qwest facilities and to provide customers with increased choices among local telecommunications services. Qwest fuher requests that the Commission approve this Agreement without a hearing. Because this Agreement was reached though voluntar negotiations, it does not raise issues requiring a hearing and does not concern other paries not a pary to the negotiations. Expeditious approval would fuher the public interest. Respectfully submitted this l-i*" day of January, 2009. ~ Cor.poration. rI Adam L. Sherr Attorney for Qwest APPLICATION FOR APPROVAL OF INTERCONNECTION AGREEMENT Greenfly Networks Inc. dba Clearfly Communications-Page 2 .. '4 :.. CERTIFICATE OF SERVICE ~.~ I hereby certify that on this (i day of January, 2009, I served the foregoing APPLICATION FOR APPROVAL OF INTERCONNECTION AGREEMENT upon all parties of record in this matter as follows: Jean Jewell, Secretary Idaho Public Utilities Commission 472 West Washington Street P.O. Box 83720 Boise, Idaho 83720-0074 j j ewell(ipuc. state.id. us -. Hand Delivery U. S. Mail Overnight Delivery Facsimile Email Greenfly Networks, Inc.Hand Delivery -. U. S. Mail Overnight Delivery Facsimile Email APPLICATION FOR APPROVAL OF INTERCONNECTION AGREEMENT Greenfly Networks Inc. dba Clearfly Communications-Page 3 R l\1 r:i ,£ ~ '," 2009 JAN f 3 PH 2: 04 TERMS AND CONDITIONS FOR INTERCONNECTI0ttAJiO PUBLIC UNBUNDLED NETWORK ELEMENTS, ANCILLARY SERWOESCOMMISSIOt,l AND RESALE OF TELECOMMUNICATIONS SERVICES INTERCONNECTION AGREEMENT BETWEEN (QuùE--t-c:/l -0 ~Qwest Corporation and GREENFL Y NETWORKS INC DBA CLEARFL Y COMMUNICATIONS For the State of IDAHO Agreement Number CDS-080806-o003 TABLE OF CONTENTS SECTION 1.0 - GENERAL TERMS .................................................................................. 1 SECTION 2.0 -INTERPRETATION AND CONSTRUCTION ...........................................2 SECTION 3.0 - CLEC INFORMATION .............................................................................4 SECTION 4.0 - DEFINITIONS ..........................................................................................6 SECTION 5.0 - TERMS AND CONDITIONS ..................................................................27 5.1 GENERAL PROViSiONS............................. ............. ............ ................. .......... ...... 27 5.2 TERM OF AGREEMENT ..... ..... .......... .... ........... .... .... ............ .... ..... ................ ........28 5.3 PROOF OF AUTHORIZATION ................................................................................28 5.4 PAyMENT...........................................................................................................29 5.5 TAXES ...............................................................................................................31 5.6 INSURANCE...........................:............................................................................31 5.7 FORCE MAJEURE ...............................................................................................32 5.8 LIMITATION OF LIABILITY ..................................................................................... 33 5.9 INDEMNITY .......................................... ................... ............ ............. ...................33 5.10 INTELLECTUAL PROPERTY .................................................................................. 35 5.11 WARRANTIES ............. ........................................................ ................................37 5.12 ASSiGNMENT......................................................................................................37 5.13 DEFAULT............................................................................................................38 5.14 DISCLAIMER OF AGENCY ....................................................................................38 5.15 SEVERABILITY................... ................................................................................. 38 5.16 NONDISCLOSURE. ........ ................ ........ ....... .... .................................. .... ............. 39 5.17 SURVIVAL ..........................................................................................................41 5.18 DISPUTE RESOLUTION.................... .................................................................... 41 5.19 CONTROLLING LAw..... .... ... ..... ..... .... ...... ....... .......... ............. .... ..........................42 5.20 RESPONSIBILITY FOR ENVIRONMENTAL CONTAMINATION .....................................42 5.21 NOTiCES............................................................................................................43 5.22 RESPONSIBILITY OF EACH PARTy.... .......... ................ .......................... ......... ......43 5.23 No THIRD PARTY BENEFiCiARIES........................................................................ 44 5.24 INTENTIONALLY LEFT BLANK ........ ............................... ........ .............. ....... ..... ......44 5.25 PUBLICITY .......... .... ...... ...... .... ....... ............ ...... ...... ....... ...... ..... ......... ..... ........ .....44 5.26 EXECUTED IN COUNTERPARTS.......... .... .............. ................... .............................44 5.27 COMPLIANCE.. ...... ....... ...... .... ...... .... ..... ....................... ...... ...... ... ....... ..... .... .......44 5.28 COMPLIANCE WITH THE COMMUNICATIONS ASSISTANCE LAw ENFORCEMENT ACT OF 1994 ............................................................................. 44 5.29 COOPERATION ...................................................................................................45 5.30 AMENDMENTS..... .... ......................... ..................... .......................... ... ......... .......45 5.31 ENTIRE AGREEMENT ................ ..........................................................................45 SECTION 6.0 - RESALE................................................................................................46 6.1 DESCRIPTION.. .... ........................ ............................... ........ ........ ........ ....... .........46 6.2 TERMS AND CONDITIONS ...................... ............. ...... .......... ....... ...... .............. ......46 6.3 RATES AND CHARGES ........................................................................................ 51 6.4 ORDERING PROCESS .... ..................... ..... ............................ ............. ............ ...... 52 6.5 BILLING.................................................................. ............................................53 6.6 MAINTENANCE AND REPAIR.. ... ....... .............. ................. .......... ......... .......... ........ 54 6.7 COMMINGLING OF RESOLD SERVICES WITH UNBUNDLED NETWORK ELEMENTS AND COMBINATIONS OF UNBUNDLED NETWORK ELEMENTS ................ 54 August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 TABLE OF CONTENTS SECTION 7.0 - INTERCONNECTION ............................................................................ 55 7.1 INTERCONNECTION FACILITY OPTIONS ............ .................. .................................. 55 7.2 EXCHANGE OF TRAFFiC...................................................................................... 56 7.3 INTERCARRIER COMPENSATION ..........................................................................65 7.4 ORDERING......................................................................................................... 70 7 .5 JOINTLY PROVIDED SWITCHED ACCESS SERViCES.................... .................... ...... 72 7.6 TRANSIT RECORDS ............................................................................................72 7.7 LOCAL INTERCONNECTION DATA EXCHANGE FOR BILLING ...................................73 SECTION 8.0 - COLLOCATION .....................................................................................74 8.1 DESCRIPTION ............................. ............................. ........................................... 74 8.2 TERMS AND CONDITIONS .......... ......................... .... ................................. ............ 76 8.3 RATE ELEMENTS..............................................................................................109 8.4 ORDERING.................. ............... ............... .... ............................... .................... 119 8.5 BILLING............................................................................................................134 8.6 MAINTENANCE AND REPAIR...................... ................. ...... ....................... .......... 135 SECTION 9.0 - UNBUNDLED NETWORK ELEMENTS............................................... 137 9.1 GENERAL TERMS ....................................................................................... ...... 137 9.2 UNBUNDLED Loops ............................. ...... ...................................................... 150 9.3 SUBLOOP UNBUNDLING........ ........................................... ....................... .......... 168 9.4 INTENTIONALLY LEFT BLANK ............. .... ............................................................ 179 9.5 NETWORK INTERFACE DEVICE (NID)................................................................. 179 9.6 UNBUNDLED DEDICATED INTEROFFICE TRANSPORT (UDIT)............................... 183 9.7 UNBUNDLED DARK FIBER ................................................................................. 188 9.8 INTENTIONALLY LEFT BLANK............................................................................. 196 9.9 INTENTIONALLY LEFT BLANK ................. .......... .................................... .............. 196 9.10 INTENTIONALLY LEFT BLANK..........~.................................................................. 196 9.11 INTENTIONALLY LEFT BLANK ............. .............. .................................................. 196 9.12 INTENTIONALLY LEFT BLANK............................................................................. 196 9.13 INTENTIONALLY LEFT BLANK............................................................................. 196 9.14 I NTENTIONALL Y LEFT BLANK............................................................................. 196 9.15 INTENTIONALLY LEFT BLANK............ ........ .......... ..... ................................ .......... 196 9.16 INTENTIONALLY LEFT BLAK.............................................................................196 9.17 INTENTIONALLY LEFT BLANK.............................................................................196 9.18 ADDITIONAL UNBUNDLED ELEMENTS................................................................. 196 9.19 CONSTRUCTION CHARGES ................................................ ............................... 196 9.20 INTENTIONALLY LEFT BLANK............................................................................. 198 9.21 LINE SPLITTING ................................................................................................ 198 9.22 INTENTIONALLY LEFT BLANK............................................................................. 202 9.23 UNBUNDLED NETWORK ELEMENT COMBINATIONS ............................................. 202 9.24 Loop SPLITTING ..............................................................................................211 9.25 Loop-Mux COMBINATION (LMC)...................................................................... 214 SECTION 10.0 - ANCILLARY SERVICES ................................................ ................... 218 10.1 INTERIM NUMBER PORTABILITy.......................................................................... 218 10.2 LOCAL NUMBER PORTABILITY ........................................................................... 225 10.3 911/E911 SERViCE.......................................................................................... 232 10.4 WHITE PAGES DIRECTORY LISTINGS SERViCE................................................... 240 10.5 DIRECTORY ASSISTANCE SERViCE....................................................................244 August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 ii TABLE OF CONTENTS 10.6 DIRECTORY ASSISTANCE LIST ..........................................................................248 10.7 Toii AND ASSISTANCE OPERATOR SERViCES................................................... 252 10.8 ACCESS TO POLES, DUCTS, CONDUITS, AND RIGHTS OF WAy........................... 257 SECTION 11.0 - NETWORK SECURITY .....................................................................272 SECTION 12.0 - ACCESS TO OPERATIONAL SUPPORT SYSTEMS (OSS) ............ 278 12.1 DEscRiPTioN................................................................................................... 278 12.2 OSS SUPPORT FOR PRE-ORDERING, ORDERING AND PROVISIONING ........... ...... 278 12.3 MAINTENANCE AND REPAIR .......... ................. .......... ..... .......... ...... ......... ........... 290 SECTION 13.0 - ACCESS TO TELEPHONE NUMBERS ............................................301 SECTION 14.0 - LOCAL DIALING PARITY.................................................................. 302 SECTION 15.0 - QWEST'S OFFICIAL DIRECTORY PUBLISHER...... ............. ....... .... 303 SECTION 16.0 - REFERRAL ANNOUNCEMENT ........................................................304 SECTION 17.0 - BONA FIDE REQUEST PROCESS................................................... 305 SECTION 18.0 - AUDIT PROCESS............................................ .................................. 308 SECTION 19.0 - CONSTRUCTION CHARGES ...........................................................311 SECTION 20.0 - SERVICE PERFORMANCE ..............................................................312 SECTION 21.0 - NETWORK STANDARDS .................................................................313 SECTION 22.0 - SIGNATURE PAGE...........................................................................316 August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 iii EXHIBIT A EXHIBIT B EXHIBIT C EXHIBITD EXHIBITE EXHIBIT F EXHIBITG EXHIBIT H EXHIBIT I EXHIBIT J EXHIBIT K TABLE OF CONTENTS FOR EXHIBITS Rates Service Performance Indicators Service Interval Tables Qwest Right of Way, Pole Attachment and/or Innerduct Occupancy General Information Document Intentionally Left Blank Special Request Process Intentionally Left Blank Calculation of the Relative Use Factor (RUF) Individual Case Basis (lCB) Intentionally Left Blank Performance Assurance Plan August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 iv Sectn 1 General Terms Section 1.0 - GENERAL TERMS 1.1 This Agreement for Interconnection, Unbundled Network Elements, ancilary services, and resale of Telecommunications Services is between Qwest Corporation (uQwest"), a Colorado corporation, and Greenfly Networks, Inc. dba Cleanly Communications, a Nevada corporation, pursuant to Section 252(f) of the Telecommunications Act of 1996, for purposes of fulfillng Qwests obligations under Sections 222, 251(a), (b), and (c), 252, and other relevant provisions of the Act and the rules and regulations promulgated there under. 1.2 Intentionally Left Blank. 1.3 This Agreement sets forth the terms, conditions and pricing under which Qwest wil provide to CLEC network Interconnection, access to Unbundled Network Elements, ancilary services, and Telecommunications Services available for resale within the geographical areas in which Qwest is providing local Exchange Service at that time, and for which Owest is the incumbent Local Exchange Carrier within the state of Idaho, for purposes of providing local Telecommunications Services. 1.4 Intentionally Left Blank. 1.5 1.6 1.7 I ntentionally Left Blank. Intentionally Left Blank. Intentionally Left Blank 1.8 With respect to the terms and provisions of this Agreement, Qwest has negotiated the Agreement in its entirety, and the inclusion of any particular provision, or rate, term and condition, is not evidence of the reasonableness thereof when considered apart from all other provisions of the Agreement. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 1 Section 2 Interpretation and Construction Section 2.0 - INTERPRETATION AND CONSTRUCTION 2.1 This Agreement includes this Agreement and all Exhibits appended hereto, each of which is hereby incorporated by reference in this Agreement and made a part hereof. All references to Sections and Exhibits shall be deemed to be references to Sections of, and Exhibits to, this Agreement unless the context shall otherwise require. The headings and numbering of Sections and Exhibits used in this Agreement are for convenience only and wil not be construed to define or limit any of the terms in this Agreement or affect the meaning and interpretation of this Agreement. Unless the context shall otherwise require, any reference to any statute, regulation, rule, Tanff, technical reference, technical publication, or any publication of Telecommunications industry administrative or technical standards, shall be deemed to be a reference to the most recent version or edition (including any amendments, supplements, addenda, or successor) of that statute, regulation, rule, Tariff, technical reference, technical publication, or any publication of Telecommunications industry administrative or technical standards that is in effect. Provided however, that nothing in this Section 2.1 shall be deemed or considered to limit or amend the provisions of Section 2.2. In the event a change in a law, rule, regulation or interpretation thereof would materially change this Agreement, the terms of Section 2.2 shall prevail over the terms of this Section 2.1. In the case of any material change, any reference in this Agreement to such law, rule, regulation or interpretation thereof wil be to such law, rule, regulation or interpretation thereof in effect immediately prior to such change until the processes set forth in Section 2.2 are implemented. The existing configuration of either Part's network may not be in compliance with the latest release of technical references, technical publications, or publications of Telecommunications industry administrative or technical standards. 2.2 The provisions in this Agreement are intended to be in compliance with and based on the existing state of the law, rules, regulations and interpretations thereof, including but not limited to state and federal rules, regulations, and laws as of March 11, 2005 (the 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 concerning the proper interpretation or effect of the Existing Rules or concerning whether the Existing Rules should be changed, vacated, dismissed, stayed or modified. To the extent that the Existing Rules are vacated, dismissed, stayed or materially changed or modified, then this Agreement shall be amended to reflect such legally binding modification or change of the Existing Rules. Where the Parties fail to agree upon such an amendment within sixty (60) Days after notification from a Part seeking amendment due to a modification or change of the Existing Rules or if any time during such sixty (60) Day period the Parties shall have ceased to negotiate such new terms for a continuous period of fifteen (15) Days, it shall be resolved in accordance with the Dispute Resolution provision of this Agreement. It is expressly understood that this Agreement wil be corrected, or if requested by CLEC, amended as set forth in this Section 2.2, to reflect the outcome of generic proceedings by the Commission for pricing, service standards, or other matters covered by this Agreement. Rates in Exhibit A wil reflect legally binding decisions of the Commission and shall be applied on a prospective basis from the effective date of the legally binding Commission decision, unless otherwise ordered by the Commission. Where a Party provides notice to the other Part within thirt (30) Days of the effective date of an order issuing a legally binding change, any resulting amendment shall be deemed effective on the effective date of the legally binding change or modification of the Existing Rules for rates, and to the extent practicable for other terms and conditions, unless otherwise ordered. In the event neither Party provides notice within thirty (30) Days, the August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 2 Sectn 2 Interpretation and Constrction effective date of the legally binding change. shall be the Effective Date of the amendment unless the Parties agree to a different date. During the pendency of any negotiation for an amendment pursuant to this Section 2.2 the Parties shall continue to perform their obligations in accordance with the terms and conditions of this Agreement, for up to sixty (60) Days. For purposes of this section, "legally binding" means that the legal ruling has not been stayed, no request for a stay is pending, and any deadline for requesting a stay designated by statute or regulation, has passed. 2.2.1 In addition to, but not in limitation of, Section 2.2 above, nothing in this Agreement shall be deemed an admission by Owest or ClEC concerning the interpretation or effect of any rule, regulation, statute, or interpretations thereof, including but not limited to the FCC's Tnennial Review Order and/or its Tnennial Review Remand Order and state rules, regulations, and laws as they may be issued or promulgated. Nothing in this Agreement shall preclude or estop Owest or ClEC from taking any position in any forum concerning the proper interpretation or effect of any rule, regulation, or statute, or concerning whether the foregoing should be changed, vacated, dismissed, stayed or modified. 2.3 Unless otherwise specifically determined by the Commission, in cases of conflict between this Agreement and Owests Tanffs, PCAT, methods and procedures, technical publications, policies, product notifications or other Owest documentation relating to Owests or ClECts rights or obligations under this Agreement, then the rates, terms, and conditions of this Agreement shall prevaiL. To the extent another document abridges or expands the rights or obligations of either Part under this Agreement, the rates, terms and conditions of this Agreement shall prevaiL. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 3 ! Section 3 CLEC Information Section 3.0 - CLEC INFORMATION 3.1 Except as otherwise required by law, Qwest wil not provide or establish Interconnection, Unbundled Network Elements, ancillary services and/or resale of Telecommunications Services in accordance with the terms and conditions of this Agreement prior to CLEC's execution of this Agreement. The Parties shall complete Qwests "New Customer Questionnaire," as it applies to CLEC's obtaining of Interconnection, Unbundled Network Elements, ancilary services, and/or resale of Telecommunications Services hereunder. 3.2 Prior to placing any orders for services under this Agreement, the Parties wil jointly complete the following sections of Qwests "New Customer Questionnaire:" General Information Biling and Collection (Section 1) Credit Information Billng Information Summary Billng OSS and Network Outage Notification Contact Information System Administration Contact Information Ordering Information for LIS Trunks, Collocation, and Associated Products (if CLEC plans to order these services) Design Layout Request - LIS Trunking and Unbundled Loop (if CLEC plans to order these services) 3.2.1 The remainder of this questionnaire must be completed within two (2) weeks of completing the initial portion of the questionnaire. This questionnaire wil be used to: Determine geographical requirements; Identify CLEC identification codes; Determine Qwest system requirements to supportCLEC's specific activity; Collect credit information; Obtain Biling information; Create summary bils; Establish input and output requirements; Create and distribute Qwest and CLEC contact lists; and August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 4 Section 3 CLEC Information Identify CLEC hours and holidays. 3.2.2 CLECs that have previously completed a Questionnaire need not fill out a New Customer Questionnaire; however, CLEC wil update its New Customer Questionnaire with any changes in the required information that have occurred and communicate those changes to Qwest. Before placing an order for a new product, CLEC wil need to complete the relevant New Product Questionnaire and amend this Agreement, which may include an amendment pursuant to Section 1.7.1. 3.3 Intentionally Left Blank. 3.4 Intentionally Left Blank. August 8, 2008/kcd/Greenfly Networks/ID/CDS.:080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 5 Section 4 Definitions Section 4.0 - DEFINITIONS "Access Service Request" or "ASR" means the industry guideline forms and supporting documentation used for ordering Access Services. The ASR wil be used to order trunking and facilities between CLEC and Owest for Local Interconnection Service. "Access Services" refers to the interstate and intrastate switched access and private line transport services offered for the origination and/or termination of interexchange traffic. "Access Tandem Switch" is a Switch used to connect End Offce Switches to interexchange Carrier Switches. Owests Access Tandem Switches are also used to connect and switch traffc between and among Central Offce Switches within the same LATA and may be used for the exchange of local traffc. "Act" means the Communications Act of 1934 (47 U.S.C. § 151 et. seq.), as amended and as from time to time interpreted in the duly authorized rules and regulations of the FCC or the Commission. "Advanced Services" refers to high speed, switched, broadband, wireline Telecommunications capability that enables users to originate and receive high-qualiy, voice, data, graphics or video Telecommunications using any technology. "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. "AMI T1" is a transmission system sometimes used on loops to transmit DS1 signals (1.544 Mbps) using Alternate Mark Inversion (AMI) line code. "Applicable Law" means all laws, statutes, common law, ordinances, codes, rules, guidelines, orders, permits and approval of any governmental regulations, including, but not limited to, the Act, the regulations, rules, and final orders of the FCC and the Commission, and any final orders and decisions of a court of competent jurisdiction reviewing the regulations, rules, or orders of the FCC or the Commission. "Application Date" or "APP" means the date CLEC provides Owest an application for service containing required information as set forth in this Agreement. "ATIS" or "Allance for Telecommunications Industry Solutions" is a North American telecommunication industry standards forum which, through its committees and working groups, creates, and publishes standards and guidelines designed to enable interoperability and Interconnection for Telecommunications products and services. ATIS Standards and Guidelines, as well as the standards of other industry fora, are referenced herein. "Automated Message Accounting" or "AMA" is the structure inherent in Switch technology that initially records telecommunication message information. AMA format is contained in the AMA document, published by Telcordia Technologies, or its successors, as GR-1100-CORE which defines the industry standard for message recording. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 6 Section 4 Definitions "Automatic Location Identification" or "ALI" is the automatic display at the Public Safety Answering Point (PSAP) of the caller's telephone number, the address/location of the telephone and supplementary emergency services information for Enhanced 911 (E911 ). "Automatic Location Identification/Database Management System" or "ALI/DBMS" is an Enhanced 911/ (E911) database containing End User Customer location information (including name, service address, telephone number, and sometimes special information from the local service provider) used to determine to which Public Safety Answering Point (PSAP) to route the call and used by the PSAP for emergency call handling (i.e., dispatch of emergency aid). "Automatic Location Identification Gateway" or "ALI Gateway" is a computer facility into which CLEC delivers Automatic Location Identification (ALI) data for CLEC Customers. Access to the ALI Gateway wil be via a dial-up modem using a common protocol. "Automatic Number Identification" or "ANI" is the Biling telephone number associated with the access line from which a call originates. ANI and Callng Party Number (CPN) usually are the same number. "Automatic Route Selection" or "ARS" is a service feature that provides for automatic selection of the least expensive or most appropriate transmission facility for each call based on criteria programmed into a circuit Switch routing table or system. "Basic Exchange Telecommunications Service" means, unless otherwise defined in Commission rules and then it shall have the meaning set forth therein, a service offered to End User Customers which provides the End User Customer with a telephonic connection to, and a unique local telephone number address on, the public switched telecommunications network, and which enables such End User Customer to generally place calls to, or receive calls from, other stations on the public switched telecommunications network. Basic residence and business line services are Basic Exchange Telecommunications Services. As used solely in the context of this Agreement and unless otherwise agreed, Basic Exchange Telecommunications Service includes access to ancilary services such as 911, directory assistance and operator services. "Bil Date" means the date on which a Biling period ends, as identified on the bil. "Biling" involves the provision of appropriate usage data by one Telecommunications Carrier to another to facilitate Customer Biling with attendant acknowledgments and status reports. It also involves the exchange of information between Telecommunications Carriers to process . claims and adjustments. "Binder Groups" mean the sub-units of a cable, usually in groups of 25, 50 or 100 color-coded twisted pairs wrapped in colored tape within a cable. "Bona Fide Request" or "BFR" shall have the meaning set forth in Section 17. "Bridged Tap" means the unused sections of a twisted pair subtending the Loop between the End User Customer and the Serving Wire Center or extending beyond the End User Customer's location. "Business Line" means a Qwest-owned switched access line used to serve a business customer, whether by Qwest itself or by CLEC that leases the line from Qwest. The number of August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 7 Section 4 Definitions Business Lines in a Wire Center shall equal the sum of all Owest business switched access lines, plus the sum of all UNE loops connected to that Wire Center, including UNE loops provisioned in combination with other unbundled elements. Among these requirements, Business Line talles (1) shall include only those access lines connecting End User Customers with Owest end~offces for switched services; (2) shall not include non-switched special access lines; and (3) shall account for ISDN and other digital access lines by counting each 64 kbps- equivalent as one line. For example, a DS1 line corresponds to twenty-four (24) 64 kbps- equivalents, and therefore to twenty-four (24) Business Lines. "Busy Line Verify/Busy Line Interrupt" or "BLV/BLI Traffc" means a call to an operator service in which the caller inquires as to the busy status of or requests an interruption of a call on another End User Customer's Basic Exchange Telecommunications Service line. "Callng Party Number" or "CPN" is a Common Channel Signaling (CCS) parameter which refers to the ten digit number transmitted through a network identifying the callng part. Reference Owest Technical Publication 77342. "Carrier" or "Common Carrier" See Telecommunications Carrier. "Carrier Liaison Committee" or "CLC" is under the auspices of A TIS and is the executive oversight committee that provides direction as well as an appeals process to its subtending fora, the Network Interconnection Interoperability Forum (Nil F), the Ordering and Biling Forum (OBF), the Industry Numbering Committee (INC), and the Toll Fraud Prevention Committee (TFPC). On occasion, the CLC commissions ad hoc committees when issues do not have a logical home in one of the subtending forums. OBF and NIMC publish business process rules for their respective areas of concern. "Central Office" means a building or a space within a building where transmission facilities or circuits are connected or switched. "Central Offce Switch" means a Switch used to provide Telecommunications Services, including, but not limited to: "End Offce Switches" which are used to terminate End User Customer station Loops, or equivalent, for the purpose of interconnecting to each other and to trunks; and "Tandem Office Switches" (or "Tandem Switches") which are used to connect and switch trunk circuits between and among other End Offce Switches. CLEC Switch (es) shall be considered Tandem Offce Switch (es) to the extent such Switch (es) serve(s) a comparable geographic area as Owests Tandem Offce Switch. A fact-based consideration by the Commission of geography should be used to classify any Switch on a prospective basis. "Centralized Automatic Message Accounting" or "CAMA" trunks are trunks using MF signaling protocol used to record Biling data. "Centralized Message Distribution System" or "CMOS" means the operation system that Local Exchange Carriers use to exchange outcollect and lABS access messages among each other and other parties connected to CMOS. "Centrex" shall have the meaning set forth in Section 6.2.2.9. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-o003 Owest Fourteen State Negotiations Template, June 23, 2008 8 Sectn 4 Definitions "Charge Number" is a Common Channel Signaling parameter, which refers to the number, transmitted through the network identifying the Biling number of the callng part. Charge Number frequently is not the Callng Part Number (CPN). "Collocation" is an arrangement where Owest provides space in Owest Premises for the placement of CLEC's equipment to be used for the purpose of Interconnection or access to Owest Unbundled Network Elements. "Collocation - Point of Interconnection" or "C-POI" is the point outside Owests Wire Center where CLEC's fiber facility meets Owests Fiber Entrance Facility, except where CLEC uses an Express Fiber Entrance Facilty. In either case, Owest wil extend or run the Fiber Entrance Facility to CLEC's Collocation Space. "Commercial Mobile Radio Service" or "CMRS" is defined in 47 U.S.C. § 332 and FCC rules and orders interpreting that statute. "Commingling" means the connecting, attaching, or otherwise linking of an Unbundled Network Element, or a Combination of Unbundled Network Elements, to one or more facilities or services that a requesting Telecommunications Carrier has obtained at wholesale from Owest, or the combination of an Unbundled Network Element, or a Combination of Unbundled Network Elements, with one or more such facilities or services. "Commingle" means the act of Commingling. "Commission" means the Idaho Public Utilities Commission. "Common Channel Signaling" or "CCS" means a method of exchanging call set up and network control data over a digital signaling network fully separate from the Public Switched Network that carries the actual call. Signaling System 7 ("SS7") is currently the preferred CCS method. "Communications Assistance for Law Enforcement Act" or "CALEA" refers to the duties and obligations of Carriers to assist law enforcement agencies by intercepting communications and records, and installng pen registers and trap and trace devices. "Competitive Local Exchange Carrier" or "CLEC" refers to a Part that has submitted a request, pursuant to this Agreement, to obtain Interconnection, access to Unbundled Network Elements, ancilary services, or resale of Telecommunications Services. CLEC is an entity authorized to provide local Exchange Service that does not otherwise qualify as an Incumbent Local Exchange Carrier (ILEC). "Confidential Information" shall have the meaning set forth in Section 5.16. "Cross Connection" is a cabling scheme between cabling runs, subsystems, and equipment using patch cords or jumper wires that attach to connection hardware on each end. "Current Service Provider" means the Part from which an End User Customer is planning to switch its local Exchange Service or the Part from which an End User Customer is planning to port its telephone number(s). "Custom Callng Features" comprise a group of features provided via a Central Office Switch without the need for special Customer Premises Equipment. Features include, but are not August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Temp/ate, June 23, 2008 9 .. Section 4 Definitions limited to, call waiting, 3-way callng, abbreviated dialing (speed callng), call forwarding, and series completing (busy or no answer). "Custom Local Area Signaling Service" or "CLASS" is a set of call-management service features consisting of number translation services, such as call forwarding and caller identification, available within a Local Access and Transport Area ("LATA"). Features include, but are not limited to, automatic callback, automatic recall, callng number delivery, Customer originated trace, distinctive ringing/call waiting, selective call forwarding and selective call rejection. "Customer" is a Person to whom a Part provides or has agreed to provide a specific service or set of services, whether directly or indirectly. Customer includes Telecommunication Carriers. See also, End User Customer. "Customer Premises Equipment" or "CPE" means equipment employed on the premises of a Person other than a Carner to originate, route or terminate Telecommunications (e.g., a telephone, PBX, modem pool, etc.). "Customer Usage Data" means the Telecommunications Service usage data of CLEC's Customer, measured in minutes, sub-minute increments, message units or otherwise, that is recorded by Qwest AMA equipment and forwarded to CLEC. "Dark Fiber" shall have the meaning set forth in Section 9.7.1. "Data Local Exchange Carrier" or "DLEC" is a CLEC interconnecting primarily for purposes of transporting data. "Day" means calendar days unless otherwise specified. "Dedicated Transport" means Qwest transmission facilities between Wire Centers or switches owned by Qwest, or between Wire Centers or switches owned by Qwest and switches owned by CLEC, including, but not limited to, DS1, DS3, and OCn-capacity level services, as well as Dark Fiber, dedicated to a particular End User Customer or carrier. "Demarcation Point" means the point where Qwest owned or controlled facilities cease, and CLEC, End User Customer, premises owner or landlord ownership or control of facilities begin. "Designed, Verified and Assigned Date" or "DVA" means the date on which implementation groups are to report that all documents and materials have been received and are complete. "Desired Due Date" means the desired service activation date as requested by CLEC on a service order. "Dialing Parity" shall have the meaning set forth in Section 14.1. "Digital Cross Connect System" or. "DCS" is a function which provides automated Cross Connection of Digital Signal Level 0 (DSO) or higher transmission bit rate digital channels within physical interface facilities. Types of DCS include but are not limited to DCS 1/0s, DCS 3/1s, and DCS 3/3s, where the nomenclature 1/0 denotes interfaces typically at the DS1 rate or greater with Cross Connection typically at the DSO rate. This same nomenclature, at the appropriate rate substitution, extends to the other types of DCS specifically cited as 3/1 and 3/3. Types of DCS that cross connect Synchronous Transport Signal level 1 (STS-1 s) or other August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 10 Section 4 Definitions Synchronous Optical Network (SONET) signals (e.g., STS-3) are also DCS, although not denoted by this same type of nomenclature. DCS may provide the functionality of more than one of the aforementioned DCS types (e.g., DCS 3/3/1 which combines functonality of DCS 3/3 and DCS 3/1). For such DCS, the requirements wil be, at least, the aggregation of requirements on the "component" DCS. In locations where automated Cross Connection capability does not exist, DCS wil be defined as the combination of the functionality provided by a Digital Signal Cross Connect (DSX) or Light Guide Cross Connect (LGX) patch panels and D4 channel banks or other DSa and above multiplexing equipment used to provide the function of a manual Cross Connection. Interconnection is between a DSX or LGX to a Switch, another Cross Connection, or other service platform device. . "Digital Signal Level" means one of several transmission rates in the time-division multiplex hierarchy. "Digital Signal Level a" or "DSa" is the 64 Kbps standard speed for digitizing one voice conversation using pulse code modulation. There are twenty-four (24) DSa channels in a DS 1. "Digital Signal Level 1" or "DS1" means the 1.544 Mbps first-level signal in the time-division multiplex hierarchy. In the time-division multiplexing hierarchy of the telephone network, DS1 is the initial level of multiplexing. There are twenty-eight (28) DS1s ina DS3. "Digital Signal Level 3" or "DS3" means the 44.736 Mbps third-level signal in the time-division multiplex hierarchy. In the time-division multiplexing hierarchy of the telephone network, DS3 is defined as the third level of multiplexing. "Digital Subscriber Line Access Multiplexer" or "DSLAM" is a network device that: (i) aggregates lower bit rate DSL signals to higher bit-rate or bandwidth signals (multiplexing) and (ii) disaggregates higher bit-rate or bandwidth signals to lower bit-rate DSL signals (de- multiplexing). DSLAMs can connect DSL Loops with some combination of CLEC ATM, Frame Relay, or IP networks. The DSLAM must be located at the end of a copper Loop nearest the Serving Wire Center (e.g., in a Remote Terminal, Central Offce, or an End User Customer's premises). "Digital Subscriber Loop" or "DSL" refers to a set of service-enhancing copper technologies that are designed to provide digital communications services over copper Loops either in addition to or instead of normal analog voice service, sometimes referred to herein as xDSL, including, but not limited to, the following: "ADSL" or "Asymmetric Digital Subscriber Line" is a Passband digital loop transmission technology that typically permits the transmission of up to 8 Mbps downstream (from the Central Office to the End User Customer) and up to 1 Mbps digital signal upstream (from the End User Customer to the Central Ofce) over one (1) copper pair. "HDSL" or "High-Data Rate Digital Subscriber Line" is a synchronous baseband DSL technology operating over one or more copper pairs. HDSL can offer 784 Kbps circuits over a single copper pair, T1 service over two (2) copper pairs, or future E1 service over three (3) copper pairs. "HDSL2" or "High-Data Rate Digital Subscriber Line 2" is a synchronous baseband DSL technology operating over a single pair capable of transporting a bit rate of 1.544 Mbps. August 8, 2008/kcd/Greenfly NetworksIlO/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 11 Section 4 Definitions "IDSL" or "ISDN Digital Subscriber Line" or "Integrated Services Digital Network Digital Subscriber Line" is a symmetrical, baseband DSL technology that permits the bi- directional transmission of up to 128 Kbps using ISDN CPE but not circuit switching. "SDSL" or "Symmetric Digital Subscriber Line" is a baseband DSL transmission technology that permits the bi-directional transmission from up to 160 kbps to 2.048 Mbps on a single pair. "VDSL" or "Very High Speed Digital Subscriber Line" is a baseband DSL transmission technology that permits the transmission of up to 52 Mbps downstream (from the Central Offce to the End User Customer) and up to 2.3 Mbps digital signal upstream (from the End User Customer to the Central Office). VDSL can also be 26 Mbps symmetrical, or other combination. "Directory Assistance Database" shall have the meaning set forth in Sections 10.5.2.2, 10.5.2.8, and 10.5.2.9. "Directory Assistance Lists" shall have the meaning set forth in Section 10.6.1.1. "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. "Directory Listings" or "Listings" are any information identifying the listed names of subscribers of a Telecommunications Carrier and such subscribers' telephone numbers, addresses, or primary advertising classifications (as such classifications are assigned at the time of the establishment of such service), or any combination of such listed names, numbers, addresses or classifications: (1) that the Telecommunications Carrier provides or uses for the purpose of publishing the Listings in any directory format; or (2) that the Telecommunications Carrier provides or uses in Directory Assistance Service, Directory Assistance List Service, or for other lawful purposes. "Disturber" is defined as a technology recognized by industry standards bodies that significantly degrades service using another technology (such as how AMI T1x affects DSL). "DSX Panel" means a cross connect bay or panel used for the termination of equipment and facilities operating at digital rates. "Due Date" means the specific date on which the requested service is to be available to CLEC or to CLEC's End User Customer, as applicable. "Effective Date" shall have the meaning set forth in Section 5.2.1. "Electronic Bonding" is a real-time and secure electronic exchange of data between information systems in separate companies. Electronic Bonding allows electronic access to services which have traditionally been handled through manual means. The heart of Electronic Bonding is strict adherence to both International and National standards. These standards define the communication and data protocols allowing all organizations in the world to exchange information. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 12 Sectio 4 Definitions "Electronic File Transfer" means any system or process that utilzes an electronic format and protocol to send or receive data files. "Emergency Service Number" or "ESN" is a three to five digit number representing a unique combination of Emergency Response Agencies (law enforcement, fire and emergency medical service) designed to serve a specific range of addresses within a particular geographical area. The ESN faciltates Selective Routing and transfer, if required, to the appropriate PSAP and the dispatch of proper Emergency Response Agency(ies). "End User Customer" means a third part retail Customer that subscnbes to a Telecommunications Service provided by either of the Parties or by another Carrier or by two (2) or more Carners. "Enhanced Services" means any service offered over Common Carrier transmission facilties that employ computer processing applications that act on the format, content, code, protocol or similar aspects of a subscriber's transmitted information; that provide the subscriber with additional, different or restructured information; or involve End User Customer interaction with stored information. "Enhanced 911" or "E911" shall have the meaning setforth in Section 10.3.1. "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 Liability Act, Supenund Amendment and Reauthorization Act, Resource Conservation Recovery Act, the Occupational 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. "Exchange Access" shall have the same meaning as in the Act. "Exchange Message Intenace" or "EMI" means the format used for exchange of Telecommunications message information among Telecommunications Carriers. It is referenced in the Allance for Telecommunications Industry Solutions (ATIS) document that defines industry guidelines for the exchange of message records. "Exchange Message Record" or "EMR" is the standard used for exchange of telecommunications message information between telecommunications providers for bilable, non-bilable, sample, settlement and study data. EMR format is contained in BR-01 0-200-01 0 CRIS Exchange Message Record, a Telcordia document that defines industry standards for exchange message records. "Exchange Service" or "Extended Area Service (EAS)/Local Traffc" means traffc that is originated and terminated within the Local Callng Area as defined in Qwests Southern Idaho and Northern Idaho Exchange and Network Services Catalogs. "FCC" means the Federal Communications Commission. "Fiber-based Collocator" means any carrier, unaffliated with Qwest, that maintains a Collocation arrangement in a Qwest Wire Center, with active electrical power supply, and operates a fiber- August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 13 Section 4 Definitions optic cable or comparable transmission facility that (1) terminates at a Collocation arrangement within the Wire Center; (2) leaves the Owest Wire Center premises; and (3) is owned by a party other than Owest or any affilate of Owest, except as set forth in this paragraph. Dark fiber obtained from Owest on an indefeasible right of use basis shall be treated as non-Owest fiber- optic cable. Two (2) or more affilated Fiber-based Collocators in a single Wire Center shall collectively be counted as a single Fiber-based Collocator. For purposes of this definition, the term "affilate" is defined by 47 U.S.C. § 153(1). "Fiber Meet" means an Interconnection architecture method whereby the Parties physically interconnect their networks via an optical fiber interface (as opposed to an electrical interface) at a mutually-agreed-upon location. "Finished Services" means complete end-to-end services offered by Owest to wholesale customers or retail End User Customers. Finished Services do not include Unbundled Network Elements or combinations of Unbundled Network Elements. Finished Services include Access Services, private lines, retail services, and resold services. "Firm Order Confirmation" or "FOC" means the notice Owest provides to CLEC to confirm that CLEC's Local Service Order (LSR) has been received and has been successfully processed. The FOC confirms the schedule of dates committed to by Owest for the Provisioning of the service requested. "Hub Provider" means an entity that (i) provides Common Channel Signaling (SS7) connectivity between the networks of service providers that are not directly connected to each other; or (ii) provides third party database services such as L1DB. The SS7 messages received by Hub Providers are accepted or rejected by the Hub Provider depending on whether a contractual arrangement exists between the Hub Provider and the message originator (sender) and whether the message originator has contracted for the type of SS7 messages being submitted for transmission to the Hub Provider. "Individual Case Basis" or "ICB" shall have the meaning set forth in Exhibit i. "Information Service" is the offering of a capabilty for generating, acquiring, storing, transforming, processing, retrieving, utilizing, or making available information via Telecommunications, and includes electronic publishing, but does not include any use of any such capability for the management, control, or operation of a Telecommunications system or the management of a Telecommunications Service. "Integrated Digital Loop Carrier" means a subscriber loop carrier system, which integrates multiple voice channels within the Switch on a OS 1 level signaL. "Integrated Services Digital Network" or "ISDN" refers to a digital circuit switched network service. Basic Rate ISDN (BRI) provides for channelized (two (2) bearer and one (1) data) end- to-end digital connectivity for the transmission of voice or data on either or both bearer channels and packet data on the data channeL. Primary Rate ISDN (PRI) provides for twenty-three (23) bearer channels and one (1) data channeL. For BRI, the bearer channels operate at 64 Kbps and the data channel at 16 Kbps. For PRI,all twenty-four (24) channels operate at 64 Kbps or 1.5 Mbps. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 14 sen 4 Definitions "Interconnection" is as described in the Act and refers to the connection between networks for the purpose of transmission and routing of telephone Exchange Service traffic, Exchange Access and Jointly Provided Switched Access traffc. "Interconnection Agreement" or D Agreement" is an agreement entered into between Owest and CLEC for Interconnection, Unbundled Network Elements or other services as a result of negotiations, adoption and/or arbitration or a combination thereof pursuant to Section 252 of the Act. When CLEC signs and delivers a copy of this Agreement to Owest pursuant to the notice provision of the Agreement, it becomes the Interconnection Agreement between the Parties pursuant to Section 252(e) of the Act. "Interexchange Carrier" or "IXC" means a Carrer that provides InterLATA or IntraLATA Toll services. "Interexchange Service" means telecommunications service between stations in different exchange areas. Modification of Final Judgment, § IV(K), reprinted in United States v. Am. Tel. & Tel. Co., 552 F. Supp. 131,229 (D.D.C. 1982) (defining "interexchange telecommunications" as "telecommunications between a point or points located in one exchange telecommunications area and a point or points located in one or more other exchange areas or a point outside an exchange area"). "Interim Number Portability" or "INP" is a method of number portabilty, such as Remote Call Forwarding ("RCF") or any other comparable and technically feasible arrangement, that allows one Part to port telephone numbers from its network to the other Part's network with as little impairment of quality, reliability and convenience to the customer as possible, but does not comply with the Local Number Portability performance criteria set forth in 47 C.F.R. Section 52.23(a). "lnterLATA Traffc" describes Telecommunications between a point located in a Local Access and Transport Area ("LATA") and a point located outside such area. "Interoperabilty" means the ability of a Owest OSS Function to process seamlessly (i.e., without any manual intervention) business transactions with CLEC's OSS application, and vice versa, by means of secure exchange of transaction data models that use data fields and usage rules that can be received and processed by the other Part to achieve the intended OSS Function and related response. (See also Electronic Bonding.) "lntraLATA LEC Toll" means IntraLATA Toll traffc carried solely by a Local Exchange Carrier and not by an IXC. "lntraLATA Toll Traffc" describes IntraLATA Traffc outside the Local Callng Area. "LERG Reassignment" or "NXX Reassignment" means the reassignment of an entire NXX code shown in the LERG from one Carrier to another Carrier. "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 or computer). "Local Access Transport Area" or "LATA" is as defined in the Act. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 15 Section 4 Definitions "Local Callng Area" is a geographically defined area as established by the effective tariffs of Qwest as approved by the Commission. "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 a commercial mobile service under Section 332(c) of the Act, except to the extent that the FCC finds that such service should be included in the definition of such term. "Local Exchange Routing Guide" or "LERG" means a Telcordia Technologies Reference Document used by LECs and IXCs to identify NPA-NXX routing and homing information as well as Network Element and equipment designations. "Local Interconnection Service or "LIS" Entrance Facility" is a DS1 or DS3 facility that extends from CLEC's Switch location or Point of Interconnection (POi) to the Qwest Serving Wire Center. An Entrance Facilty may not extend beyond the area served by the Qwest Serving Wire Center. "Local Interconnection Service" or "LIS" is the Qwest product name for its provision of Interconnection as described in Section 7 of this Agreement. "Local Number Portability" or "LNP" shall have the meaning set forth in Section 1 0.2.1.1. "Local Service Ordering Guide" or "LSOG" is a document developed by the OBF to establish industry-wide ordering and Billng processes for ordering local services. "Local Service Request" or "LSR" means the industry standard forms and supporting documentation used for ordering local services. "Local Tandem Switch" is a Qwest switch used to connect and switch trunk circuits between End Offce Switches for traffc within an EAS/Local callng area. "Location Routing Number" or "LRN" means a unique ten- (10)-digit number assigned to a Central Office Switch in a defined geographic area for call routing purposes. This ten- (10)-digit number serves as a network address and the routing information is stored in a database. Switches routing calls to subscribers whose telephone numbers are in portable NXXs perform a database query to obtain the Location Routing Number that corresponds with the Switch serving the dialed telephone number. Based on the Location Routing Number, the querying Carrier then routes the call to the Switch serving the ported number. The term "LRN" may also be used to refer to a method of LNP. "Long Distance Service" (see "Interexchange Service"). "Loop" or "Unbundled Loop" shall have the meaning set forth in Section 9.2.1. "Loop Concentrator/Multiplexer" or "LCM" is the Network Element that does one or more of the following: aggregates lower bit rate or bandwidth signals to higher bit rate or bandwidth signals (multiplexing ); August 8, 2008/kcd/Greenfly NetworksllD/CDS-080806-0003 . Owest Fourteen State Negotiations Template, June 23, 2008 16 Section 4 Definitons disaggregates higher bit rate or bandwidth signals to lower bit rate or bandwidth signals (demultiplexing); aggregates a specified number of signals or channels to fewer channels (concentrating); penorms signal conversion, including encoing of signals (e.g., analog to digital and digital to analog signal conversion); or in some instances penorms electrical to optical (E/O) conversion. LCM includes DLC, and D4 channel banks and may be located in Remote Terminals or Central Offces. "Main Distribution Frame" or "MDF" means a Qwest distribution frame (e.g., COSMICTM frame) used to connect Qwest cable pairs and line and trunk equipment terminals on a Qwest switching system. "Maintenance and Repair" involves the exchange of information between Carriers where one initiates a request for maintenance or repair of existing products and services or Unbundled Network Elements or combinations thereof from the other with attendant acknowledgments and status reports in order to ensure proper operation and functionality of facilties. "Maintenance of Service charge" is a Miscellaneous Charge that relates to trouble isolation work penormed by Qwest. Basic Maintenance of Service charges apply when the Qwest technician penorms work during standard business hours. Overtime Maintenance of Service charges apply when the Qwest technician penorms work on a business day, but outside standard business hours, or on a Saturday. Premium Maintenance of Service charges apply when the Qwest technician penorms work on either a Sunday or Qwest recognized holiday. "Master Street Address Guide" or "MSAG" is a database of street names and house number ranges within their associated communities defining particular geographic areas and their associated ESNs to enable proper routing of 911 calls. "Meet Point" is a point of Interconnection between two (2) networks, designated by two (2) Telecommunications Carriers, at which one Carrier's responsibilty for service begins and the other Carrier's responsibility ends. "Meet-Point Biling" or "MPB" or "Jointly Provided Switched Access" or "JPSA" refers to an arrangement whereby two (2) or more LECs (including a LEC and CLEC) receive traffc in the same LATA that the call is to be terminated in or originated from, and jointly provide Switched Access Service to an Interexchange Carrier, with each LEC (or CLEC) receiving an appropriate share of the revenues from the IXC as defined by their effective switched access Tariffs. "Mid-Span Meet" means an Interconnection between two (2) networks, designated by two (2) Telecommunications Carriers, whereby each provides its own cable and equipment up to the Meet Point of the cable facilties. "Mid-Span Meet POI" A Mid-Span Meet POI is a negotiated Point of Intenace, limited to the Interconnecton of facilties between the Qwest Serving Wire Center location and the location of the CLEC switch or other equipment located within the area served by the Qwest Serving Wire Center. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 17 Section 4 Definitions "Miscellaneous Charges" mean charges that apply for miscellaneous services provided at CLEC's request or based on CLEC's actions that result in miscellaneous services being provided by Qwest, as described in this Agreement. "Mobile Wireless Service" means all mobile wireless telecommunications services, including commercial mobile radio service (CMRS). CMRS includes paging, air-ground radio, telephone service and offshore radiotelephone services, as well as mobile telephony services, such as the service offerings of carriers using cellular radiotelephone, broadband PCS and SMR licenses. "Multiple Exchange Carrier Access Billng" or "MECAB" refers to the document prepared by the Billng Committee of the Ordering and Biling Forum (OBF), which functions under the auspices of the Carrier Liaison Committee (CLC) of the Allance for Telecommunications Industry Solutions (ATIS). The MECAB document, published by ATIS (0401004-0009), contains the recommended guidelines for the Billng of an access service provided by two (2) or more LECs (including a LEC and a CLEC), or by one (1) LEC in two (2) or more states within a single LATA. "Multiple Exchange Carrier Ordering and Design" or "MECOD" Guidelines for Access Services - Industry Support Interface, refers to the document developed by the Ordering/Provisioning Committee under the auspices of the Ordering and Biling Forum (OBF), which functions under the auspices of the Carrier Liaison Committee (CLC) of the Allance for Telecommunications Industry Solutions (ATIS). The MECOD document, published by ATIS (0404120-0006), contains recommended guidelines for processing orders for access service which is to be provided by two (2) or more LECs (including a LEC and a CLEC). "N-1 Carrier" means the Carrier in the call routing process immediately preceding the terminating Carrier. The N-1 Carrier is responsible for performing the database queries (under the FCC's rules) to determine the LRN value for correctly routing a call to a ported number. "National Emergency Number AssoGiation" or "NENA" is an association which fosters the technological advancement, availability and implementation of 911 Service nationwide through research, planning, training, certification, technical assistance and legislative representation. "Near Real Time" means that Qwests OSS electronically receives a transaction from CLEC, automatically processes that transaction, returns the response to that transaction to CLEC in an automatic event driven manner (without manual intervention) via the interface for the OSS function in question. Except for thè time it takes to send and receive the transaction between Qwests and CLEC's OSS application, the processing time for Qwests representatives should be the same as the processing time for CLEC's representatives. Current benchmarks using TCIF 98-006 averages between two (2) and four (4) seconds for the connection and an average transaction transmittaL. The specific agreed metrics for Near Real Time transaction processing wil be contained in the Performance Indicator Definitions (PIDs), where applicable. "Network Element" is a facility or equipment used in the provision of Telecommunications Service. It also includes features, functions, and capabilities that are provided by means of such facility or equipment, including subscriber numbers, databases, signaling systems, and information sufficient for Billng and collection or used in the transmission, routing, or other provision of a Telecommunications Service. "Network Installation and Maintenance Committee" or "NIMC" is the ATIS/CLC sub-committee responsible for developing business process rules for Maintenance and Repair or trouble administration. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 18 Secion 4 Definitions "Network Interface Device" or "NID" is a Network Element (including all of its features, functions and capabilities) that includes any means of Interconnection of End User Customer premises wiring to Qwests distribution plant, such as a cross connect device used for that purpose. "New Service Provider" means the Part to which an End User Customer switches its local Exchange Service or the Part to which an End User Customer is porting its telephone number(s). "911 Service" shall have the meaning set forth in Section 10.3.1. "911/E911 Interconnection Trunk Groups" shall have the meaning set forth in Section 10.3.7. "Non-Impaired Facilities" are those network elements identified in an applicable FCC order as no longer available as unbundled network elements rUNEs") under 47 U.S.C. § 251 (c)(3) as reflected in this Agreement based on non-impairment or tier designations. "Non-impaired Wire Center" means a Wire Center that meets the loop thresholds identified in 47 C.F.R. § 51.319(a)(4)(i) for DS1 Loops and 47 C.F.R. § 51.319(a)(5)(i) for DS3 Loops. Non- impaired Wire Centers also include Tier 1 and Tier 2 Wire Centers as defined in 47 C.F.R. § 51.319(e)(3) and subject to the limitations of 47 C.F.R. § 51.319(e)(2)(ii)(A) for DS1 Dedicated Transport and 47 C.F.R. § 51.319(e)(2)(iii)(A) for DS3 Dedicated Transport. "North American Numbering Council" or "NANC" means the federal advisory committee chartered by the FCC to analyze, advise, and make recommendations on numbering issues. "North American Numbering Plan" or "NANP" means the basic numbering plan for the Telecommunications networks located in the United States as well as Canada, Bermuda, Puerto Rico, Guam, the Commonwealth of the Mananna Islands and certain Caribbean Islands. The NANP format is a 10-digit number that consists of a 3-digit NPA code (commonly referred to as the area code) followed by a 3-digit NXX code and 4-digit line number. "Number Portabilty Administration Center" or "NPAC" means one (1) of the seven (7) regional number portability centers involved in the dissemination of data associated with ported numbers. The NPACs were established for each of the seven (7) original Bell Operating Company regions so as to cover the fift (50) states, the District of Columbia and the U.S. territories in the North American Numbenng Plan area. "Numbering Plan Area" or "NPA" is also sometimes referred to as an area code. It is a unique three-digit indicator that is defined by the "A," "B" and "C" digits of each 10-digit telephone number within the NANP. Each NPA contains 800 possible NXX Codes. There are two (2) general categories of NPA. "Geographic NPA"is associated with a defined geographic area and all telephone numbers bearing such NPA are associated with services provided within that geographic area. A "Non-Geographic NPA," also known as a "Service Access Code" (SAC Code), is typically associated with a specialized Telecommunications Service which may be provided across multiple geographic NPA areas; 500, Toll Free Service NPAs, 700, and 900 are examples of Non-Geographic NPAs. "NXX," "NXX Code," "Central Offce Code," or "CO Code" is the three- (3)-digit Switch entity code which is defined by the "D," "E" and "F" digits of a ten- (10) digit telephone number within the NANP. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23, 2008 19 Section 4 Definitions "Operational Support Systems" or "OSS" shall have the meaning set forth in Section 12. "Optional Testing" is testing conducted by Owest, at the request of CLEe, that is in lieu of testing CLEC should complete to isolate trouble to the Owest network prior to submitting a trouble ticket to Owest. "Ordering and Billng Forum" or "OBF" means the telecommunications industry forum, under the auspices of the Carrier Liaison Committee of the Allance for Telecommunications Industry Solutions, concerned with inter-company ordering and Biling. "Originating Line Information Parametet' or "OLIP" is a CCS SS7 signaling parameter that identifies the line class of service, i.e., originating screening and routing translation. "P.01 Transmission Grade of Service" means a circuit switched trunk facilty Provisioning standard with the statistical probability of no more than one (1) call in one hundred (100) blocked on initial attempt during the average busy hour. "Packet Switch" is a router designed to read the destination address in an incoming cell or packet, consult a routing table and route the packet toward its destination. Packetizing is done in originating CPE and reassembly is done in terminating CPE. Multiple packet formats or protocols exist (e.g., x.25, x.75, frame relay, ATM, and IP). "Parity" means the provision of non-discriminatory access to Interconnection, Resale, Unbundled Network Elements and other services provided under this Agreement to the extent legally required on rates, terms and conditions that are non-discriminatory, just and reasonable. Where Technically Feasible, the access provided by Owest wil be provided in "substantially the same time and manner" to that which Owest provides to itself, its End User Customers, its Affliates or to any other party. "Party" means either Owest or CLEC and "Parties" means Owest and CLEC. "Performance Indicator Definitions" or "PIDs" shall have the meaning set forth in Exhibit B. "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. "Physical Collocation" shall have the meaning set forth in Section 8.1.1. "Plant Test Date" or "PTD" means the date acceptance testing is performed with CLEC. "Point of Interface", "Point of Interconnection," or "pal" is a demarcation between the networks of two (2) LECs (including a LEC and CLEC). The POI is that point where the exchange of traffc takes place. "Point of Presence" or "POP" means the Point of Presence of an IXC. "Pole Attachment" shall have the meaning set forth in Section 10.8.1. "Port" means a line or trunk connection point, including a line card and associated peripheral equipment, on a Central Office 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. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 20 Section 4 Definitios Each Line Side Portis typically associated with one or more telephone numbers that serve as the Customer's network address. "POTS" means plain old telephone service. "Power Spectral Density (PSD) Masks" are graphical templates that define the limits on signal power densities across a range of frequencies to permit divergent technologies to coexist in close proximity within the same Binder Groups. "Premises" refers to Owests Central Offces and Serving Wire Centers; all buildings or similar structures owned, leased, or otherwise controlled by Owest that house its network facilties; all structures that house Owest 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 Owest that is adjacent to these Central Offces, Wire Centers, buildings and structures. "Product Catalog" or "PCA T" is a Owest document that provides information needed to request services available under this Agreement. Owest agrees that CLEC shall not be held to the requirements of the PCAT. The PCAT is available on Owests web site: http://ww.qwest.comlwholesale/pcatl "Project Coordinated Installation" allows CLEC to coordinate installation activity as prescribed in section 9.2.2.9.7, including out of hours coordination. "Proof of Authorization" 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 service provider. "Proprietary Information" shall have the same meaning as Confidential Information. "Provisioning" involves the exchange of information between Telecommunications Carriers where one executes a request for a set of products and services or Unbundled Network Elements or combinations thereof from the other with attendant acknowledgments and status reports. "Pseudo Automatic Number Identification" or "Pseudo-ANI" is a number, consisting of the same number of digits as ANI, that is not a NANP telephone directory number and may be used in place of an ANI to convey special meaning, determined by agreements, as necessary, between the system originating the cali, intermediate systems handling and routing the cali, and the destination system. "Public Safety Answering Point" or "PSAP" is the public safety communications center where 911/E911 calls for a specific geographic area are answered. \"Public Switched Network" includes all Switches and transi:ission facilities, whether by wire or radio, provided by any Common Carrier including LECs, IXCs and CMRS providers that use the NANP in connection with the provision of switched services. "Rate Center" identifies 1) the specifc geographic point identified by specific vertical and horizontal (V&H) coordinates, which are used to measure distance sensitive End User Customer traffc to/from the particular NPA-NXX designations with the specific Rate Center, and August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 21 Sectn 4 Definitions 2) the corresponding geographic area which is associated with one or more particular NPA-NXX codes which have been assigned to a LEC for its provision of Telephone Exchange Service. "Ready for Service" or "RFS" - A Collocation job is considered to be Ready for Service when Owest has completed all operational work in accordance with CLEC Application and makes functional space available to CLEC. Such work includes, but is not necessarily limited to: DC power (fuses available, Battery Distribution Fuse Board (BDFB) is powered, and cables between CLEC and power are terminated), cage enclosures, primary AC outlet, cable racking, and circuit terminations (e.g., fiber jumpers are placed between the outside plant fiber distribution panel and the Central Offce fiber distribution panel serving CLEC) and ~POTlCFA are complete, telephone service, and other services and facilities ordered by CLEC for Provisioning by the RFS date. "Records Issue Date" or "RID" means the date that all design and assignment information is sent to the necessary service implementation groups. "Remote Call Forwarding" or "RCF" means the INP method that redirects calls within the telephone network. If an End User Customer changes its local service provider from one Party to the other Party, using RCF, the old service provider's switch will route the End User Customer's calls to the new service provider by translating the dialed number into another telephone number with an NXX corresponding to the new service provider's switch. The new service provider then completes the routing of the call to its new End User Customer. "Remote Premises" means all Owest Premises, other than Owest Wire Centers or adjacentto Owest Wire Centers. Such Remote Premises include controlled environmental vaults, controlled environmental huts, cabinets, pedestals and other Remote Terminals. "Remote Terminal" or "RT" means a cabinet, vault or similar structure at an intermediate point between the End User Customer and Owests Central Offce, where Loops are aggregated and hauled to the Central Offce or Serving Wire Center using LCM. A Remote Terminal may contain active electronics such as digital loop carriers, fiber hubs, DSLAMs, etc. "Reseller" is a category of CLECs who purchase the use of Finished Services for the purpose of resellng those Telecommunications Services to their End User Customers. "Reserved Numbers" means those telephone numbers which are not in use but which are held in reserve by a Carrier under a legally enforceable wntten agreement for a specific End User Customer's future use. "Route" is a transmission path between one of Owests Wire Centers or switches and another of Owests Wire Centers or Switches. A route between two (2) points (e.g., Wire Center or Switch "A" and Wire Center or Switch "Z") may pass through one (1) or more intermediate Wire Centers or Switches (e.g., Wire Center or Switch "X"). Transmission paths between identical end points (e.g., Wire Center or Switch "A" and Wire Center or Switch "Z") are the same "route," irrespective of whether they pass through the same intermediate Wire Centers or Switches, ifany. - "Scheduled Issued Date" or "SID" means the date the order is entered into Owests order distribution system. "Selective Router" means the equipment necessary for Selective Routing. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23, 2008 22 Section 4 Definitions "Selective Routing" is the automatic routing of 911/E911 calls to the PSAP that has jurisdictional responsibility for the service address of the caller, irrespective of telephone company exchange or Wire Center boundaries. Selective Routing may also be used for other services. "Service Date" or "SO" means the date service is made available to the End User Customer. This also is referred to as the "Due Date." "Service Provider Identification" or "SPID" is the number that identifies a service provider to the relevant NPAC. The SPID may be a state-specific number. "Serving Wire Center" denotes the Owest building from which dial tone for local Exchange Service would normally be provided to a particular End User Customer premises. "Signaling System 7" or "SS7" is an out-of-band signaling protocol consisting of four basic sub- protocols: 1) Message Transfer Part (MTP), which provides functions for basic routing of signaling messages between signaling points; 2) Signaling Connection Control Part (SCCP), which provides additional routing and management functions for transfer of messages other than call setup between signaling points; 3) Integrated Services Digital Network User Part (ISUP), which provides for transfer of call setup signaling information between signaling points; and 4) Transaction Capabilities Application Part (TCAP), which provides for transfer of non-circuit related information between signaling points. "Special Request Process" or :'SRP" shall have the meaning set forth in Exhibit F. "Spectrum Compatibilty" means the capability of two (2) copper loop transmission system technologies to coexist in the same cable without service degradation and to operate satisfactorily in the presence of cross talk noise from each other. Spectrum compatibilty is defined on a per twisted pair basis for specifc well-defined transmission systems. For the purposes of issues regarding Spectrum Compatibility, service degradation means the failure to meet the Bit Error Ratio (BER) and Signal-to-Noise Ratio (SNR) margin requirements defined for the specific transmission system for all Loop lengths, model Loops, or loss values within the requirements for the specific transmission system. "Splitter" means a device used in conjunction with a DSLAM either to combine or separate the high (DSL) and low (voice) frequency spectrums of the Loop in order to provide both voice and data over a single Loop. "Stand-Alone Test Environment" or "SATE" shall have the meaning set forth in Section 12.2.9.3.2. "SubJoop" shall have the meaning set forth in Section 9.3.1.1. "Suspended Lines" means subscriber Jines that have been temporarily disconnected. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 23 Section 4 Definitions "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 OffcelT andem Switches. "Switched Access Service" means the offering of transmission and switching services to Interexchange Carriers for the purpose of the origination or termination of telephone toll service. Switched Access Services include: Feature Group A, Feature Group B, Feature Group 0, 8XX access, and 900 access and their successors or similar Switched Access Services. "Switched Access Traffc" 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 Party's End User Customers, whether or not the traffc transits the other Part's network. "Synchronous Optical Network" or "SONET" is a TOM-based (time division multiplexing) standard for high-speed fiber optic transmission formulated by the Exchange Carriers Standards Association (ECSA) for the American National Standards Institute ("ANSI").f "Tariff as used throughout this Agreement refers to Owest interstate Tariffs and state Tariffs, price lists, and price schedules. "Technically Feasible" Interconnection, access to Unbundled Network Elements, Collocation, and other methods of achieving Interconnection or access to Unbundled Network Elements at a point in the network shall be deemed Technically Feasible absent technical or operational concerns that prevent the fulfillment of a request by a Telecommunications Carrier for such Interconnection, access, or methods. A determination of technical feasibilty does not include consideration of economic, accounting, Billng, space, or site concerns, except that space and site concerns may be considefed in circumstances where there is no possibilty of expanding the space available. The fact that an incumbent LEC must modify its facilities or equipment to respond to such request dbes not determine whether satisfying such request is Technically Feasible. An incumbent LEC that claims that it cannot satisfy such request because of adverse network reliability impacts must prove to the Commission by clear and convincing evidence that such Interconnection, access, or methods would result in specific and significant adverse network reliabilty impacts. "Telecommunications" means the transmission, between or among points specified by the user, of information of the user's choosing, without change in the form or content of the information as sent and received. "Telecommunications Carrier" means any provider of Telecommunications Services, except that such term does not 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 Federal Communications Commission shall determine whether the provision of fixed and mobile satellte service shall be treated as common carriage. "Telecommunications Equipment" means equipment, other than Customer Premises Equipment, used by a Carrier to provide Telecommunications Services, and include softare integral to such equipment, including upgrades. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-08080S-u003 Owest Fourteen State Negotiations Template, June 23, 2008 24 Section 4 Definitions "Telecommunications Services" means the offenng 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 facilities (or combinations thereof) by which a subscnber can onginate and terminate a Telecommunications Service. "TELRIC" means Total Element Long-Run Incremental Cost. "Tier 1 Wire Centers" means those Qwest Wire Centers that contain at least four (4) Fiber- based Collocators, at least thirt-eight thousand (38,000) Business Lines, or both. Tier 1 Wire Centers also are those Qwest tandem switching locations that have no line-side switching facilities, but nevertheless serve as a point of traffc aggregation accessible by CLEC. Once a Wire Center is determined to be a Tier 1 Wire Center, that Wire Center is not subject to later reclassification as a Tier 2 or Tier 3 Wire Center. "Tier 2 Wire Centers" means those Qwest Wire Centers that are not Tier 1 Wire Centers, but contain at least three (3) Fiber-based Collocators, at least twenty-four thousand (24,000) Business Lines, or both. Once a Wire Center is determined to be a Tier 2 Wire Center, that Wire Center is not subject to later reclassification as a Tier 3 Wire Center. "Tier 3 Wire Centers" means those Qwest Wire Centers that do not meet the criteria for Tier 1 or Tier 2 Wire Centers. "Toll Free Service" means service provided with any dialing sequence that invokes Toll Free, i.e., 800-like, service processing. Toll Free Service currently includes calls to the Toll Free Service 800/888/877/866 NPA SAC codes. "Transaction Set" is a term used by ANSI X12 and elsewhere that denotes a collection of data, related field rules, format, structure, syntax, attributes, segments, elements, qualifiers, valid values that are required to initiate and process a business function from one trading partner to another. Some business function events, e.g., pre-order inquiry and response are defined as complimentary Transaction Sets. An example of a Transaction Set is service address validation inquiry and service address validation response. "Trouble Isolation Charge"- see "Maintenance of Service." "Trunk Side" refers to Switch connectons that have been programmed to treat the circuit as connected to another switching entity. "Unbundled Network Element" rUNE") is a Network Element that has been defined by the FCC as a Network Element to which Owest is obligated under Section 251 (c)(3) of the Act to provide unbundled access or for which unbundled access is provided under this Agreement. Unbundled Network Elements do not include those Network Elements Qwest is obligated to provide only pursuant to Section 271 of the Act. August 8, 2008/kcd/Greenfly NetworkslID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 25 Section 4 Definitions "UNE Combination" means a combination of two (2) or more Unbundled Network Elements that were or were not previously combined or connected in Owests network, as required by the FCC, the Commission or this Agreement. "Virtual Collocation" shall have the meaning set forth in Sections 8.1.1.1 and 8.2.2.1. "VNXX Traffic" is all traffc originated by a Party's End User Customer and dialed with a local dialing pattern that is not terminated to the other Party's End User Customer physically locted within the same Owest Local Calling Area (as approved by the state Commission) as the originating caller, regardless of the NPA-NXX dialed. VNXX does not include originating 8XX traffc. "Voluntary Federal Subscriber Financial Assistance Programs" are Telecommunications Services provided to low-income subscribers, pursuant to requirements established by the Commission or the FCC. "Waste" means all hazardous and non-hazardous substances and materials which are intended to be discarded, scrapped or recycled, associated with activities CLEC or Owest or their respective contractors or agents perform at Work Locations. It shall be presumed that all substances or materials associated with such activities, that are not in use or incorporated into structures (including without limitation damaged components or tools, leftovers, containers, garbage, scrap, residues or by products), except for substances and materials that CLEC, Owest or their respective contractors or agents intend to use in their original form in connection with similar activities, are Waste. Waste shall not include substances, materials or components incorporated into structures (such as cable routes) even after such components or structures are no longer in current use. "Wire Center" means the location of a Owest local switching facility containing one or more Central Offices, as defined in the Appendix to Part 36, Chapter 1 of Title 47 of the Code of Federal Regulations. Wire Center boundaries define the area in which all End User Customers served by a given Wire Center are located. "Wired and Offce Tested Date" or "WOT" means the date by which all intraoffce wiring is completed, all plug-ins optioned and aligned, frame continuity established, and the interoffce facilities, if applicable, are tested. This includes the date that switching equipment, including translation loading, is installed and tested. "Work Locations" means any real estate that CLEC or Owest, as appropriate, owns, leases or licenses, or in which it holds easements or other rights to use, or does use, in connection with this Agreement. Terms not otherwise defined here but defined in the Act and the orders and the rules implementing the Act, 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. . August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 26 Section 5 Terms and Conditions Section 5.0 - TERMS AND CONDITIONS 5.1 General Provisions 5.1.1 Intentionally Left Blank. 5.1.2 The Parties are each solely responsible for participation in and compliance with national network plans, including the National Network Security Plan and the Emergency Preparedness Plan. 5.1.3 Neither Party shall use any service related to or use any of the services provided in this Agreement in any manner that interferes with other Persons in the use of their service, prevents other Persons from using their service, or otherwise impairs the quality of service to other Carriers or to either Part's End User Customers. In addition, neither Part's provision of or use of services shall interfere with the services related to or provided under this Agreement. 5.1.3.1 If such impairment is material and poses an immediate threat to the safety of either Part's employees, Customers or the public or poses an immediate threat of a service interruption, that Part shall provide immediate notice by email to the other Party's designated representative(s) for the purposes of receiving such notification. Such notice shall include 1) identification of the impairment (including the basis for identifying the other Part's facilties as the cause of the impairment), 2) date and location of the impairment, and 3) the proposed remedy for such impairment for any affected service. Either Part may discontinue the specific service that violates the provision or refuse to provide the same type of service if it reasonably appears that the particular service would cause similar harm, until the violation of this provision has been corrected to the reasonable satisfaction of that Part and the service shall be reinstituted as soon as reasonably possible. The Parties shall work cooperatively and in good faith to resolve their differences. In the event either Part disputes any action that the other Party seeks to take or has taken pursuant to this provision, that Party may pursue immediate resolution by expedited or other Dispute Resolution. 5.1.3.2 If the impairment is service impacting but does not meet the parameters set forth in Section 5.1.3.1, such as low level noise or other interference, the other Party shall provide written notice within five (5) Days of such impairment to the other Party and such notice shall include the information set forth in subsection 5.1.3.1. The Parties shall work cooperatively and in good faith to resolve their differences. If the impairment has not been corrected or cannot be corrected within five (5) business days of receipt of the notice of non-compliance, the other Part may pursue immediate resolution by expedited or other Dispute Resolution. 5.1.3.3 If either Part causes non-service impacting impairment the other Part shall provide written notice within fifteen (15) Days of the impairment to the other Part and such notice shàll include the information set forth in subsection 5.1.3.1. The Parties shall work cooperatively and in good faith to resolve their differences. If either Part fails to correct any such impairment within fifteen (15) Days of written notice, or if such non- compliance cannot be corrected within fifteen (15) Days of written notice of non- compliance, and if the impairing Part fails to take all appropriate steps to correct as soon as reasonably possible, the other Party may pursue immediate resolution by expedited or other Dispute Resolution. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 27 Section 5 Terms and Conditions 5.1.3.4 It is the responsibilty of either Part to inform its End User Customers of service impacting impairment that may result in discontinuance of service as soon as the Part receives notice of same. 5.1.4 Each Part is solely responsible for the services it provides to its End User Customers and to other Telecommunications Carriers. This provision is not intended to limit the liabilty of either Party for its failure to perform under this Agreement. 5.1.5 The Parties shall work cooperatively to minimize fraud associated with third- number biled calls, calling card calls, and any other services related to this Agreement. 5.1.6 Nothing in this Agreement shall prevent either Party from seeking to recover the costs and expenses, if any, it may incur in (a) complying with and implementing its obligations under this Agreement, the Act, and the rules, regulations and orders of the FCC and the Commission, and (b) the development, modification, technical installation and maintenance of any systems or other infrastructure which it requires to comply with and to continue complying with its responsibilities and obligations under this Agreement. Notwithstanding the foregoing, Owest shall not assess any charges against CLEC for services, facilties, Unbundled Network Elements, ancilary services and other related work or services covered by this Agreement, unless the charges are expressly provided for in this Agreement. All services and capabilties currently provided hereunder (including resold Telecommunications Services, Unbundled Network Elements, UNE Combinations and ancillary services) and all new and additional services or Unbundled Network Elements to be provided hereunder, shall be priced in accordance with all applicable provisions of the Act and the rules and orders of the Federal Communications Commission and orders of the Commission. 5.2 Term of Agreement 5.2.1 This Agreement shall become effective on the date of Commission ApprovaL. This Agreement shall be binding upon the Parties for a term of three (3) years and shall expire on November 30, 2011 5.2.2 Upon expiration of the term of this Agreement, this Agreement shall continue in full force and effect until superseded by a successor agreement in accordance with this Section 5.2.2. Any Part may request negotiation of a successor agreement by written notice to the other Party no earlier than one hundred sixty (160) Days prior to the expiration of the term, or the Agreement shall renew on a month to month basis. The date of this notice wil be the starting point for the negotiation window under Section 252 of the Act. This Agreement wil terminate on the date a successor agreement is approved by the Commission. However, nothing relieves CLEC from fulfillng the obligations incurred under the prior Agreement. 5.3 Proof of Authorization 5.3.1 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. 5.3.2 The Parties shall make POAs available to each other upon request in the event of an allegation of an unauthorized change in accordance with all Applicable Laws and rules and shall be subject to any penalties contained therein. . August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 28 Section 5 Terms and Conditions 5.4 Payment 5.4.1 Amounts payable under this Agreement are due and payable within thirt (30). Days after the date of invoice (Payment Due Date). If a Payment Due Date falls on a Sunday, or on a holiday which is observed on a Monday, the payment date shall be the first non-holiday day following such Sunday or holiday. If a Payment Due 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 invoice date is the same as if the invoice were biled on paper, not the date the electronic delivery occurs. If either Part fails to make payment on or before the Payment Due Date, the other Part may invoke all available rights and remedies. 5.4.2 One Party may discontinue processing orders for the failure of the other Part to make full payment for the services, less any good faith disputed amount as provided for in Section 5.4.4 of this Agreement, for the services provided under this Agreement within thirty (30) Days following the payment due date provided the Billng Part has notified the other Party in writing at least ten (10) business days prior to discontinuing the processing of orders for services. If the Billng Part does not refuse to accept additional orders for the services on the date specified in the ten (10) business days' notice, and the other Part's non-compliance continues, nothing contained herein shall preclude the Billng Party's right to refuse to accept additional orders for the services from the non-complying Part without further notice. For order processing to resume, the biled Part wil be required to make full payment of all charges for the services not disputed in good faith under this Agreement. Additionally, the Biling Party may require a deposit (or additional deposit) from the billed Part, pursuant to this section. In addition to other remedies that may be available at law or equity, the biled Part reserves the right to seek equitable relief, including injunctive relief and specific performance. 5.4.3 The Biling Part may disconnect services for failure by the biled Part to make full payment, less any good faith disputed amount as provided for in Section 5.4.4 of this Agreement, for the services provided under this Agreement within sixty (60) Days following the payment due date. The biled Part wil pay the applicable reconnect charge set forth in Exhibit A required to reconnect each service disconnected pursuant to this paragraph. The Billng Part wil notify the biled Part at least ten (10) business days prior to disconnection of the service(s). In case of such disconnection, all applicable undisputed charges, including termination charges, shall become due. If the Biling Part does not disconnect the biled Part's service(s) on the date specified in the ten (10) business days notice, and the biled Party's noncompliance continues, nothing contained herein shall preclude the Biling Part's right to disconnect services of the non-complying Part without further notice. For reconnection of the services to occur, the billed Party wil be required to make full payment of all past and current undisputed charges under this Agreement for the services. Additionally, the Billng Party wil request a deposit (or recalculate the deposit) as specified in Section 5.4.5 and 5.4.7 from the biled Party, pursuant to this Section. If the biled Part is a new CLEC customer of Owest, the application of this provision wil be suspended for the initial three (3) Biling cycles of this Agreement and wil not apply to amounts biled during those three (3) cycles. In addition to other remedies that may be available at law or equity, each Part reserves the right to seek equitable relief, including injunctive relief and specific performance. 5.4.4 Should CLEC or Owest dispute, in good faith, any portion of the charges under this Agreement, the Parties wil notify each other in writing within fifteen (15) Days following the payment due date identifying the amount, reason and rationale of such dispute. At a minimum, CLEC and Owest shall pay all undisputed amounts due. Both CLEC and Owest agree to August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 29 Section 5 Terms and Conditions 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. 5.4.4.1 If a Party disputes charges and does not pay such charges by the payment due date, such charges may be subject to late payment charges. If the disputed charges have been withheld and the dispute is resolved in favor of the Biling Part, the withholding Party shall pay the disputed amount and applicable late payment charges no later than the next Bil Date following the resolution. If the disputed charges have been withheld and the dispute is resolved in favor of the disputing Party, the Billng Part shall credit the bil of the disputing Part 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. If a Party pays the disputed charges and the dispute is resolved in favor of the Billng Part, no further action is required. 5.4.4.2 If a Part pays the disputed charges and the dispute is resolved in favor of the Biling Party, no further action is required. If a Part pays the charges disputed at the time of payment or at any time thereafter pursuant to Section 5.4.4.3, and the dispute is resolved in favor of the disputing Part, the Billing Party wil adjust the Biling, usually within two (2) Billng cycles, after the resolution of the dispute, as follows: (1) The Biling Part wil credit the Biled Part's bil for the disputed amount and any associated interest; or (2) If the disputed amount is greater than the bil to be credited, pay the remaining amount to the Biled Party. (3) The interest calculated on the disputed amounts wil 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. 5.4.4.3 If the Biled Party fails to dispute a rate or charge within sixty (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. 5.4.5 In the event of a material adverse change in CLEC's financial condition subsequent to the Effective Date of this Agreement, Owest may request a security deposit. A "materiai adverse change in financial condition" means CLEC is a new CLEC with no established credit history, or is a CLEC that has not established satisfactory credit with Owest, or the Party is repeatedly delinquent in making its payments, or is being reconnected after a disconnection of Service or discontinuance of the processing of orders by Owest due to a previous failure to pay undisputed charges in a timely manner. Owest 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 Biling under the Agreement received after the Payment Due Date, three (3) or more times during 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 adjusted by CLEC's actual monthly average charges, payment history under this Agreement, or other relevant factors, but in no event wil the security deposit exceed five milion dollars ($5,000,000.00). The deposit may be an irrevocable bank letter of credit, a letter of credit with terms and conditions acceptable to Owest, or some other form of August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 30 Section 5 Terms and Conditions mutually acceptable security such as a cash deposit. Required deposits are due and payable within thirty -(30) Days after demand and non-payment is subject to Sections 5.4.2 and 5.4.3 of this Agreement. 5.4.6 Interest wil be paid on cash deposits at the rate applying to deposits under applicable Commission regulations. Cash deposits and accrued interest wil be credited to CLEC's account or refunded, as appropriate, upon the earlier of the expiration of the term of the Agreement or the establishment of satisfactory credit with Qwest, which wil generally be one full year of timely payments of undisputed amounts in full by CLEC. Upon a material change in financial standing, including factors reference in Section 5.4.5 above, CLEC may request and the Qwest wil consider a recalculation of the deposit. The fact that a deposit has been made does not relieve CLEC from any requirements of this Agreement. 5.4.7 Qwest may review CLEC's credit standing and modify the amount of deposit required but in no event wil the maximum amount exceed the amount stated in 5.4.5 or another amount, if approved by the Commission. 5.4.8 The late payment charge for amounts that are biled under this Agreement shall be in accordance with Commission requirements. 5.4.9 CLEC shall be responsible for notifying its End User Customers of any pending disconnection of a service by CLEC, if necessary, to allow those End User Customers to make other arrangements for such services. 5.5 Taxes 5.5.1 Any federal, state, or local sales, use, excise, gross receipts, transaction or similar taxes, fees or surcharges resulting from the performanæ of this Agreement shall be borne by the Party 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 Part is permitted by law to collect such taxes, fees or surcharges, from the purchasing Part, such taxes, fees or surcharges shall be borne by the Part purchasing the services. Each Part is responsible for any tax on its corporate existence, status or income. Whenever possible, these amounts shall be biled as a separate item on the invoice. To the extent a sale is claimed to be for resale tax exemption, the purchasing Party shall furnish the providing Part a proper resale tax exemption certificate as authorized or required by statute or regulation by the jurisdiction providing said resale tax exemption. Until such time as a resale tax exemption certificate is provided, no exemptions wil be applied. If either Part (the Contesting Part) contests the application of any tax collected by the other Part (the Collecting Party), the Collecting Party shall reasonably cooperate in good faith with the Contesting Part's challenge, provided that the Contesting Part pays any costs incurred by the Collecting Party. The Contesting Party is entitled to the benefrt of any refund or recovery resulting from the contest, provided that the Contesting Part is liable for and has paid the tax contested. 5.6 Insurance 5.6.1 Each Part shall at all times during the term of this Agreement, at its own cost and expense, carry and maintain the insurance coverage listed below with insurers having a "Best's" rating of A-VII with respect to liability arising from that Part's operations for which that Part has assumed legal responsibilty in this Agreement. If either Part or its parent company has assets equal to or exceeding ten billon dollars ($10,000,000,000), that Part may utiize an August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 31 Section 5 Terms and Conditions Affiliate 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 ten billon dollar ($10,000,000,000) asset threshold, such parent shall be responsible for the insurance obligations contained in this Section 5.6.1, to the extent its affliated Part fails to meet such obligations. 5.6.1.1 Workers' Compensation with statutory limits as required in the state of operation and Employers' Liabilty insurance with limits of not less than one hundred thousand dollars ($100,000) each accident. 5.6.1.2 Commercial General Liability insurance covering claims for bodily injury, death, personal injury or property damage occurring or arising out of the use or occupancy of the premises, including coverage for independent contractor's protection (required if any work wil be subcontracted), premises-operations, products and/or completed operations and contractual liability with respect to the liability assumed by each Party hereunder. The limits of insurance shall not be less than one milion dollars ($1,000,000) each occurrence and two milion dollars ($2,000,000) general aggregate limit. 5.6.1.3 Business automobile liability insurance covering the ownership, operation and maintenance of all owned, non~owned and hired motor vehicles with limits of not less than one millon dollars ($1,000,000) per occurrence for bodily injury and propert damage. 5.6.1.4 Umbrella/Excess Liability insurance in an amount of ten millon dollars ($10,000,000) excess of Commercial General Liabilty insurance specified above. These limits may be obtained through any combination of primary and excess or umbrella liability insurance so long as the total limit is eleven millon dollars ($11,000,000). 5.6.1.5 "All Risk" Propert coverage on a full replacement cost basis insuring all of CLEC personal property situated on or within the Premises or Remote Premises. 5.6.2 Each Part wil initially provide certificate(s) of insurance evidencing coverage, and thereafter wil provide such certificate(s) upon request. Such certificates shall (1) name the other Party as an additional insured under commercial general liability coverage; (2) provide thirt (30) Days pnor written notice of cancellation of the policy(s) to which certificate(s) relate; (3) indicate that coverage is pnmary and not excess of, or contributory with, any other valid and collectible insurance purchased by the other Part; and (4) a~knowledge severability of interest/cross liability coverage. 5.7 Force Majeure 5.7.1 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 (collectively, 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 Part's control and without that Party's fault or negligence. The Part affected by a Force Majeure Event shall give August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 32 Section 5 Terms and Conditons prompt notice to the other Part, 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 efforts to remove or mitigate the Force Majeure Event. In the event of a labor dispute or strike the Parties agree to provide service to each other at a level equivalent to the level they provide themselves. 5.8 Limitation of Liabilty 5.8.1 Each Part's liabilty to the other Part for any loss relating to or arising out of any act or omission in its performance under this Agreement, whether in contract, warranty, strict liabilty, or tort, including (without limitation) negligence of any kind, shall be limited to the total amount that is or would have been charged to the other Part by such breaching Part for the service(s) or function(s) not performed or improperly performed. Each Party's liabilty to the other Party for any other losses shall be limited to the total amounts charged to CLEC under this Agreement during the contract year in which the cause accrues or arises. Payments pursuant to the QPAP shall not be counted against the limit provided for in this Section. 5.8.2 Neither Part shall be liable to the other for indirect, incidental, consequential, or special damages, including (without limitation) damages for lost profits, lost revenues, lost savings suffered by the other Part regardless of the form of action, whether in contract, warranty, strict liabilty, tort, including (without limitation) negligence of any kind and regardless of whether the Parties know the possibilty that such damages could result. If the Parties enter into a Performance Assurance Plan under this Agreement, nothing in this Section 5.8.2 shall limit amounts due and owing under any Performance Assurance Plan. 5.8.3 Intentionally Left Blank. 5.8.4 Nothing contained in this Section shall limit either Part's liabilty to the other for (i) wilful or intentional misconduct or (ii) damage to tangible real or personal property proximately caused solely by such Part's negligent act or omission or that of their respective agents, subcontractors, or employees. 5.8.5 Nothing contained in this Section 5.8 shall limit either Part's obligations of indemnification specified in this Agreement, nor shall this Section 5.8 limit a Part's liability for failing to make any payment due under this Agreement. 5.8.6 Intentionally Left Blank. 5.9 Indemnity 5.9.1 The Parties agree that unless otherwise specifically set forth in this Agreement the following constitute the sole indemnification obligations between and among the Parties: 5.9.1.1 Each of the Parties agrees to release, indemnify, defend and hold harmless the other Party and each of its offcers, directors, employees and agents (each an Indemnitee) from and against and in respect of any loss, debt, liability, damage, obligation, claim, demand, judgment or settlement of any nature or kind, known or unknown, liquidated or unliquidated including, but not limited to, reasonable costs and expenses (including attorneys' fees), whether suffered, made, instituted, or asserted by any Person or entity, for invasion of privacy, boily injury or death of any Person or Persons, or for loss, damage to, or destruction of tangible propert, whether or not August 8, 2008/kcd/Greenßy Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 33 Section 5 Terms and Conditions 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. 5.9.1.2 In the case of claims or loss alleged or incurred by an End User Customer of either Party ansing out of or in connection with services provided to the End User Customer by the Party, the Party whose End User Customer alleged or incurred such claims or loss (the Indemnifying Party) shall defend and indemnify the other Party and each of its offcers, directors, employees and agents (collectively the Indemnified Party) against any and all such claims or loss by the Indemnifying Part's End User Customers regardless of whether the underlying service was provided or Unbundled Network Element was provisioned by the Indemnified Party, unless the loss was caused by the 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 Person or persons, or for loss, damage to, or destruction of tangible property, 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. 5.9.1.3 Intentionally Left Blank. 5.9.1.4 Intentionally Left Blank. 5.9.2 The indemnification provided herein shall be conditioned upon: 5.9.2.1 The Indemnified Part shall promptly notify the Indemnifying Part of any action taken against the Indemnified Part relating to the indemnification. Failure to so notify the Indemnifing Part shall not relieve the Indemnifying Party of any liabilty that the Indemnifying Party might have, except to the extent that such failure prejudices the Indemnifying Party's ability to defend such claim. 5.9.2.2 If the Indemnifying Party wishes to defend against such action, it shall give written notice to the Indemnified Party of acceptance of the defense of such action. In such event, the Indemnifying Party shall have sole authority to defend any such action, including the selection of legal counsel, and the Indemnified Party may engage separate legal counsel only at its sole cost and expense.' In the event that the Indemnifying Party does not accept the defense of the action, the Indemnified Party shall, have the right to employ counsel for such defense at the expense of the Indemnifying Part. Each Part agrees to cooperate with the other Party in the defense of any such action and the relevant records of each Party shall be available to the other Part with respect to any such defense. 5.9.2.3 In no event shall the Indemnifying Party settle or consent to any judgment pertaining to any such action without the prior wntten consent of the Indemnified Party. In the event the Indemnified 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. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 34 Section 5 Terms and Conditions 5.10 Intellectual Property 5.10.1 Except for a license to use any facilities or equipment (including softare) solely for the purposes of this Agreement or to receive any service solely (a) as provided in this Agreement or (b) as specifically required by the then-applicable federal and state rules and regulations relating to Interconnection and access to Telecommunications facilties and services, nothing contained within this Agreement shall be construed as the grant of a license, either express or implied, with respect to any patent, copyright, trade name, trade mark, service mark, trade secret, or other proprietary interest or intellectual property, now or hereafter owned, controlled or licensable by either Part. Nothing in this Agreement shall be construed as the grant to the other Part of any rights or licenses to trade or service marks. 5.10.2 Subject to Section 5.9.2, each Part (the Indemnifying Part) shall indemnify and hold the other Party (the Indemnified Part) harmless from and against any loss, cost, expense or liability arising out of a claim that the use of facilties of the Indemnifying Part or services provided by the Indemnifying Part provided or used pursuant to the terms of this Agreement misappropriates or otherwise violates the intellectual propert rights of any third party. In addition to being subject to the provisions of Section 5.9.2, the obligation for indemnification recited in this paragraph shall not extend to infringement which results from (a) any combination of the facilities or services of the Indemnifying Part with facilities or services of any other Person (including the Indemnified Part but excluding the Indemnifying Part and any of its Affiliates), which combination is not made by or at the direction of the Indemnifying Party or (b) any modification made to the facilties or services of the Indemnifying Party by, on behalf of or at the request of the Indemnified Part and not required by the Indemnifying Part. In the event of any claim, the Indemnifying Part may, at its sole option (a) obtain the right for the Indemnified Party to continue to use the facilty or service; or (b) replace or modify the facility or service to make such facilty or service non-infringing. 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 in the preceding sentence and either (a) the facility or service is held to be infringing by a court of competent jurisdiction or (b) the Indemnifying Part reasonably believes that the facility or service wil be held to infringe, the Indemnifying Part shall notify the Indemnified Party and the Parties shall negotiate in good faith regarding reasonable modifications to this Agreement necessary to (1) mitigate damage or comply with an injunction which may result from such infringement or (2) allow cessation of further infringement. The Indemnifying Party may request that the Indemnified Party take steps to mitigate damages resulting from the infringement or alleged infringement including, but not limited to, accepting modifications to the facilities or services, and such request shall not be unreasonably denied. 5.10.3 To the extent required under applicable federal and state law, Owest shall use its best efforts to obtain, from its vendors who have licensed intellectual property rights to Owest in connection with facilties and services provided hereunder, licenses under such intellectual property rights as necessary for CLEC to use such facilties and services as contemplated hereunder and at least in the same manner used by Owest for the facilities and services provided hereunder. Owest shall notify CLEC immediately in the event that Owest believes it has used its best efforts to obtain such rights, but has been unsuccessful in obtaining such rights. 5.10.3.1 Owest covenants that it wil not enter into any licensing agreements with respect to any Owest facilties, equipment or services, including softare, that contain provisions that would disqualify CLEC from using or interconnecting with such facilities, equipment or services, including softare, pursuant to the terms of this Agreement. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 35 Section 5 Terms and Conditons Owest warrants and further covenants that it has not and will not knowingly modify any existing license agreements for any network facilities, equipment or services, including softare, in whole or in part for the purpose of disqualifying CLEC from using or interconnecting with such facilities, equipment or services, including softare, pursuant to the terms of this Agreement. To the extent that providers of facilities, equipment, services or softare in Owests network provide Owest with indemnities covering intellectual property liabilties and those indemnities allow a flow-through of protection to third parties, Owest shall flow those indemnity protections through to CLEC. 5.10.4 Except as expressly provided in this Intellectual Propert Section, nothing in this Agreement shall be construed as the grant of a license, either express or implied, with respect to any patent, copyright, logo, trademark, trade name, trade secret or any other intellectual propert right now or hereafter owned, controlled or licensable by either Party. Neither Part may use any patent, copyright, logo, trademark, trade name, trade secret or other intellectual propert rights of the other Party or its Affliates without execution of a separate agreement between the Parties. 5.10.5 Neither Party shall without the express written permission of the other Party, state or imply that: 1) it is connected, or in any way affliated with the other or its Affliates; 2) it is part of a joint business association or any similar arrangement with the other or its Affliates; 3) the other Party and its Affilates are in any way sponsoring, endorsing or certifying it and its goods and services; or 4) with respect to its marketing, advertising or promotional activities or materials, the resold goods and services are in any way associated with or originated from the other or any of its Affiliates. Nothing in this paragraph shall prevent either Part from truthfully describing the Network Elements it uses to provide service to its End User Customers, provided it does not represent the Network Elements as originating from the other Part or its Affliates in any marketing, advertising or promotional activities or materials. 5.10.6 For purposes of resale only and notwithstanding the above, unless otherwise prohibited by Owest pursuant to an applicable provision herein, CLEC may use the phrase "CLEC is a Reseller of Owest Services" (the Authorized Phrase) in CLEC's printed materials provided: 5.10.6.1 The Authorized Phrase is not used in connection with any goods or services other than Owest services resold by CLEC. 5.10.6.2 CLEC's use of the Authorized Phrase does not cause End User Customers to believe that CLEC is Owest. 5.10.6.3 The Authorized Phrase, when displayed, appears only in text form (CLEC may not use the Owest logo) with all letters being the same font and point size. The point size of the Authorized Phrase shall be no greater than one fourth the point size of the smallest use of CLEC's name and in no event shall exceed 8 point size. 5.10.6.4 CLEC shall provide all printed materials using the Authorized Phrase to Owest for its prior written approval. 5.10.6.5 If Owest determines that CLEC's use of the Authorized Phrase causes End User Customer confusion, Owest may immediately terminate CLEC's right to use the Authorized Phrase. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 36 Sectio 5 Terms and Conditions 5.10.6.6 Upon termination of CLEC's right to use the Authorized Phrase or termination of this Agreement, all permission or right to use the Authorized Phrase shall immediately cease to exist and CLEC shall immediately cease any and all such use of the Authorized Phrase. CLEC shall either promptly return to Qwest or destroy all materials in its possession or control displaying the Authorized Phrase. 5.10.7 Qwest and CLEC each recognize that nothing contained in this Agreement is intended as an assignment or grant to the other of any right, title or interest in or to the trademarks or service marks of the other (the Marks) and that this Agreement does not confer any right or license to grant sublicenses or permission to third parties to use the Marks of the other and is not assignable. Neither Part wil do anything inconsistent with the other's ownership of their respective Marks, and all rights, if any, that may be acquired by use of the Marks shall inure to the benefit of their respective Owners. The Parties shall comply with all Applicable Law governing Marks worldwide and neither Part wil infringe the Marks of the other. 5.10.8 Upon request, for all intellectual propert owned or controlled by a third party and licensed to Qwest associated with the Unbundled Network Elements provided by Qwest under this Agreement, either on the Effective Date or at any time during the term of the Agreement, Qwest shall within ten (10) business days, unless there are extraordinary circumstances in which case Qwest wil negotiate an agreed upon date, then disclose to CLEC in writing (i) the name of the Part owning, controllng or licensing such intellectual property, (ii) the facilities or equipment associated with such intellectual propert, (iii) the nature of the intellectual property, and (iv) the relevant agreements or licenses governing Qwests use of the intellectual propert. Except to the extent Qwest is prohibited by confidentiality or other provisions of an agreement or license from disclosingJo CLEC any relevant agreement or license within ten (10) business days of a request by CLEC, Qwest shall provide copies of any relevant agreements or licenses governing Qwests use of the intellectual propert to CLEC. To the extent Qwest is prohibited by confidentiality or other provisions of an agreement or license from disclosing to CLEC any relevant agreement or license, Qwest shall immediately, within ten (10) business days (i) disclose so much of it as is not prohibited, and (ii) exercise best efforts to cause the vendor, licensor or other beneficiary of the confidentiality provisions to agree to disclosure of the remaining portions under terms and conditions equivalent to those governing access by and disclosure to Qwest. 5.11 Warranties 5.11.1 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE PARTIES AGREE THAT NEITHER PARTY HAS MADE, AND THAT THERE DOES NOT EXIST, ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND THAT ALL PRODUCTS AND SERVICES PROVIDED HEREUNDER ARE PROVIDED "AS IS," WITH ALL FAULTS. 5.12 Assignment 5.12.1 Neither Party may assign or transfer (whether by operation of law or otherwise) this Agreement (or any rights or obligations hereunder) to a third party without the prior written consent of the other Part. Notwithstanding the foregoing, either Part may assign or transfer this Agreement to a corporate Affliate or an entity under its common control; without the consent of the other Part, provided that the performance of this Agreement by any such assignee is guaranteed by the assignor. Any attempted assignment or transfer that is not August 8, 2008/kcd/Greenfly NetworksiID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 37 Section 5 Terms and Conditions permitted is void ab initio. Without limiting the generality of the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the Parties' respective successors and assigns. 5.12.2 In the event that Owest transfers to any unaffiliated party exchanges including End User Customers that CLEC serves in whole or in part through facilities or services provided by Owest under this Agreement, the transferee shall be deemed a successor to Owests responsibilities hereunder for a period of ninety (90) Days from notice to CLEC of such transfer or until such later time as the Commission may direct pursuant to the Commission'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, Owest shall use its best efforts to facilitate discussions between CLEC and the transferee with respect to transferee's assumption of Owests obligations pursuant to the terms of this Agreement. 5.12.3 Nothing in this section is intended to restrict CLEC's rights to opt into interconnection agreements under Section 252(i) of the Act and 47 C.F.R. § 51.809. 5.13 Default 5.13.1 If either Part defaults in the payment of any amount due hereunder, or if either Part violates any other material provision of this Agreement, and such default or violation shall continue for thirty (30) Days after written notice thereof, the other Party may seek relief in accordance with the Dispute Resolution provision of this Agreement. The failure of either Part to enforce any of the provisions of this Agreement or the waiver thereof in any instance shall not be construed as a general waiver or relinquishment on its part of any such provision, but the same shall, nevertheless, be and remain in full force and effect. 5.14 Disclaimer of Agency 5.14.1 Except for provisions herein expressly authorizing a Party to act for another, nothing in this Agreement shall constitute a Party as a legal representative or agent of the other Party, nor shall a Part have the right or authority to assume, create or incur any liabilty or any obligation of any kind, express or implied, against or in the name or on behalf of the other Party unless otherwise expressly permitted by such other Party. Except as otherwise expressly provided in this Agreement, no Party undertakes to perform any obligation of the other Party whether regulatory or contractual, or to assume any responsibility for the management of the other Party's business. 5.15 Severabilty 5.15.1 In the event that anyone or more of the provisions contained herein shall for any reason be held to be unenforceable or invalid in any respect under law or regulation, the Parties wil negotiate in good faith for replacement language as set forth herein. If any part of this Agreement is held to be invalid or unenforceable for any reason, such invalidity or unenforceability wil affect only the portion of this Agreement which is invalid or unenforceable. In all other respects, this Agreement will stand as if such invalid or unenforceable provision had not been a part hereof, and the remainder of this Agreement shall remain in full force and effect. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 38 Sectio 5 Terms and Conditons 5.16 Nondisclosure 5.16.1 All information, including but not limited to specifications, microfilm, photocopies, magnetic disks, magnetic tapes, drawings, sketches, models, samples, tools, technical information, data, employee records, maps, financial reports, and market data, (i) furnished by one Part to the other Part dealing with business or marketing plans, End User Customer specific, facility specific, or usage specific information, other than End User Customer information communicated for the purpse of providing Directory Assistance or publication of directory database, or (ii) in written, graphic, electromagnetic, or other tangible form and marked at the time of delivery as "Confidential" or "Proprietary", or (ii) communicated and declared to the receiving Party at the time of delivery, or by written notice given to the receiving Part within ten (10) Days after delivery, to be "Confidential" or "Proprietary" (collectively referred to as "Proprietary Information"), shall remain the propert of the disclosing Part. A Part who receives Proprietary Information via an oral communication may request written confirmation that the matenal is Propnetary Information. A Part who delivers Proprietary Information via an oral communication may request wntten confirmation that the Part receiving the information understands that the matenal is Proprietary Information. Each Part shall have the nght to correct an inadvertent failure to identify information as Proprietary Information by giving written notification within thirt (30) Days after the information is disclosed. The receiving Part shall from that time forward, treat such information as Proprietary Information. To the extent permitted by Applicable law, either Part may disclose to the other propnetary or confidential customer, technical or business information. 5.16.2 ' Upon request by the disclosing Part, the receiving Part shall return all tangible copies of Proprietary Information, whether wntten, graphic or otherwise, except that the receiving Part may retain one copy for archival purpses. 5.16.3 Each Part shall keep all of the other Part's Propnetary Information confidential and wil disclose it on a need to know basis only. Each Part shall use the other Party's Proprietary Information only in connection with this Agreement and in accordance with Applicable law, including but not limited to, 47 U.S.C. § 222. In accordance with Section 222 of the Act, when either Part receives or obtains Propnetary Information from the other Party for purposes of providing any Telecommunications Services, that Party shall use such information only for such purpose, and shall not use such information for its own marketing efforts. Neither Party shall use the other Part's Proprietary Information for any other purpose except upon such terms and conditions as may be agreed upon between the Parties in writing. Violations of these obligations shall subject a Party's employees to disciplinary action up to and including termination of employment. If either Part loses, or makes an unauthorized disclosure of, the other Part's Proprietary Information, it wil notify such other Part immediately and use reasonable efforts to retneve the information. 5.16.4 Unless otherwise agreed, the obligations of confidentiality and non-use set forth in this Agreement do not apply to such Propnetary Information as: a) was at the time of receipt already known to the receiving Part free of any obligation to keep it confidential evidenced by written records prepared pnor to delivery by the disclosing Part; or '. b) is or becomes publicly known through no wrongful act of the receiving Party; or c) is rightfully reæived from a third Person having no direct or indirect secrecy or August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-D003 Qwest Fourteen State Negotiations Template, June 23, 2008 39 Section 5 Terms and Conditions confidentiality obligation to the disclosing Part with respect to such information; or d) is independently developed by an employee, agent, or contractor of the receiving Party which individual is not involved in any manner with the provision of services pursuant to the Agreement and does not have any direct or indirect access to the Propnetary Information; or e) is disclosed to a third Person by the disclosing Party without similar restrictions on such third Person's rights; or f) is approved for release by written authorization of the disclosing Part; or g) is required to be disclosed by the receiving Party pursuant to Applicable Law or regulation provided that the receiving Part shall give suffcient notice of the requirement to the disclosing Part to enable the disclosing Part to seek protective orders. 5.16.5 Nothing herein is intended to prohibit a Party from supplying factual information about its network and Telecommunications Services on or connected to its network to regulatory agencies including the Federal Communications Commission and the Commission so long as any confidential obligation is protected. In addition either Party shall have the right to disclose Proprietary Information to any mediator, arbitrator, state or federal regulatory body, the Department of Justice or any court in the conduct of any proceeding arising under or relating in any way to this Agreement or the conduct of either Part in connection with this Agreement, including without limitation the approval of this Agreement, or in any proceedings concerning the provision of InterLA T A services by Owest that are or may be required by the Act. The Parties agree to cooperate with each other in order to seek appropnate protection or treatment of such Proprietary Information pursuant to an appropriate protective order in any such proceeding. 5.16.6 Effective Date of this Section. Notwithstanding any other provision of this Agreement, the Proprietary Information provisions of this Agreement shall apply to all information furnished by either Part to the other in furtherance of the purpose of this Agreement, even if furnished before the Effective Date. 5.16.7 Each Party agrees that the disclosing Party could be irreparably injured by a breach of the confidentiality obligations of this Agreement by the receiving Party or its representatives and that the disclosing Party shall be entitled to seek equitable relief, including injunctive relief and specific performance in the event of any breach of the confidentiality provisions of this Agreement. Such remedies shall not be deemed to be the exclusive remedies for a breach of the confidentiality provisions of this Agreement, but shall be in addition to all other remedies available at law or in equity. 5.16.8 Nothing herein should be construed as limiting either Part's rights with respect to its own Proprietary Information or its obligations with respect to the other Party's Proprietary Information under Section 222 of the Act. 5.16.9 Forecasts provided by either Party to the other Party shall be deemed Confidential Information and the Partes may not distribute, disclose or reveal, in any form, this material other than as allowed and described in subsections 5.16.9.1 and 5.16.9.2. 5.16.9.1 The Parties may disclose, on a need to know basis only, CLEC individual forecasts and forecasting information disclosed by Owest, to Qwests legal personnel in August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 40 Section 5 Terms and Conditions connection with their representation of Qwest in any dispute regarding the quality or timeliness of the forecast as it relates to any reason for which CLEC provided it to Qwest under this Agreement, as well as to CLEC's wholesale account managers, wholesale US and Collocation product managers, network and growth planning personnel responsible for preparing or responding to such forecasts or forecasting information. In no case shall retail marketing, sales or strategic planning have access to this forecasting information. The Parties wil inform all of the aforementioned personnel with access to such Confidential Information, of its confidential nature and wil require personnel to execute a nondisclosure agreement which states that, upon threat of termination, the aforementioned personnel may not reveal or discuss such information with those not authorized to receive it except as specifically authorized by law. Violations of these requirements shall subject the personnel to disciplinary action up to and including termination of employment. 5.16.9.1.1 Upon the specific order of the Commission, Qwest may provide the forecast information that CLEC has made available to Qwest under this Agreement, provided that Qwest shall first initiate any procedures necessary to protect the confidentiality and to prevent the public release of the information pending any applicable Commission procedures and further provided that Qwest provides such notice as the Commission directs to CLEC involved, in order to allow it to prosecute such procedures to their completion. 5.16.9.2 The Parties shall maintain confidential forecasting information in secure files and locations such that access to the forecasts is limited to the personnel designated in subsection 5.16.9.1 above and such that no other personnel have computer access to such information. 5.17 Survival 5.17.1 Any liabilities or obligations of a Party for acts or omissions prior to the termination of this Agreement, and any obligation of a Party under the provisions regarding indemnification, Confidential or Proprietary Information, limitations of liability, and any other provisions of this Agreement which, by their terms, are contemplated to survive (or to be performed after) termination of this Agreement, shall survive cancellation or termination hereof. 5.18 Dispute Resolution 5.18.1 The Parties wil attempt in good faith to resolve through negotiation any dispute, claim or controversy arising out of, or relating to, this Agreement. Either Part may give written notice to the other Party of any dispute not resolved in the normal course of business. Each Party 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 conducted by non-lawyer, business representatives, and the locations, format, frequency, duration, and conclusions of these discussions wil 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 (Confidential Information) developed for purposes of settlement, and wil be exempt from discovery and production, and not be admissible in any subsequent proceedings without the concurrence of both Parties. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 41 Section 5 Terms and Conditons 5.18.2 If the designated representatives have not reached a 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 or regulatory proceeding, as applicable. Unless the action falls within the exclusive jurisdiction of the Federal Communications Commission or the state Public Utilities Commission, any action wil be brought in the United States District Court for the District of Colorado if it has subject matter jurisdiction over the action, and shall otherwise be brought in the Denver District Court for the State of Colorado. The Parties agree that such courts have personal jurisdiction over them. 5.18.2.1 Any action not within the jurisdiction of the Federal Communications Commission or the state Public Utilties Commission wil be brought in either a federal or state court in the State in which this Agreement has been filed with a public utility commission, or in a forum to which both Parties have agreed. The Parties agree that such courts have personal jurisdiction over them. The agreement shall not prohibit either Part from litigating, including appealing, any dispute before the Minnesota Commission or before a state or federal court located in Minnesota. 5.18.3 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. 5.18.4 No cause of action, including disputes raised pursuant to Section 5.4.4, regardless of the form, 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. 5.19 Controllng Law 5.19.1 This Agreement is offered by Qwest and accepted by CLEC in accordance with applicable federal law and the state law of Idaho. It shall be interpreted solely in accordance with applicable federal law and the state law of Idaho 5.20 Responsibilty for Environmental Contamination 5.20.1 Neither Part shall be liable to the other for any costs whatsoever resulting from the presence or release of any Environmental Hazard that either Party did not introduce to the affected Work Location. Both Parties shall defend and hold harmless the other, its offcers, directors and employees from and against any losses, damages, claims, demands, suits, liabilities, fines, penalties and expenses (including reasonable attorneys' fees) that arise out of or result from (i) any Environmental Hazard that the Indemnifying Party, its contractors or agents introduce to the Work Locations or (ii) the presence or release of any Environmental Hazard for which the Indemnifying Party is responsible under Applicable Law. 5.20.2 In the event any suspect materials within Qwest-owned, operated or leased facilities are identified 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 accordance with 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 responsibility for managing, nor is it the owner of, nor does it have any liabilty for, or in connection with, any asbestos-containing materiaL. Qwest agrees to August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 42 Section 5 Terms and Conditions immediately notify CLEC if Owest 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. 5.21 Notices 5.21.1 Any notices required by or concerning this Agreement shall be in writing and shall be suffciently given if delivered personally, delivered by prepaid overnight express service, or sent by certified mail, return receipt requested, or by email where specified in this Agreement to Owest and CLEC at the addresses shown below: Owest Corporation Director Interconnection Agreements 1801 California Street, Room 2400 Denver, CO 80202 Email: intagree((gwest.com Phone: 303-965-3029 Fax: 303-965-3527 With copy to Owest at the address shown below: Owest Law Department Associate General Counsel, Interconnection 1801 California Street, 10th Floor Denver, CO 80202 Email: Legal.lnterconnection~qwest.com Phone: 303-383-6553 and with a copy to CLEC at the address shown below: Tim Dodge, VP of Operations P.O. Box 20009 Billngs, MT 59104 Phone: 406.794.0230 Fax: 406.365.1027 E-mail: tim~c1earfy.net Physical Address for overnights: 222 North 32nd , Suite 904 Billngs, MT 59101 If personal delivery is selected to give notice, a receipt acknowledging such delivery must be obtained. Each Part shall inform the other of any change in the above contact Person and/or address using the method of notice called for in this Section 5.21. 5.22 Responsibilty of Each Part 5.22.1 Each Part is an independent contractor, and has and hereby retains the right to exercise full control of and supervision over its own performance of its obligations under this Agreement and retains full control over the employment, direction, compensation and discharge of all employees assisting in the performance of such obligations. Each Party wil be solely responsible for all matters relating to payment of such employees, including compliance with social security taxes, withholding taxes and all other regulations governing such matters. Each Party wil be solely responsible for proper handling, storage, transport and disposal at its own expense of all (i) substances or materials that it or its contractors or agents bring to, create or August 8, 2008/kcd/Greenfly Networks1lD/CDS-080806-ü03 Qwest Fourteen State Negotiations Template, June 23, 2008 43 Section 5 Terms and Conditions assume control over at Work Locations, and (ii) Waste resulting therefrom or otherwise generated in connection with its or its contractors' or agents' activities at the Work Locations. Subject to the limitations on liability and except as otherwise provided in this Agreement, each Part shall be responsible for (i) its own acts and performance of all obligations imposed by Applicable Law in connection with its activities, legal status and propert, real or personal, and (ii) the acts of its own Affliates, employees, agents and contractors during the performance of that Part's obligations hereunder. 5.23 No Third Party Beneficiaries 5.23.1 The provisions of this Agreement are for the benefit of the Parties and not for any other Person. This Agreement wil not provide any Person not a Party to this Agreement with any remedy, claim, liabilty, reimbursement, claim of action, or other right in excess of those existing by reference in this Agreement. 5.24 Intentionally Left Blank 5.25 Publicity 5.25.1 Neither Party shall publish or use any publicity materials with respect to the execution and delivery or existence of this Agreement without the prior written approval of the other Party. Nothing in this section shall limit a Party's abilty to issue public statements with respect to regulatory or judicial proceedings. 5.26 Executed in Counterparts 5.26.1 This Agreement may be executed in any number of counterparts, each of which shall be deemed an original; but such counterparts shall together constitute one and the same instrument. 5.27 Compliance 5.27.1 Each Party shall comply with all applicable federal, state, and local laws, rules and regulations applicable to its performance under this Agreement. Without limiting the foregoing, Qwest and GLEG agree to keep and maintain in full force and effect all permits, licenses, certificates, and other authorities needed to perform their respective obligations hereunder. 5.28 Compliance with the Communications Assistance Law Enforcement Act of 1994 5.28.1 Each Part represents and warrants that any equipment, facilities or services provided to the other Party under this Agreement comply with the GALEA. Each Part shall indemnify and hold the other Part harmless from any and all penalties imposed upon the other Party for such noncompliance and shall at the non-compliant Party's sole cost and expense, modify or replace any equipment, facilties or services provided to the other Part under this Agreement to ensure that such equipment, facilties and services fully comply with GALEA. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 44 Section 5 Terms and Conditions 5.29 Cooperation 5.29.1 The Parties agree that this Agreement involves the provision of Qwest services in ways such services were not previously available and the introduction of new processes and procedures to provide and bil such services. Accordingly, the Partes agree to work jointly and cooperatively in testing and implementing processes for pre-ordering, ordering, maintenance, Provisioning and Biling and in reasonably resolving issues which result from such implementation on a timely basis. Electronic processes and procedures are addressed in Section 12 of this Agreement. 5.30 Amendments 5.30.1 Either Party may request an amendment to this Agreement at any time by providing to the other Part in writing information about the desired amendment and proposed language changes. If the Parties have not reached agreement on the requested amendment within sixty (60) Days after receipt of the request, either Part may pursue resolution of the amendment through the Dispute Resolution provisions of this Agreement. 5.30.2 Intentionally Left Blank. 5.30.3 The provisions of this Agreement, including the provisions of this sentence, may not be amended, modified or supplemented, and waivers or consents to departures from the provisions of this Agreement may not be given without the written consent thereto by both Parties' authorized representative. No waiver by any part of any default, misrepresentation, or breach of warranty or covenant hereunder, whether intentional or not, wil be deemed to extend to any prior or subsequent default, misrepresentation, or breach of warranty or covenant hereunder or affect in any way any rights arising by virtue of any prior or subsequent such occurrence. 5.31 Entire Agreement This Agreement (including the documents referred to herein and any amendments to the Agreement) constitutes the full and entire understanding and agreement between 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, to the extent they relate in any way to the subjects of this Agreement. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Qwest Fourteen State Negotiations Template, June 23, 2008 45 Section 6 Resale Section 6.0 - RESALE 6.1 Description 6.1.1 Qwest shall offer for resale at wholesale rates any Telecommunications Services that it provides at retail to subscribers who are not Telecommunications Carriers, subject to the terms and conditions of this Section. All Qwest retail Telecommunications Services are available for resale from Qwest pursuant to the Act and wil include terms and conditions (except prices) in Qwests applicable product Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings. To the extent, however, that a conflct arises between the terms and conditions of the Tariff, catalog, price list, or other retail Telecommunications Services offering and this Agreement, this Agreement shall be controllng. 6.1.2 While this Section 6.0 of this Agreement addresses the provision of certain Qwest services to CLEC for resale by CLEC, the Parties also acknowledge that CLEC is required to provide its Telecommunications Services to Qwest for resale by Qwest. Upon request by Qwest, CLEC shall make its Telecommunications Services available to Qwest for resale pursuant to the applicable provisions of the Telecommunications Act of 1996, the FCC's relevant orders and rules, and the Commission's relevant orders and rules. 6.1.3 Certain Qwest services are not available for resale under this Agreement, as noted in Section 6.2. The applicable discounts for services available for resale are identified in Exhibit A. 6.2 Terms and Conditions 6.2.1 Qwest shall offer introductory training on procedures that CLEC must use to access Qwests ass at no cost to CLEC. If CLEC asks Qwest personnel to travel to CLEC's location to deliver training, CLEC wil pay Qwests reasonable travel related expenses. Qwest may also offer to CLEC other training at reasonable costs. 6.2.2 Services available for resale under this Agreement may be resold only to the same class of End User Customers to which Qwest sells such services where such restrictions have been ordered or approved by the Commission. Such restrictions are listed below in this Section 6.2.2. 6.2.2.1 Promotional offerings of ninety (90) Days or less are available for resale. Such promotions are available for resale under the same terms and conditions that are available to Qwest retail End User Customers, with no wholesale discount. Should Qwest re-offer any promotion for a sequential ninety (90) Day or less promotion period following the initial ninety (90) Day or less promotion period, then the initial and subsequent promotion(s) wil be available to CLEC for resale with any applicable wholesale discount. 6.2.2.2 Market trials of ninety (90) days or less are not available for resale. 6.2.2.3 Residential services and telephone assistance plans (TAP), including but not limited to Lifeline/Link-up and Tribal Lifeline services, are available for resale by CLEC only to the same class of End User Customers eligible to purchase these services from Qwest. August 8. 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 46 Section 6 Resale 6.2.2.3.1 If CLEC is an Eligible Telecommunications Carrer (ETC) it must secure TAP credits directly from the appropriate federal or state agency(ies) as Owest wil not collect TAP credits on an ETC's behalf. 6.2.2.3.2 If CLEC is not an ETC and if CLEC wishes to resell TAP services, CLEC shall certify pursuant to 47 C.F.R. § 54.417 that it complies with all FCC and any applicable state requirements governing TAP programs. CLEC shall complete and provide such certification to Owest before CLEC purchases TAP services for resale, and shall re-ertfy annually. The certification form and instructions are provided at Owests web site in the Resale General Product Catalog. Use of the Owest certification form is mandatory to demonstrate compliance with the requirements of this Section. 6.2.2.4 Universal Emergency Number Service is not available for resale. Universal Emergency Number Service (E911/911 service) is provided with each local Exchange Service line resold by CLEC whenever E911/911 service would be provided on the same line if provided by Owest to a Owest retail End User Customer. 6.2.2.5 Inside wiring maintenance plans are available for resale at Owest retail rates with no wholesale discount. Other non-Telecommunications Services such as inside wiring installation, callng cards and CPE, are not available for resale. 6.2.2.6 Voice messaging service is available for resale at the retail rate with no discount. Enhanced Services and information services, other than voice messaging, are not available for resale. 6.2.2.7 Owest wil make retail Contract Service Arrangements (CSA) available for resale at the wholesale discount rate specified in Exhibit A of this Agreement. All terms and conditions (except prices) in Owests applicable Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings wil apply to resale of CSAs, including early termination liabilty. Nothing in this Agreement shall affect any obligation of any Owest retail End User Customer that early terminates a CSA, including payment of any early termination charges. Where CLEC seeks to continue serving an End User Customer presently served through a resold Owest CSA, but wishes to provide such service through alternate resale arrangements, Owest shall provide CLEC the same waivers of early termination liabilities as it makes to its own End User Customers in similar circumstances. In any case where it is required to offer such a waiver, Owest shall be entitled to apply provisions that provide Owest substantially the same assurances and benefits that remained to it under the resold agreement as of the time it is changed. 6.2.2.8 Grandfathered services are available for resale by CLEC to existing End User Gustomers of the grandfathered product or service. 6.2.2.9 Centrex terms and conditions related to calculation of charges for, and Provisioning of common blocks, station lines and optional features wil be based on the Centrex definition of a system and CLEC's serving location. 6.2.2.9.1 Where a common block is applicable, a Centrex system is defined by a single common block or multiple common blocks for a single CLEC within a single Central Offce switching system. A common block defines the dialing plan for intercom callng, access to the Public Switched Network and/or August 8, 2008/kcd/Greenfly Networks/ID/CDS-08080-0003 Owest Fourteen State Negotiations Template, June 23, 2008 47 Section 6 Resale private facilties, station line and system restrictions and feature access arrangements and functionality. CLEC may purchase multiple common blocks within a single Central Office switching system when CLEC requires different dialing plans, feature access arrangements and station line or system restrictions within a single system operation. CLEC with multiple common blocks within the same Central Offce Switch may have network access register and private facility trunk groups aggregated across multiple common blocks. Centrex system based optional features (i.e., Automatic Route Selection) may not be aggregated across multiple common blocks. A Centrex system must provide station lines to at least one (1) location and may provide station lines to multiple locations. 6.2.2.9.2 Centrex station lines are provisioned and charges are calculated based on serving CLEC's location. A location is defined as the site where Qwest facilties (cable plant from the serving Central Offce Switch) meet CLEC facilties (inside wire). In a multi-tenant building, Qwest may bring facilities directly to a single Point of Interconnection with CLEC facilties, typically in a basement equipment room, which would be considered a single location for this multi- tenant building. Should Qwest bring service to multiple floors or offces within a multi-tenant building each floor or offce with a separate CLEC facilities termination point is considered a location. Where CLEC has multiple buildings within contiguous property (campus), such buildings wil be provisioned and biled as a single location. Contiguous property is defined as property owned or leased by CLEC and not separated by public thoroughfare, river or railroad rights-of- way. Property wil be considered contiguous when connected via connecting passageways or conduit acceptable to Qwest for its facilties. Where CLEC has Centrex station lines from multiple Central Offce switching systems, within the same Qwest Wire Center, and provisioned to the same location, CLEC wil not be charged for service or provisioned as if service was originating from a single Centrex system. For example, station lines may only be aggregated from a single CLEC Centrex system to a single CLEC serving location for rating purposes. CLEC may not specify a Central Offce as CLEC's location for the termination of Centrex station lines. 6.2.2.10 Private line service used for Special Access is available for resale but not at a discount. 6.2.2.11 Intentionally Left Blank. 6.2.2.12 Telecommunications ServK;es provided directly to CLEC for its own use and not resold to End User Customers must be identifed by CLEC as such, and CLEC wil pay Qwest retail prices for such services. 6.2.3 Qwest shall provide to CLEC Telecommunications Services for resale that are at least equal in quality and in substantially the same time and manner that Qwest provides these services to itself, its subsidiaries,. its Affliates, other Resellers, and Qwests retail End User Customers. Qwest shall also provide resold services to CLEC in accordance with the Commission's retail service quality requirements, if any. Qwest further agrees to reim.burse CLEC for credits or fines and penalties assessed against CLEC as a result of Qwests failure to provide service to CLEC, subject to the understanding that any payments made pursuant to this provision wil be an offset and credit toward any other penalties voluntarily agreed to by Qwest as part of a penormance assurance plan, and further subject to the following provisions: August 8, 2008/kcd/Greenfly NetworksllD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 48 Section 6 Resale 6.2.3.1 Qwest shall provide service credits to CLEC for resold services in accordance with the Commission's retail service requirements that apply to Qwest retail services, if any. Such credits shall be limited in accordance with the following: a) Qwests service credits to CLEC shall be subject to the wholesale discount; b) Qwest shall only be liable to provide service credits in accordance with the resold services provided to CLEC. Qwest is not required to provide service credits for service failures that are the fault of CLEC; c) Intentionally Left Blank. d) Intentionally Left Blank. e) In no case shall Qwests credits to CLEC exceed the amount Qwest would pay a Qwest End User Customer under the service quality requirements, less any wholesale discount applicable to CLEC's resold services; and f) In no case shall Qwest be required to provide duplicate reimbursement or payment to CLEC for any service quality failure incident. 6.2.3.2 Fines and Penalties - Qwest shall be liable to pay to CLEC fines and penalties for resold services in accordance with the Commission's retail service requirements that apply to Qwest retail services, if any. Such credits shall be limited in accordance with the following: a) Qwests fines and penalties paid to CLEC shall be subject to the wholesale discount; b) Qwest shall only be liable to provide fines and penalties in accordance with the resold services provided to CLEC. Qwest is not required to pay fines and penalties for service failures that are the fault of CLEC; c) Intentionally Left Blank. d) In no case shall Qwests fines and penalties to CLEC exceed the amount Qwest would pay the Commission under the service quality plan, less any wholesale discount applicable to CLEC's resold services; and e) In no case shall Qwest be required to provide duplicate reimbursement or payment to CLEC for any service quality failure incident. 6.2.4 In the event that there are existing agreements between CLEC and Qwest for resale under Qwest retail Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings, CLEC may elect to continue to obtain services for resale under the existing agreements and such retail Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings, or CLEC may elect to terminate such existing agreements and obtain such services by adopting this Agreement pursuant to the General Terms of this Agreement. If CLEC so adopts this Agreement, the associated wholesale discount specified in Exhibit A of this Agreement wil apply. August 8, 2008/kcd/Greenfly Networks/ID/CDS..80806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 49 Section 6 Resale 6.2.5 Intentionally Left Blank. 6.2.6 The Parties may not reserve blocks of telephone numbers except as allowed by Applicable Law or regulation. 6.2.7 Owest wil accept at no charge one (1) primary white pages Directory Listing for each main telephone number belonging to CLEC's End User Customer based on End User Customer information provided to Owest by CLEC. Owest wil place CLEC's End User Customer's Listings in Owests Directory Assistance Database and wil include such Listings in Owests Directory Assistance Service. Additional terms and conditions with respect to Directory Listings are described in the Ancilary Services Section and the Owests Offcial Directory Publisher Section of this Agreement. 6.2.8 Owest shall provide to CLEC, for CLEC's End User Customers, E911/911 call routing to the appropriate Public Safety Answering Point (PSAP). Owest shall not be responsible for any failure of CLEC to provide accurate End User Customer information for listings in any databases in which Owest is required to retain and/or maintain such information. Owest shall provide CLEC's End User Customer information to the Automatic Location Identification/Database Management System (ALI/OMS). Owest shall use its standard process to update and maintain CLEC's End User Customer service information in the ALlIDMS used to support E911/911 services on the same schedule that it uses for its retail End User Customers. Owest assumes no liabilty for the accuracy of information provided by CLEC. 6.2.9 If Owest provides and CLEC accepts Owests Directory Assistance Service or operator services for CLEC's resold local Exchange Service lines, such Directory Assistance and operator services may be provided with branding as provided in this Agreement in Sections 10.5 for Directory Assistance Service, and 10.7 for operator services. 6.2.10 CLEC shall designate the Primary Interexchange Carrier (PIC) assignments on behalf of its End User Customers for InterLA TA and IntraLATA services. CLEC and Owest shall follow all Applicable Laws, rules and regulations with respect to PIC changes. Owest shall disclaim any liability for CLEC's improper InterLA T A and IntraLA TA PiC change requests, and CLEC shall disclaim any liabilty for Owests improper InterLATA (when applicable) and IntraLA T A PIC change requests. 6.2.11 When End User Customers switch from Owest to CLEC, or to CLEC from any other Reseller and if they do not change their service address to an address served by a different Rate Center, such End User Customers shall be permitted to retain their current telephone numbers if they so desire and if such number retention is not prohibited by Applicable Laws or regulations for number administration and Local Number Portability (LNP). 6.2.12 In the event Owest properly terminates the Provisioning of any resold services to CLEC for any reason, CLEC shall be responsible for providing any and all necessary notice to its End User Customers of the termination. In no case shall Owest be responsible for providing such notice to CLEC's End User Customers. Owest wil provide notice to CLEC of Owests termination of a resold service on a timely basis consistent with Commission rules and notice requirements. 6.2.13 The underlying network provider of a resold service shall be entitled to receive, from the purchaser of Switched Access, the appropriate access charges pursuant to its then effective Switched Access Tariff. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 50 Section 6 Resale 6.2.14 Resold services are available where facilities currently exist and are capable of providing such services without construction of additional facilities or enhancement of existing facilities. However, if CLEC requests that facilties be constructed or enhanced to provide resold services, Qwest wil construct facilities to the extent necessary to satisfy its obligations to provide basic local Exchange Service as set forth in Qwests retail Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings and Commission rules. Under such circumstances, Qwest wil develop and provide to CLEC a price quotation for the construction. Construction charges associated with resold services wil be applied in the same manner that construction charges apply to Qwest retail End User Customers. If the quotation is accepted by . CLEC, CLEC wil be biled the quoted price and construction wil commence after receipt of payment. 6.3 Rates and Charges 6.3.1 Wholesale discounts for resold Telecommunications Services offerings are provided in Exhibit A. The Telecommunications Services offerings available for resale but excluded from the wholesale pricing arrangement in the Agreement are available at the retail Tariff, price list, catalog, or other retail Telecommunications Services offering rates. Telecommunications Services available for resale with or without a wholesale discount are subject to Commission-approved change, and any such changes shall apply from the effective date of such change on a going-forward basis only. 6.3.2 The Customer Transfer Charges (CTC) as specified in Exhibit A apply when transferring services to CLEC. 6.3.3 A Subscriber Line Charge (SLC), or any subsequent federally mandated charge to End User Customers, wil continue to be paid by CLEC without discount for each local exchange line resold under this Agreement. All federal and state rules and regulations associated with SLC as found in the applicable Qwest Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings also apply. 6.3A CLEC will pay to Qwest the Primary Interexchange Carrier (PIC) change charge without discount for CLEC End User Customer changes of Interexchange or IntraLA TA Carriers. Any change in CLEC's End User Customer's Interexchange or IntraLA TA Carrier must be requested by CLEC on behalf of its End User Customer, and Qwest wil not accept changes to CLEC's End User Customer's Interexchange or IntraLATA Carrier(s) from anyone other than CLEC. 6.3.5 CLEC agrees to pay Qwest when its End User Customer activates any services or features that are biled on a per use or per activation basis (e.g., continuous redial, last call return, call back callng, call trace) subject to the applicable discount in Exhibit A as such may be amended pursuant to this Section. With respect to all such charges, Qwest shall provide CLEC with suffcient information to enable CLEC to bil its End User Customers. 6.3.6 Miscellaneous Charges applicable to services ordered for resale by CLEC wil apply if such Miscellaneous Charges apply for equivalent services ordered by Qwest retail End User Customers, except that CLEC wil receive any applicable wholesale discount. Such Miscellaneous Charges include charges listed in the applicable Qwest Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 51 Secon 6 Resale 6.3.7 If the Commission orders additional services to be available for resale, Qwest wil revise Exhibit A to incorporate the services added by such order into this Agreement, effective on the date ordered by the Commission. If the Commission indicates those additional services must be available for resale at wholesale discount rates, those additional services wil be added to this Agreement at the original Agreement wholesale discount rate. 6.3.8 Qwest shall timely bil new or changed Commission-ordered resale rates or charges using the effective date for such rates or charges as ordered by the Commission. If Qwest bils CLEC amounts different from new or changed rates or charges after the effective date of such rates or charges, Qwest shall make appropriate bil adjustments or provide appropriate bil credits on CLEC's bil(s). 6.3.9 If rates for services resold by CLEC under this Agreement change, based on changes in Qwests Tariffs, catalogs, price lists or other retail Telecommunications Services offerings, charges biled to CLEC for such services wil be based upon the new Tariff, catalogs, price lists, or other retail Telecommunications Services offerings rates less the. applicable wholesale discount, if any, as agreed to herein or as established by Commission order. The new rate wil be effective upon the effective date of the Tariff, catalog, price list, or other retail Telecommunications Services offerings. 6.3.10 Product-specific nonrecurring charges as set forth in Qwests applicable Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings wil apply when new or additional resold services are ordered and installed at CLEC's request for use by CLEC's End User Customers. Such nonrecurring charges wil be subject to the wholesale discount, if any, that applies to the underlying service being added or changed. 6.4 Ordering Process 6.4.1 CLEC, or CLEC's agent, shall act as 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, Billng, collection and inquiry. CLEC's End User Customers contacting Qwest in error wil be instructed to contact CLEC; and Qwests End User Customers contacting CLEC in error wil be instructed to contact Qwest. In responding to calls, neither Part shall make disparaging remarks about each other. To the extent the correct provider can be determined, misdirected calls received by either Party 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 Party seeking such information. 6.4.2 CLEe shall transmit to Qwest all information necessary for the ordering (Billng, Directory Listing and other information), installation, repair, maintenance and post-installation servicing according to Qwests standard procedures,. as described in the Qwest Product Catalog (PCAT) available on Qwests public web site located at http://ww.qwest.com/wholesale/pcat. Information shall be provided using Qwests designated Local Service Request (LSR) format which may include the LSR, End User Customer and resale forms. 6.4.3 Qwest wil use the same penormance standards and criteria for installation, Provisioning, maintenance, and repair of services provided to CLEC for resale under this Agreement as Qwest provides to itself, its Affliates, its subsidiaries, other Resellers, and Qwest retail End User Customers. The installation, Provisioning, maintenance, and repair processes August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 52 Section 6 Resale for CLEC's resale service requests are detailed in the Access to OSS Section of this Agreement, and are applicable whether CLEC's resale service requests are submitted via Operational Support System or by facsimile. 6.4.4 CLEC is responsible for providing to Owest complete and accurate End User Customer Directory Listing information including initial and updated information for Directory Assistance Service, white pages directories, and E911/911 Emergency Services. The Ancilary Services Section of this Agreement contains complete terms and conditions for Directory Listings for Directory Assistance Services, white pages directories, and E911/911 Emergency Services. 6.4.5 If Owests retail End User Customer, or the End User Customer's New Service Provider orders the discontinuance of the End User Customer's existing Owest service in anticipation of the End User Customer moving to a New Service Provider, Owest wil render its closing bil to the End User Customer, discontinuing Billng as of the date of the discontinuance of Owests service to the End User Customer. If the Current Service Provider, or if the End User Customer's New Service Provider orders the discontinuance of existing resold service from the Current Service Provider, Owest wil bil the Current Service Provider for service through the date the End User Customer receives resold service from the Current Service Provider. Owest will notify CLEC by Operational Support System interface, facsimile, or by other agreed-upon processes when an End User Customer moves from the Current Service Provider to a New Service Provider. Owest wil not provide the Current Service Provider with the name of the New Service Provider selected by the End User Customer. 6.4.6 CLECshall provide Owest and Owest shall provide CLEC with points of contact for order. entry, problem resolution and repair of the resold services. These points of contact wil be identified for both CLEC and Owest in the event special attention is required on a service request. 6.4.7 Prior to placing orders on behalf of the End User Customer, CLEC shall be responsible for obtaining and having in its possession Proof of Authorization (POA), as set forth in the POA Section of this Agreement. 6.4.8 Due Date intervals for CLEC's resale service requests are established when service requests are received by Owest through Operational Support Systems or by facsimile. Intervals provided to CLEC shall be equivalent to intervals provided by Owest to itself, its Affiliates, its subsidiaries, other Resellers, and to Owests retail End User Customers. 6.5 Biling 6.5.1 Owest shall bil CLEC and CLEC shall be responsible for all applicable charges for the resold services as provided herein. CLEC shall also be responsible for all Tariffed, cataloged, price listed, and other retail Telecommunications Services offerings charges and charges separately identified in this Agreement associated with services that CLEC resells to an End User Customer under this Agreement. 6.5.2 Owest shall provide CLEC, on a monthly basis, within seven (7) to ten (10) Days of the last day of the most recent Billng period, in an agreed upon standard electronic Biling format as detailed in Section 12.2.5, Billng information including (1) a summary bil, and (2) individual End User Customer sub-account information consistent with the samples available for CLEC review. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 53 Section 6 Resale 6.6 Maintenance and Repair 6.6.1 Qwest will maintain its facilties and equipment used to provide CLEC resold services. CLEC or its End User Customers may not rearrange, move, disconnect or attempt to repair Qwests facilities or equipment, including facilties or equipment that may terminate or be located at CLEC's End User Customets premises, other than by connection or disconnection to any interface between Qwest and the End User Customer's facilities, without the written consent of Qwest. 6.6.2 Maintenance and Repair procedures are detailed in Section 12. Access to telephone numbers and Dialing Parity are discussed in Sections 13 and 14 respectively. 6.6.3 CLEC and Qwest wil employ the procedures for handling misdirected repair calls as specified in Section 12.3.8 of this Agreement. 6.7 Commingling of Resold Services with Unbundled Network Elements and Combinations of Unbundled Network Elements 6.7.1 To the extent it is Technically Feasible and pursuant to the terms of Section 9.1, CLEC may Commingle Telecommunications Services purchased on a resale basis with an Unbundled Network Element or combination of Unbundled Network Elements. 6.7.1.1 Services are available for Commingling only in the manner in which they are provided in Qwests applicable product Tariffs, catalogs, price lists, or other Telecommunications Services offerings. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 54 Section 7 Interconnection Section 7.0 - INTERCONNECTION 7.1 Interconnection Facilty Options 7.1.1 This Section describes the Interconnection of Owests network and CLEC's network for the purpose of exchanging Exchange Service (EAS/Local traffc), IntraLATA LEC Toll and Jointly Provided Switched Access traffc. Intercarrier traffc exchange will be mutual and reciprocal and all traffc exchanged between the Parties must be provisioned pursuant to this Agreement. A Party that has interconnected or gained access under sections 251 (a) (1), 251 (c)(2), or 251 (c)(3) of the Act, may offer information services through the same arrangement, so long as it is offering Telecommunications Services through the same arrangement(s) as well. Enhanced or information service providers (providers or "Information Services" as that term is defined in 47 U.S.C. § 153 (20)) that do not also provide domestic or international telecommunications are not Telecommunications Carrers as defined by the Act and thus may not interconnect under this Agreement. Owest wil provide Interconnection at any Technically Feasible point within its network, including but not limited to, (i) the Line Side of a local Switch (i.e., local switching); (ii) the Trunk Side of a local Switch, (ii) the trunk connection points for a Tandem Switch, (iv) Central Offce Cross Connection points, (v) out-of-band Signaling Transfer Points necessary to exchange traffc at these points and access call-related databases, and (vi) points of access to Unbundled Network Elements. Section 9 of this Agreement descnbes Interconnection at points (i), (iv), (v), and (vi), although some aspects of these Interconnection points are descnbed in Section 7. "Interconnection" is as described in the Act and refers, in this Section of the Agreement, to the connection between networks for the purpose of transmission and routing of Telephone Exchange Service traffc and IntraLATA LEC Toll traffic at points (ii) and (iii) described above. Interconnection, which Owest currently names "Local Interconnection Service" (LIS), is provided for the purpose of connecting End Offce Switches to End Offce Switches or End Offce Switches to local or Access Tandem Switches for the exchange of Exchange Service (EAS/Local traffc); or End Offce Switches to Access Tandem Switches for the exchange of IntraLATA LEC Toll or Jointly Provided Switched Access traffc. Owest Tandem Switch to CLEC Tandem Switch connections wil be provided where Technically Feasible. New or continued Owest local Tandem Switch to Owest Access Tandem Switch and Owest Access Tandem Switch to Owest Access Tandem Switch connections are not required where Owest can demonstrate that such connections present a nsk of Switch exhaust and that Owest does not make similar use of its network to transport the local calls of its own or any Affliate's End User Customers. 7.1.1.1 Owest wil provide to CLEC Interconnection at least equal in quality to that provided to itself, to any subsidiary, Affliate, or any other part to which it provides Interconnection. Notwithstanding specific language in other sections of this Agreement, all provisions of this Agreement regarding Interconnection are subject to this requirement. Owest wil provide Interconnection under rates, terms and conditions that are just, reasonable and non-discriminatory. In addition, Owest shall comply with all state wholesale and retail service qualit requirements. 7.1.2 Methods of Interconnection The Parties wil negotiate the facilities arrangement used to interconnect their respective networks. CLEC shall establish at least one (1) physical Point of Interconnection in Owest territory in each LATA CLEC has local End User Customers. CLEC represents and warrants that it is serving End User Customers physically located within each local callng area for which it wishes to exchange traffc within Owest territory. The Parties shall establish, through August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 55 Section 7 Interconnection negotiations, at least one (1) of the following Interconnection arrangements, at any Technically Feasible point: (1) a DS1 or DS3 Owest-provided facilty; (2) Collocation; (3) negotiated Mid- Span Meet POI facilities; or (4) other Technically Feasible methods of Interconnection via the Bona Fide Request (BFR) process unless a particular arrangement has been previously provided to a third party, or is offered by Owest as a product 7.1.2.1 Owest-provided Facilty. Interconnection may be accomplished through the provision of a DS1 or DS3 Entrance Facility of CLEC's determination. An Entrance Facility extends from the Owest Serving Wire Center to CLEC's Switch location or any Technically Feasible POI chosen by CLEC. Qwest-provided Entrance Facilities may not extend beyond the area served by the Qwest Serving Wire Center. The rates for Qwest- provided Entrance Facilities are provided in Exhibit A. Owests private line transport service is available as an alternative to Owest-provided Entrance Facilities, when CLEe uses such private line transport service for multiple services. Entrance Facilities may not be used for Interconnection with Unbundled Network Elements. 7.1.2.2 Collocation. Interconnection may be accomplished through the Collocation arrangements offered by Qwest. The terms and conditions under which Collocation wil be available are described in Section 8 of this Agreement. 7.1.2.2.1 Expanded Interconnection Channel Termination (EICT) provides the communication path that actually connects the physical space or in the case of virtual collocation, the designated equipment to Qwests direct trunked transport and must be ordered to provision LIS to a collocation. 7.1.2.3 Mid-Span Meet POI. A Mid-Span Meet POi is a negotiated Point of Interface, limited to the Interconnection of facilties between the Qwest Serving Wire Center location and the location of the CLEC switch or other equipment located within the area served by the Owest Serving Wire Center. The actual physical Point of Interface and facilities used wil be subject to negotiations between the Parties. Each Party wil be responsible for its portion of the build to the Mid-Span Meet POI. CLEC may not use remaining capabilty in an existing Mid-Span Meet POI to gain access to Unbundled Network Elements. These Mid-Span Meet POls wil consist of facilties used for the exchange of traffc and joint provisioning of Telecommunications Services to End User Customers and other Telecommunications Carriers. 7.1.2.4 Intentionally Left Blank. 7.1.2.5 Owest agrees to provide local Interconnection trunk diversity to the same extent it does so in Qwests local network. 7.2 Exchange of Traffc 7.2.1 Description 7.2.1.1 This Section 7.2 addresses the exchange of traffc between CLEC's network and Owests network. Where either Part interconnects and delivers traffc to the other from third parties, each Party shall bil such third parties the appropriate charges pursuant to its respective Tariffs or contractual offerings for such third part terminations. Unless otherwise agreed to by the Parties, via an amendment to this Agreement, the Parties wil directly exchange traffc between their respective networks August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 56 Section 7 Interconnection without the use of third part transit providers. 7.2.1.2 The traffc types to be exchanged under this Agreement include: 7.2.1.2.1 EASllocal Exchange Service (EAS/Local) traffc as defined in this Agreement. 7.2.1.2.2 IntraLATA LEC Toll traffc as defined in this Agreement. 7.2.1.2.3 Jointly Provided Switched Access traffc as descrbed in Section 7.5.1. Jointly Provided Switched Access is associated with Meet-Point Biling. 7.2.1.2.4 Transit traffc is any traffc that originates from one (1) Telecommunications Carrier's network and/or its end user(s), transits another Telecommunications Carrer's network, and terminates to yet another Telecommunications Carriets network and/or its end user(s). For purposes of the Agreement, transit traffc does not include traffc carried by Interexchange Carriers. That traffc is defined as Jointly Provided Switched Access. Transit service is provided by Qwest, as a locl and Access Tandem Switch provider, to CLEC to enable the completion of calls originated by or terminated to end users of another Telecommunications Carrier which is connected to Qwests Switches. To the extent that CLEC's Switch functions as a local or Access Tandem Switch, as defined in this Agreement, CLEC may also provide transit service to Qwest. 7.2.1.2.5 Traffc having special Biling or trunking requirements includes, but is not limited to, the following: a) Directory Assistance; b) 911/E911; c) Operator Busy Line Verify/Busy Line Interrupt; d) Toll Free Services; and e) ISP-bound traffc. 7.2.2 Terms and Conditions 7.2.2.1 Transport and Termination of Exchange Service (EAS/Local) Traffc 7.2.2.1.1 Exchange Service (EAS/Local) traffc wil be terminated as Local Interconnection Service (LIS). 7.2.2.1.2 As negotiated between the Parties, the transport of Exchange Service (EAS/Local) traffc may occur in several ways: 7.2.2.1.2.1 One-way or two-way trunk groups may be established. However, if either Part elects to provision its own one-way trunks for delivery of Exchange Service (EAS/Local) traffc to be terminated on the other Party's network, the ordering Part wil provision its own one-way trunks. The Party ordering one-way trunks wil choose the POi location for such one-way trunks. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 57 Section 7 Interconnection 7.2.2.1.2.2 CLEG may purchase transport services from Qwest or from a third party, including a third party that has leased the private line transport service facility from Qwest. Such transport provides a facility for the LIS trunk to be provisioned in order to deliver the originating Party's Exchange Service EAS/Local traffc to the terminating Part's End Offce Switch or Tandem Switch for call termination. Transport may be purchased from Qwest as Tandem Switch routed (i.e., tandem switching, tandem transmission and direct trunked transport) or direct routed (i.e., direct trunked transport). This Section is not intended to alter either Party's obligation under Section 251 (a) of the Act. 7.2.2.1.3 When either Party utilzes the other Party's Tandem Switch for the exchange of local traffc, where there is a DS1's worth of traffic (512 CCS) between the originating Part's End Offce Switch delivered to the other Part's Tandem Switch for delivery to one (1) of the other Part's End Offce Switches, the originating Party wil order a direct trunk group to the other Part's End Offce Switch. To the extent that CLEC has established a Collocation arrangement at a Qwest End Office Switch location, and has available capacity, CLEC may, at its sole option, provide two-way direct trunk facilities from that End Office Switch to CLEC's Switch. 7.2.2.1.4 LIS ordered to a Tandem Switch wil be provided as direct trunked transport between the Serving Wire Center of CLEC's POi and the Tandem Switch. Tandem transmission rates, as specified in Exhibit A of this Agreement, will apply to the transport provided from the Tandem Switch to Qwests End Office Switch. 7.2.2.1.5 If direct trunked transport is greater than fift (50) miles in length, and existing facilties are not available in either Party's network, and the Parties have not been able to resolve the issue through Mid-Span Meet arrangements, and the Parties cannot agree as to which Part wil provide the facility, the Parties may bring the matter before the Commission for resolution on an Individual Case Basis. 7.2.2.1.6 Regardless of the number of Location Routing Numbers (LRNs) used by CLEC in a LATA, Qwest wil route traffc destined for CLEC's End User Customers via direct trunking where direct trunking has been established. In the event that direct trunking has not been established, such traffc shall be routed via a Qwest Tandem Switch. 7.2.2.2 IntraLATA LEC Toll Traffc 7.2.2.2.1 One-way or two-way trunk groups may be established. However, if either Party elects to provision its own one-way trunks for delivery of IntraLATA LEC Toll traffc to be terminated on the other Part's network, the ordering Part will provision its own one-way trunks. The Party ordering one-way trunks will choose the POi location for such one-way trunks. IntraLATA LEC Toll traffc shall be delivered to Qwest at the Access Tandem Switch or via separate trunks to Qwests End Offce Switch(es), as designated by CLEC. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 58 Section 7 Interçonnection 7.2.2.3 Transit Traffc 7.2.2.3.1 Qwest wil accept traffc originated by CLEC's network and/or its end user(s) for termination to other Telecommunications Carrier's network and/or its end users that is connected to Owests Switch. Owest wil also terminate traffc from these other Telecommunications Carriers' network and/or its end users to CLEC's network and/or its end users. For purposes of the Agreement, transit traffc does not include traffc carried by Interexchange Carriers. That traffc is defined as Jointly Provided Switched Access. 7.2.2.3.2 The Parties involved in transporting transit traffc wil deliver calls to each involved network with CCS/SS7 protocol and the appropriate ISUPITCAP messages to facilitate full Interoperability and Biling functions. 7.2.2.3.3 The originating company is responsible for payment of appropriate rates to the transit company and to the terminating company. The Parties agree to enter into traffc exchange agreements with third party Telecommunications Carriers prior to delivering traffc to be transited to third part Telecommunications Carriers. In the event one Part originates traffc that transits the second Part's network to reach a third part Telecommunications Carrier with whom the originating Part does not have a traffc exchange agreement, then the originating Part wil indemnify, defend and hold harmless the second Part against any and all charges levied by such third party Telecommunications Carner, including any termination charges related to such traffc and any attorneys fees and expenses. In the case of IntraLATA LEC Toll traffc where Owest is the designated IntraLA TA Töll provider for existing LECs, Owest will be responsible for payment of appropriate usage rates. 7.2.2.3.4 When Owest receives an unqueried call from CLEC to a telephone number that has been ported to another local services provider, the transit rate wil apply in addition to any query rates. 7.2.2.3.5 In the case of a transit call that terminates in the Local Callng Area but in a different state than the call originated, and the CLEC does not have an agreement with Owest in the state where the transit call terminated, CLEC must execute an agreement for that state if it is a state served by Owest. In the absence of a second agreement, the transit rate in Exhibit A of this Agreement wil be biled to the CLEC. 7.2.2.4 Jointly Provided Switched Access. The Parties wil use industry standards developed and routing based on the LERG to handle the Provisioning and Biling of Jointly Provided Switched Access (MECAB, MECOD, and the Parties' FCC and state access Tariff). Each Part wil bil the IXC the appropriate portion of its Switched Access rates. Owest wil also provide the one-time notification to CLEC of the biling name, biling address and Carrier identification codes of the IXCs subtending any Access Tandem Switches to which CLEC directly connects. This type of traffic is discussed separately in this Section. 7.2.2.5 Interface Code Availabilty. Supervisory signaling specifications, and the applicable network channel interface codes for LIS trunks can be found in the Owest Technical Publication for Local Interconnection Service 77398. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 59 Section 7 Interconnection 7.2.2.6 Signaling Options 7.2.2.6.1 SS7 Out-of-Band Signaling. SS7 Out-of-Band Signaling must be requested on orders for LIS trunks. Common Channel Signaling Access Capabilty Service may be obtained under Owest Intrastate and/or FCC Access Tariffs or from a third party signaling provider. Each of the Parties, Owest and CLEC, wil provide for Interconnection of their signaling network for the mutual exchange of signaling information in accordance with the industry standards as described in Telcordia documents, including but not limited to GR-905 CORE, GR-954 CORE, GR-394 CORE and Owest Technical Publication 77342. 7.2.2.6.2 Clear Channel Capabilty. Clear Channel Capability (64CCC) permits 24 DSO-64 Kbps services or 1.536 Mbps of information on the 1.544 Mbps/s line rate. 64CCC is available for LIS trunks equipped with SS7 Out-of- Band Signaling. 64CCC must be requested on the order for new LIS trunks. Owest wil provide CLEC with a listing of Owest Switches fully capable of routing 64CCC traffc through the Owest web site: http://ww.qwest.com/disclosures. Where available to Owest, Owest wil provide CLEC with the same 64CCC on an alternate route or if necessary via an overlay network. 7.2.2.7 Measurement of terminating Local Interconnection Service (LIS) minutes begins when the terminating LIS entry Switch receives answer supervision from the called End User Customer's End Offce Switch indicating the called End User Customer has answered. The measurement of terminating call usage over LIS trunks ends when the terminating LIS entry Switch receives disconnect supervision from either the called End User Customer's End Offce Switch, indicating the called End User Customer has disconnected, or CLEC's Point of Interconnection, whichever is recognized first by the entry Switch. This is commonly referred to as "conversation time." The Parties wil only charge for actual minutes of use and/or fractions thereof of completed calls. Minutes of use are aggregated at the end of the Billng cycle by End Office Switch and rounded to the nearest whole minute. 7.2.2.8 LIS Forecasting 7 .2.2.8.1 Both CLEC and Owest shall work in good faith to define a mutually agreed upon forecast of LIS trunking. 7.2.2.8.2 Both Parties shall have the obligation to participate in semi- annual joint planning meetings to establish trunk design and Provisioning requirements. The Parties agree to provide mutual trunk forecast information to ensure End User Customer call completion between the Parties' networks. Such forecasts shall be for LIS trunking that impacts the Switch capacity and facilities of each Part. Owest shall provide CLEC trunk group specific projections to CLEC on or before the date of the joint planning meeting. 7.2.2.8.3 Switch capacity growth requiring the addition of new switching modules may require six (6) months to order and instalL. To align with the timeframe needed to provide for the requested facilties, including engineering, ordering, installation and make ready activities, for capacity growth, Owest wil utilze CLEC's semi-annual forecasts and near-term demand submitted on Unforecast Demand Notification Forms to ensure availabilty of Switch capacity. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Qwest Fourteen State Negotiations Template, June 23, 2008 60 Section 7 Interconnection 7.2.2.8.4 period. The forecast wil identify trunking requirements for a two (2) year 7.2.2.8.5 Both Parties wil follow the forecasting and Provisioning requirements of this Agreement for the appropriate sizing of trunks, and use of direct End Offce Switch versus Tandem Switch routing. See Section 7.2.2.1.3. 7.2.2.8.6 Intentionally Left Blank 7.2.2.8.7 Joint planning meetings wil be used to bring clarity to the process. Each Part wil provide adequate information associated with the Qwest LIS Trunk Forecast Forms in addition to its forecasts. During the joint planning meetings, both Parties shall provide information on major network projects anticipated for the following year that may impact the other Part's forecast or Interconnection requirements. No later than two (2) weeks prior to the joint planning meetings, the Partes shall exchange information to facilitate the planning process. Qwest shall provide CLEC a report reflecting then current spare capacity at each Qwest Switch that may impact the Interconnection traffc. Qwest shall also provide a report reflecting then current blocking of local direct and alternate final trunk groups, Interconnection and non-Interconnection alike. CLEC wil be provided Interconnection trunk group data on its own trunks. Qwest shall also provide a report reflecting Tandem Switch routed Interconnection trunking that has exceeded 512BHCCS. The information is Proprietary, provided under non-disclosure and is to be used solely for Interconnection network planning. 7.2.2.8.8 In addition to the above information, CLEC shall provide: a) Completed Qwest LIS Trunk Forecast Forms; and b) Any planned use of an alternate Tandem Switch provider. 7.2.2.8.9 In addition to the above information, the following information wil be available through the Local Exchange Routing Guide or the Interconnections (ICONN) Database. The LERG is available through Telcordia. ICONN is available through the Qwest web site. a) Qwest Tandem Switches and Qwest End Ofce Switches (LERG); b) CLLI codes (LERG); c). Business/Residence line counts (ICONN); d) Switch type (LERG or ICONN); and e) Current and planned Switch generics (ICONN). Qwest wil notify CLEC six (6) months prior to LERG amendment, the anticipation of a new local Tandem Switch. 7.2.2.8.10 Qwest network disclosure of deployment information for specific August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State. Negotiations Template, June 23, 2008 61 Section 7 Interconnection technical capabilities (e.g., ISDN deployment, 64 CCC, etc.) shall be provided on Owests web site, http://ww.qwest.com/disclosures. 7.2.2.8.11 When appropriate, Owest wil notify CLEC through the Owest Trunk Group Servicing Request (TGSR) process of the need to take action and place orders in accordance with the forecasted trunk requirements. CLEC shall respond to the TGSR within ten (10) business days of receipt. 7.2,2,8.12 The following terms shall apply to the forecasting process: 7.2.2.8.12.1 CLEC forecasts may be provided to Owest as detailed in Owests Trunk Forecast Form; 7.2.2.8.12.2 CLEC forecasts provided to Owest, information provided by CLEC to Owest outside of the normal forecasting process to modify the forecast, and forecasting information disclosed by Owest to CLEC shall be deemed Confidential Information and the Parties may not distribute, disclose or reveal, in any form, this material other than as allowed and described in subsections 5.16.9.1 and 5.16.9.2. 7.2.2.8.13 To the extent that CLEC's historical trunking underutilization is such that it inhibits Owest from provisioning trunking to itself or other carriers without Owest augmenting its switch for additional trunking capacity, Owest reserves the right to reclaim the facilities for the purpose of providing capacity to itself or other carriers. Owest shall not leave the CLEC-assigned trunk group with less than twenty five percent (25%) excess capacity. Ancillary trunk groups are excluded from this treatment. 7.2.2.8.14 Intentionally Left Blank. 7.2.2.8.15 Each Party shall provide a specified point of contact for planning, forecasting and trunk servicing purposes. 7.2.2.8.16 Interconnection facilties provided on a route that involves extraordinary circumstances may be subject to the Construction Charges, as detailed in Section 19 of this Agreement. When Owest claims extraordinary circumstances exist, it must apply to the Commission for approval of such charges by showing that CLEC alone is the sole cause of such construction. Owest shall initiate such proceeding within ten (10) Days of notifying CLEC in writing that it wil not construct the requested facilities, or within ten (10) Days of notice from CLEC in writing that Owest must either commence construction of the facilities or initiate such proceeding with the Commission. In this proceeding, Owest shall not object to using the most expeditious procedure available under state law, rule or regulation. Owest shall be relieved of its obligation of constructing such facilities during the pendency of the proceeding before the Commission. If the Commission approves such charges, Owest and CLEC wil share costs in proportion to each Part's use of the overall capacity of the route involved. Owest and CLEC may also choose to work in good faith to identify and locate alternative routes that can be used to accommodate CLEC forecasted build. Extraordinary circumstances include, but are not limited to, natural obstructions such as lakes, rivers, or steep terrain, and legal obstructions such August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 62 Section 7 Interconnecon as governmental, federal, Native American or private rights of way. The standard Owest forecast period of six (6) months may not apply under these circumstances. Construction Charges shall not apply in the event that construction is an augment of an existing route. 7.2.2.9 Trunking Requirements 7.2.2.9.1 The Parties wil provide designed Interconnection facilities that meet the same technical cnteria and serviæ standards, such as probability of blocking in peak hours and transmission standards, in accordance with current industry standards, state requirements and standards provided for in the ROC and incorporated herein by reference. 7.2.2.9.1.1 Owest shall provide monthly reports to CLEC on all Interconnection trunk groups and quarterly reports on all interoffce trunk groups carrying EAS/Local traffc between Owest Tandem Switches and Owest End Offce Switches. The reports wil contain busy hour traffc data, including but not limited to, overflow and the number of trunks in each trunk group. 7.2.2.9.2 Intentionally Left Blank. 7.2.2.9.3 Separate trunk groups may be established based on Billng, signaling, and network requirements. The following is the current list of traffic types that require separate trunk groups, unless specifically otherwise stated in this Agreement. a) Directory Assistanæ trunks (where the Switch type requires separation from operator services trunks); b) 911/E911 trunks; c) Operator services trunks (where the Switch type requires separation from Directory Assistance trunks); d) Mass callng trunks, if applicable. 7.2.2.9.3.1 Exchange Service (EAS/Local), ISP-Bound Traffc, IntraLATA LEC Toll, and Jointly Provided Switched Access may be combined in a single LIS trunk group at access tandems as appropnate per Section 7.2.2.9.6. Jointly Provided Switched Access may, upon request, be routed on a separate LIS trunk group with all other traffc combined on the other trunk group at access tandems as appropriate per Section 7.2.2.9.6. 7.2.2.9.3.2 CLEC may combine their originating Exchange Service (EAS/Local) traffc, terminating IntraLATA LEC Toll traffc and Switched Access FG D traffc on the same FG Dtrunk group. 7.2.2.9.3.2.1 CLEC wil order a two-way LIS trunk group to Owests access tandems for the purpose of exchanging originating August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 63 Section 7 Interconnection and terminating Jointly Provided Switched Access traffc. 7.2.2.9.3:22 Owest wil send Owest originating Exchange Service (EAS/Local) traffc, IntraLATA LEC Toll traffc and transit traffc on LIS trunks. 7.2.2.9.3.2.3 When CLEC chooses this option, CLEC wil send a letter to Owest prior to ordering this service to alert Owest of the CLEC's plan to order their service in this manner. This letter wil indicate the CLEC's timeframe, FG D Provider and BANS and states involved in this option. Owest wil need up to two months lead time to ensure that the appropriate mechanized biling is set up. 7.2.2.9.4 Trunks wil be ordered in increments of DS1 for exchange of EAS/Local, and IntraLATA Toll/Jointly Provided Switched Access traffc. Directory Assistance, 911/E911, operator Busy Line Interrupt and Busy Line Verify; and Toll Free Service trunks may be ordered in DSO. 7.2.2.9.5 The Parties will provide Common Channel Signaling (CCS) to one another in conjunction with all trunk circuits, except as provided below. a) The Parties wil provision all trunking using SS7/CCS capabilities. Exceptions to this arrangement would be limited to operator services trunking, Directory Assistance trunking and 911 trunking. Owest wil not require a Bona Fide Request to accomplish Interconnection with a Owest Central Office Switch not currently equipped for SS7 and where MF signaling is used. When the SS7/CCS option becomes available in the Owest network for said trunking, the Parties wil provision new trunks using SS7. In addition, the Parties wil jointly work to convert existing trunking to SS7, as appropriate. b) When the Parties interconnect via CCS for Jointly Provided Switched Access Service, the Tandem Switch provider wil provide MF/CCS interworking as required for Interconnection with Interexchange Carriers who use MF signaling. 7.2.2.9.6 CLEC may interconnect at either the Owest local Tandem Switch or the Owest Access Tandem Switch for the delivery of local exchange traffc. When CLEC is interconnected at the Access Tandem Switch and where there would be a DS1's worth of local traffic (512 BHCCS) between CLEC's Switch and those Owest End Offce Switches subtending a Owest local Tandem Switch, CLEC will order a direct trunk group to the Owest local Tandem Switch. 7.2.2.9.6.1 Owest wil allow Interconnection for the exchange of local traffc at Owests Access Tandem Switch without requiring Interconnection at the local Tandem Switch, at least in those circumstances when traffic volumes do not justify direct connection to the local Tandem Switch; and regardless of whether capacity at the Access Tandem Switch is exhausted or forecasted to exhaust. 7.2.2.9.7 To the extent Owest is using a specific End Offce Switch to August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 64 Section 7 Interconnecion deliver limited Tandem Switch functionality to itself, a wireless service provider, another CLEC, or another ILEC, it wil arrange the same trunking for CLEC. 7.2.2.9.8 Alternate Traffc Routing. If CLEC has a LIS arrangement which provides two (2) paths to a Owest End Offce Switch (one (1) route via a Tandem Switch and one (1) direct route), CLEC may elect to utilize alternate traffc routing. CLEC traffc wil be offered first to the direct trunk group (also referred to as the "primary high" route) and then overfow to the Tandem Switch group (also referred to as the "alternate final" route) for completion to Owest End Offce Switches. 7.2.2.9.9 Host-Remote. When a Owest Wire Center is served by a remote End Offce Switch, CLEC may deliver traffc to the host Central Offce or to the Tandem Switch. 7.2.2.10 Testing 7.2.2.10.1 Acceptance Testing. At the time of installation of a LIS trunk group, and at no additional charge, acceptance tests wil be performed to ensure that the service is operational and meets the applicable technical parameters. 7.2.2.10.2 Testing Capabilities 7.2.2.10.2.1 LIS Acceptance Testing is provided where equipment is available, with the following test lines: seven-digit access to balance (100 type), millwatt (102 type), nonsynchronous or synchronous, automatic transmission measuring (105 type), data transmission (107 type), loop-around, short circuit, open circuit, and non-inverting digital loop-back (108 type), and such other acceptance testing that may be needed to ensure that the service is operational and meets the applicable technical parameters. 7.2.2.10.2.2 In addition to LIS acceptance testing, other tests are available (e.g., additional cooperative acceptance testing, automatic scheduled testing, cooperative scheduled testing, manual scheduled testing, and non-scheduled testing). Charges for such testing are identified in Section 7.3.5. 7.2.2.10.3 Repair Testing. At the time of repair of a LIS trunk group, at no additional charge, tests wil be performed to ensure that the service is operational and meets the applicable technical parameters. 7.2.2.11 Mileage Measurement. Where required, the mileage measurement for LIS rate elements is determined in the same manner as the mileage measurement for V&H methodology as outlined in NECA Tariff NO.4. 7.3 Intercarrier Compensation 7.3.1 Interconnection Facilty Options The Intercarrier Compensation provisions of this Agreement shall apply to the exchange of August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 65 Section 7 Interconnection Exchange Service (EAS/Local) traffc between CLEC's network and Qwests network. Where either Part acts as an IntraLATA Toll provider, each Part shall bil the other the appropriate charges pursuant to its respective tariff or price lists. Where either Party interconnects and delivers traffc to the other from third parties, each Party shall bil such third parties the appropriate charges pursuant to its respective tariffs, price lists or contractual offerings for such third part terminations. Absent a separately negotiated agreement to the contrary, the Parties wil directly exchange traffc between their respective networks without the use of third part transit providers. 7.3.1.1 LIS Entrance Facilities 7.3.1.1.1 Recurring and nonrecurring rates for LIS Entrance Facilities are specified in Exhibit A and will apply for those DS 1 or DS3 facilties dedicated to use as LIS. 7.3.1.1.2 If CLEC chooses to provision LIS facilities over an existing facilty purchased as private line transport service from the Qwest state or FCC access Tariffs, the rates from those Tariffs wil apply. 7.3.1.1.3 If the Parties elect to establish LIS two-way trunks, for reciprocal exchange of Exchange Service (EAS/Local) traffc, the cost of the LIS two-way facilities shall be shared among the Parties by reducing the LIS two-way Entrance Facility (EF) rate element charges as follows: 7.3.1.1.3.1 The provider of the LIS two-way Entrance Facilty (EF) wil initially share the cost of the LIS two-way EF by assuming an initial relative use factor (RUF) of fift percent (50%) for a minimum of one (1) quarter if the Parties have not exchanged LIS traffic previously. The nominal charge to the other Party for the use of the EF, as described in Exhibit A, shall be reduced by this initial relative use factor. Payments by the other Party wil be according to this initial relative use factor for a minimum of one (1) quarter. The initial relative use factor wil continue for both bil reduction and payments until the Parties' agree to a new factor, based upon actual minutes of use data for non-ISP-bound traffic to substantiate a change in that factor. If CLEC's End User Customers are assigned NPA-NXXs associated with a rate center different from the rate center where the End User Customers are physically located, traffc that does not originate and terminate within the same Owest Local Callng Area, regardless of the called and callng NPA-NXXs involving those End User Customers, is referred to as "VNXX traffic." For purposes of determining the relative use factor, the terminating carrier is responsible for ISP-bound traffc and for VNXX traffic. If either Part demonstrates with traffic data that actual minutes of use during the previous quarter justifies a new relative use factor, that Party wil send a notice to the other Party. The new factor wil be calculated based upon Exhibit H. Once the Parties finalize a new factor, bil reductions and payments wil apply going forward from the date the original notice was sent. ISP-bound traffic or traffc delivered to Enhanced Service providers is interstate in nature. Owest has never agreed to exchange VNXX traffic with CLEC. 7.3.1.2 Collocation August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 66 Section 7 Interconnection 7.3.1.2.1 See Section 8. 7.3.2 Direct Trunked Transport 7.3.2.1 Part. Either Part may elect to purchase direct trunked transport from the other 7.3.2.1.1 Direct trunked transport (DTT) is available between the Serving Wire Center of the POi and the terminating Part's Tandem Switch or End Offce Switches. The applicable rates are described in Exhibit A. DTT facilities are provided as dedicated DS3, DS1 or DSO facilities. 7.3.2.1.2 When OTT is provided to a local or Access Tandem Switch for Exchange Service (EAS/Local) traffc, or to an Access Tandem Switch for IntraLATA LEC Toll, or Jointly Provided Switched Access traffc, the applicable DTT rate elements apply between the Serving Wire Center and the Tandem Switch. Additional rate elements for delivery of traffic to the terminating End Offce Switch are tandem switching and tandem transmission. These rates are described below. 7.3.2.1.3 Mileage shall be measured for DTT based on V&H coordinates between the Serving Wire Center and the local/Access Tandem Switch or End Offce Switch. 7.3.2.1.4 Fi?Ced Charges per DSO, DS1 or DS3 and per mile charges are defined for DTT in Exhibit A of this Agreement. 7.3.2.2 If the Parties elect to establish LIS two-way DTT trunks, for reciprocal exchange of Exchange Service (EAS/Local) traffc, the cost of the LIS two-way DTT facilities shall be shared among the Parties by reducing the LIS two-way DTT rate element charges as follows: 7.3.2.2.1 The provider of the LIS two-way DTT facility wil initially share the cost of the LIS two-way DTT facility by assuming an initial relative use factor of fift percent (50%) for a minimum of one (1) quarter if the Parties have not exchanged LIS traffc previously. The nominal charge to the other Party for the use of the DTT facility, as described in Exhibit A, shall be reduced by this initial relative use factor. Payments by the other Party wil be according to this initial relative use factor for a minimum of one (1) quarter. The initial relative use factor wil continue for both bil reduction and payments until the Parties agree to a new factor, based upon actual minutes of use data for non-ISP-bound traffc to substantiate a change in that factor. If CLEC's End User Customers are assigned NPA-NXXs associated with a rate center other than the rate center where the End User Customers are physically located, traffc that does not originate and terminate within the same Owest Local Callng Area, regardless of the called and callng NPA-NXXs involving those End User Customers, is referred to as ''VNXX traffc." For purposes of determining the relative use factor, the terminating carrier is responsible for ISP-bound traffc and for VNXX traffc. If either Part demonstrates with traffc data that actual minutes of use during the previous quarter justifies a new relative use factor, that Part wil send a notice to the other Part. The new factor wil be calculated based upon Exhibit H. Once August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 67 Section 7 Interconnection the Parties finalize a new factor, bil reductions and payments wil apply going forward from the date the original notice was sent. ISP-bound traffc is interstate in nature. Qwest has never agreed to exchange VNXX traffc with CLEC. 7.3.2.3 Multiplexing options (DS1/DS3 MUX or DSO/DS1 MUX) are available at rates described in Exhibit A. 7.3.3 Trunk Nonrecurring charges 7.3.3.1 Installation nonrecurring charges may be assessed by the provider for each LIS trunk ordered. Qwest rates are specified in Exhibit A. 7.3.3.2 Nonrecurring charges for rearrangement may be assessed by the provider for each LIS trunk rearrangement ordered, at one-half (1/2) the rates specified in Exhibit A. 7.3.4 Exchange Service (EAS/Local) Traffic 7.3.4.1 End Offce Call Termination 7.3.4.1.1 The Parties agree that, because this State is a new market for CLEC, end offce call termination compensation for Exchange Service (EAS/Local) traffc shall be based upon the bil and keep compensationmechanism, whereby neither Part charges the other Party reciprocal compensation for the termination of EAS/Local traffic originated by the other Party. Bil and keep shall govern compensation for such traffc exchanged by the Parties in this State until the earlier of: (1) the expiration of the Agreement, or (2) further action by the Federal Communications Commission (FCC), or a court of competent jurisdiction, vacates, replaces, modifies, or supersedes the applicable rules adopted in Order on Remand and Report and Order, CC Docket Nos. 96- 98,99-68, FCC 01-131 (reI. Apr. 27, 2001). 7.3.4.1.2 Intentionally Left Blank. 7.3.4.1.3 Intentionally Left Blank. 7.3.4.1.4 Neither Party shall be responsible to the other for call termination charges associated with third party traffc that transits such Part's network. 7.3.4.2 Tandem Switched Transport 7.3.4.2.1 For traffc delivered through a Qwest or CLEC tandem Switch (as defined in the Agreement), the Parties agree that, because this State is a new market for CLEC, tandem switched transport functions for Exchange Service (EAS/Local) non-transit traffc shall be compensated based upon the bil and keep compensation mechanism. Bill and keep wil apply to both the tandem switching rate and the tandem transmission rate. Bil and keep shall govern compensation for such traffc exchanged by the Parties in this State until the earlier of: (1) the expiration of the Agreement, or (2) further action by the Federal Communications Commission (FCC), or a court of competent jurisdiction, vacates, replaces, modifies, or supersedes the applicable rules adopted in Order August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 68 Section 7 Interconnecton on Remand and Report and Order, CC Docket Nos. 96-98, 99-68, FCC 01-131 (rei' Apr. 27, 2001). 7.3.4.2.2 Intentionally Left Blank. 7.3.4.2.3 Intentionally Left Blank. 7.3.4.2.4 To determine the responsible originating Carrier of unqueried calls for purposes of identification of the Carrier to bil LNP query charges, Qwest and CLEC are required to utilize the Number Portabilty Administration Center (NPAC) database, or another database that is supported by OBF. 7.3.4.3 7.3.4.4 Intentionally Left Blank. Intentionally Left Blank. 7.3.5 Miscellaneous Charges Miscellaneous Charges apply for the following miscellaneous services when provided with LIS trunks. Exhibit A includes a reference to the Tariff, catalog, price list, or other similar document that provides the amount of each Miscellaneous Charge. 7.3.5.1 Cancellation charges apply to cancelled LIS trunk orders based upon critical dates, terms and conditions in accordance with the Access Service Tariff Section 5.2.3 and trunk nonrecurrng charges referenced in this Agreement. 7.3.5.2 Expedite requests for LIS trunk orders are available. Expedites are requests for intervals that are shorter than the interval defined in Qwests Service Interval Guide (SIG) or Individual Case Basis (ICB) Due Dates. Expedite charges apply per order for every day that the Due Date interval is shortened, based on the standard interval in the SIG or based on ICB criteria for Due Dates. 7.3.5.2.1 CLEC wil request an expedite for LIS trunks, including an expedited Due Date, on the Access Service Request (ASR). 7.3.5.2.2 The request for expedite wil be approved only when the request meets the criteria outlined in the Pre-Approved Expedite Process in Qwests Product Catalog at Qwests wholesale web site. . 7.3.5.3 Additional testing, including cooperative acceptance testing, automatic scheduled testing, cooperative scheduled testing, manual scheduled testing, and non- scheduled testing, is available for LIS trunks. 7.3.6 ISP-Bound Traffic 7.3.6.1 The Parties agree that ISP-bound traffc is Interstate traffc and governed by the FCC's Order on Remand and Report and Order (Intercarrier Compensation for ISP-bound Traffc) CC Docket 01-131 (FCC ISP Order), effective June 14, 2001. However, the Parties agree to exchange ISP-bound traffc utilizing the bill and keep compensation mechanism. Bil and keep wil apply to both end offce call termination and tandem switched transport of ISP-bound traffc. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template. June 23, 2008 69 Section 7 Interconnection 7.3.7 Transit Traffic The following rates wil apply: 7.3.7.1 Local Transit: A per-minute-of-use rate wil be charged to the originating Part, as contained in Exhibit A. 7.3.7.2 IntraLATA Toll Transit: A per-minute-of-use rate wil be charged to the originating Party, as contained in Exhibit A. 7.3.7.3 Jointly Provided Switched Access: The applicable Switched Access rates wil be biled by the Parties to the IXC based on MECAB guidelines and each Party's respective FCC and state access Tariffs. 7.3.8 Signaling Parameters: Qwest and CLEC are required to provide each other the proper signaling information (e.g., originating Callng Party Number (CPN), Charge Number (ChN) and destination called part number, etc.) per 47 C.F.R. § 64.1601 to enable each Part to issue bils in a complete and timely fashion. All CCS signaling parameters wil be provided including CPN, callng part category, ChN and Originating Line Information Parameter (OUP) on calls destined for Interexchange Carriers (IXCs). All privacy indicators wil be honored. Where SS7 connections exist, each Party shall pass all CCS signaling parameters, where available,. on each EAS/Local and IntraLATA toll call carried over Interconnection trunks. All EAS/Local and IntraLATA Toll calls exchanged without ChN and/or CPN information wil be biled as either EAS/Local Traffic or IntraLATA Toll Traffic in direct proportion to the minutes of use (MOU) of calls exchanged with ChN and/or CPN information for the preceding quarter when the calls traverse a Switched Access Feature Group D trunk group. If either Party fails to provide ChN and/or CPN (valid originating information), and cannot substantiate technical restrictions (i.e., MF signaling) such traffic wil be biled as Intrastate Switched Access when the calls traverse an interconnection trunk. Traffc sent to the other Party on its interconnection trunks without ChN and/or CPN (valid originating information) wil be handled in the following manner. The transit provider will be responsible for only its portion of this traffc, which wil not exceed more than five percent (5%) of the total Exchange Service (EAS/Local) and IntraLA T A LEC Toll traffc delivered to the other Part. The Switch owner wil provide to the other Party, upon request, information to demonstrate that Part's portion of no-CPN/ChN traffc does not exceed five percent (5%) of the total traffc delivered. The Parties wil coordinate and exchange data as necessary to determine the cause of the CPN/ChN failure and to assist its correction. 7.4 Ordering 7.4.1 When ordering US, the ordering Part shall specify requirements on the Access Service Request (ASR): 1) the type and number of Interconnection faciliies to terminate at the Point of Interconnection in the Serving Wire Center; 2) the type of interoffce transport, (i.e., direct trunked transport or tandem switched transport); 3) the number of Ports to be provisioned at an End Offce Switch or local Tandem Switch; and 4) any optional features. When the ordering Party requests facilties, routing, or optional features different than those determined to be available, the Parties will work cooperatively in determining an acceptable configuration, based on available facilties, equipment and routing plans. 7.4.2 For each NXX Code assigned to CLEC by the NANPA, CLEC wil provide Qwest with the CLLI codes of the Qwest Tandem Switches and CLEC's Point of Interface to which traffc associated with the NXX wil be routed. For NXX Codes assigned to existing LIS trunk August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 70 Section 7 Interconnecion groups, CLEC wil also provide Owest with the Owest assigned two-six code (TGSN) to which each NXX wil be routed. Information that is not currently available in the LERG may be provided via the NPA NXX Code Request Routing Form available on the Owest web site: http://ww.qwest.com/wholesale/notices/npa_nxxProcess.html. Either Part shall respond to a special request for a NPA NXX Code Request Routing Form when a single Switch is served by multiple trunk groups. 7.4.3 When either Part has ordered a DS3 Entrance Facility or private line facility, that Part wil order the appropriate DS1 facility required and identify the channels of the DS3 to be used to provide circuit facility assignments (CFA). Also, if either Part has provided or ordered a DS1 Entrance Facility or private line facility, that Part wil be responsible for identification of the DSO channels of the DS 1 private line to be used to provide CF A. 7.4.4 A joint planning meeting wil precede initial trunking orders. These meetings will result in agreement and commitment that both Parties can implement the proposed plan and the transmittal of Access Service Requests (ASRs) to.initiate order activity. The Parties wil provide their best estimate of the traffc distribution to each End Offce Switch subtending the Tandem Switch. 7.4.5 If CLEC uses a method of interconnection of one POi in the LATA or the access tandem for local traffic in accordance with Section 7.1.2 and/or 7.2.2.9.6, Owest and CLEC wil work together to review CLEC's network configuration in order to ensure correct and complete ASR ordering. 7.4.6 Service intervals and Due Dates for initial establishment of trunking arrangements at each new Switch location of Interconnection between the Parties wil be determined on an Individual Case Basis. 7.4.7 Owest wil establish intervals for the provision of LIS trunks that conform to the performance objectives set forth in Section 20. Owest wil provide notice to CLEC of any changes to the LIS trunk intervals consistent with the Change Management Process (CMP) applicable to the PCA T. Operational processes within Owest work centers are discussed as part of the CMP" Owest agrees that CLEC shall not be held to the requirements of the PCA T. 7.4.8 The ordering Part may cancel an order at any time prior to notification that service is available. If the ordering Part is unable to accept service within thirty (30) Days after the Service Date, the provider has the following options: a) The order will be canceled; cancellation charges as noted in 7.3.5.1 apply unless mutually agreed to by the Parties; b) Intentionally Left Blank. c) Billng for the service wil commence. In such instances, the cancellation date or the date Billng is to commence, depending on which option is selected, wil be the 31st Day beyond the Service Date. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 71 Section 7 Interconnection 7.5 Jointly Provided Switched Access Services 7.5.1 Jointly Provided Switched Access Service is described and governed by the FCC and state access Tariffs, Multiple Exchange Carrier Access Billng (MECAB) and Multiple Exchange Carrier Ordering and Design (MECOD) Guidelines and based on LERG routing, and is not modified by any provisions of this Agreement. Both Parties agree to comply with such guidelines. Qwest and CLEC agree that the originating, intermediate, and terminating LECs for switched access wil cooperatively determine the Jointly Provided Switched Access arrangements that all parties concur in. 7.5.2 Qwest will agree to function as the Access Service Coordinator (ASC) as defined in the Multiple Exchange Carrier Ordering and Design Guidelines (MECOD) (Technical Reference SR- TAP-000984). Qwest wil provide the operational, technical and administrative support required in the planning, Provisioning and maintenance involved in the joint access Provisioning process to the IXCs. Qwest wil be unable to fulfill the role of ASC if CLEC does not fully comply with MECOD requirements, including fiing CLEC's End Offce Switches and biled percentages (BPs) in the NECA 4 Tariff. 7.5.3 Qwest and CLEC wil each render a separate bil to the IXC, using the multiple bil, single tariff option. 7.5.4 A charge will apply for Category 11-01-XX Access Services records sent in an EMR mechanized format. These records are used to provide information necessary for each Party to bil the Interexchange Carrier for Jointly Provided Switched Access Services and axx database queries. The charge for each Bilable Record created and transmitted is listed in Exhibit A of this Agreement. 7.6 Transit Records 7.6.1 Qwest and CLEC wil exchange wireline network usage data originated by a wireline Local Exchange Carrier (LEC) where the NXX resides in a wireline LEC Switch, transits Qwests network, and terminates to CLEC's network when Technically Feasible and commercially reasonable. Each Party agrees to provide to the other this wireline network usage data when Qwest or CLEC acts as a transit provider currently or in the future. The Parties understand that this information is Carrier protected information under Section 222 of the Telecommunications Act and shall be used solely for the purposes of Billng the wireline LEC. CLEC wil provide to Qwest information to enable Qwest to provide transit records on a mechanized basis when Technically Feasible. This includes, but is not limited to: service center information, operating company number, and state jurisdiction. Qwest and CLEC agree to exchange wireline network usage data as Category 11-01-XX. 7.6.2 Qwest and CLEC wil exchange wireless network usage data originated by a Wireless Service Provider (WSP) where the NXX resides in a WSP Switch, transits Qwests network, and terminates to CLEC's network when Technically Feasible and commercially reasonable. Each Party agrees to provide to the other this wireless network usage data when Qwest or CLEC acts as a transit provider currently or in the future. The Parties understand that this information is Carrier protected information under Section 222 of the Telecommunications Act and shall be used solely for the purposes of Billng the WSP. CLEC wil provide to Qwest information to be able to provide transit records on a mechanized basis when Technically Feasible. This includes, but is not limited to: service center information, operating company August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 72 Section 7 Interconnecion number and state jurisdiction. Owest and CLEC agree to exchange wireless network usage data as Category 11-01-XX. 7.6.3 CLEC may order transit records from Owest and a charge wil apply for Category 11-01-XX transit records sent in an EMR mechanized format. These records are used to provide information necessary for each Part to bil the originating Carrier for transit when Technically Feasible. The charge for each Bilable Record created and transmitted is listed in Exhibit A of this Agreement. 7.7 Local Interconnection Data Exchange for Biling 7.7.1 There are certain types of calls or types of Interconnection that require exchange of Biling records between the Parties, including, for example, alternate biled and Toll Free Service calls. The Parties agree that all call types must be routed between the networks, accounted for, and settled among the Parties. Certain calls wil be handled via the Parties' respective operator service platforms. The Parties agree to utilze, where possible and appropriate, existing accounting and settlement systems to bil, exchange records and settle revenue. 7.7.2 The exchange of Billng records for alternate biled calls (e.g., callng card, bil-to- third-number and collect) wil be distributed through the existing CMOS processes, unless otherwise separately agreed to by the Parties. 7.7.3 Inter-Company Settlements (ICS) revenues wil be settled through the Callng Card and Third Number Settlement System (CATS). Each Party wil provide for its own arrangements for participation in the CATS processes, through direct participation or a hosting arrangement with a direct participant. 7.7.4 Non-ICS revenue is defined as IntraLA TA collect calls, callng card calls, and biled to third number calls which originate on one (1) service provider's network and are biled by another service provider located within the same Owest geographic specific region. The Parties agree to negotiate and execute an agreement for settlement of non-ICS revenue. This separate arrangement is necessary since existing CATS processes do not permit the use of CATS for non-ICS revenue. The Parties agree that current message distribution processes, including the CMOS system or Owest in-region facilities, can be used to transport the call records for this traffc. . 7.7.5 Both Parties wil provide the appropriate call records to the IntraLATA Toll Free Service provider, thus permitting the service provider to bil its End User Customers for the inbound Toll Free Service. No adjustments to bils via tapes, disks or Network Oata Mover (NOM) wil be made without the mutual agreement of the Parties. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 73 Section 8 Collocation Section 8.0 - COLLOCATION 8.1 Description 8.1.1 Collocation allows for the placing of equipment by CLEG at Owests Premises, where Technically Feasible, that is necessary for accessing Unbundled Network Elements (UNEs), ancilary services or Interconnection. Collocation includes the leasing to CLEC of physical space in Owest Premises, as well as the resources necessary for the operation and economical use of collocated equipment, such as the use by CLEC of power; heating, ventilation and air conditioning (HVAC); and cabling in Owests Premises. Collocation also allows CLEC to access Interconnection Distribution Frames (ICDF) for the purpose of accessing and combining Unbundled Network Elements and accessing ancillary services. There are currently nine (9) standard types of Collocation available pursuant to this Agreement - Virtual, Caged Physical, Shared Caged Physical, Cageless Physical, Interconnection Distribution Frame, Adjacent, Common Area Splitter, Remote and Facility Connected. Other types of Collocation may be requested through the BFR process. 8.1.1.1 Virtual Collocation -- A Virtual Collocation arrangement requires CLEC to purchase and deliver to Owest CLEC's own equipment for Owest to install, repair, and maintain in Owests Premises. CLEC does not have physical access to its virtually collocated equipment in the Owest Premises. 8.1.1.2 Caged Physical Collocation -- allows CLEC to lease caged floor space for placement of its equipment within Owests Premises for the purpose of interconnecting with Owest Finished Services or accessing Unbundled Network Elements. CLEC is responsible for the procurement, installation and on-going maintenance of its equipment as well as the Cross Connections required within the cage. 8.1.1.3 Cageless Physical Collocation -- is a non-caged area within a Owest Premises. In Wire Centers, space wil be made available in single frame bay increments. In Wire Centers, the current minimum square footage is nine (9) square feet per bay, however, if smaller bays are or become available, Owest wil reduce the minimum square footage accordingly. Space wil be provided utilzing industry standard equipment bay configurations in which CLEC can place and maintain its own equipment. CLEC is responsible for the procurement, installation and on-going maintenance of its equipment as well as the Cross Connections required within CLEC's leased Collocation space. 8.1.1.4 Shared Caged Physical Collocation -- allows two (2) or more CLECs to share or sublease a single Collocation enclosure. Under Shared Physical Collocation, one (1) CLEC obtains a Caged Physical Collocation arrangement from Owest pursuant to this Agreement or an approved Interconnection Agreement, and another CLEC, pursuant to the terms of its Interconnection Agreement, may share use of that space, in accordance to terms and conditions of a sublease agreement between the two (2) CLECs. Shared Collocation may also be established through joint Application by CLECs in which Owest wil have a separate Billng relationship with each applicant and wil look to each collocating CLEC for payment of its proportionate share of the charges relating to the Collocation space. Owest wil prorate the charge for site conditioning and preparation undertaken by Owest to construct the Shared Collocation cage or condition the space for Collocation use, regardless of how many Carriers actually collocate in that cage, by determining tlie total charge for site preparation and allocating that charge to a August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 74 Section 8 Collocation collocating CLEC (and biled directly to each such CLEC) based on the percentage of the total space utilzed by that CLEC as per the Collocation Application. Owest shall not place unreasonable restrictions on CLEC's use of a Collocation cage, such as limiting CLEC's ability to contract with other CLECs to share CLEC's Collocation cage in a sublease-type arrangement. In addition, if two (2) or more CLECs who have Interconnection Agreements with Owest utilze a Shared Collocation arrangement, Owest shall permit each CLEC to order UNEs to and provision service from that Shared Collocation space, regardless of which CLEC was the original collocator, directly from Owest. Owest shall make Shared Collocation space available in single-bay increments or their equivalent. 8.1.1.5 Interconnection Distribution Frame (ICDF) Collocation - is offered for the purpose of facilitating CLEC's combining of Unbundled Network Elements, Finished Services, including Local Interconnection Trunks, and ancilary services. Under .ICDF Collocation, CLEC need not collocate equipment in the Owest Wire Center. With ICDF Collocation, CLEC wil have access to the Owest Wire Center and an ICDF to combine UNEs, Finished Services, and ancilary services. The ICDF connects through tie cables to various points within the Wire Center (e.g., MDF, COSMICTM or DSX,' etc.) providing CLEC with access to UNEs and ancilary services. 8.1.1.5.1 The ICDF is a distribution frame shared by multiple providers. If CLEC desires a dedicated distrbution frame for the purpose of facilitating CLEC's combination of UNEs and ancilary services, CLEC may do so through the placement of a CLEC-owned Cross Connection device collocated in the Owest Wire Center through either Caged or Cageless Physical Collocation. 8.1.1.6 Adjacent Collocation - is available in those instances where space is legitimately exhausted in a particular Owest Premises to accommodate Physical Collocation. Owest shall make space available in adjacent controlled environmental vaults, controlled environmental huts, or similar structures to the extent Technically Feasible. Owest shall permit CLEC to construct or otherwise procure such an adjacent structure on propert owned, leased or otherwise controlled by Owest, subject only to applicable OSHA, EPA, federal, state, and local safety and maintenance requirements. Such adjacent structure shall be in accordance with Owests design and space planning for the site. CLEC may propose the design for the adjacent structure, subject to Owests approval, which approval may not be unreasonably withheld or delayed. Owest must provide power and physical Collocation services and facilties, subject to the same nondiscrimination requirements as applicable to any other physical Collocation arrangement. Owest must permit CLEe to place its own equipment, including, but not limited to, copper cables, coaxial cables, fiber cables, and Telecommunications Equipment, in adjacent facilities constructed by Owest, by CLEC itself, or a third part. 8.1.1.7 Common Area Splitter Collocation - Allows CLEC to place Splitters in a common space area outside its Collocation space near CLEC's DSO termination points. Owest wil install Splitter shelves for shared use by CLECs. 8.1.1.8 Remote Collocation - allows CLEC to collocate equipment in or adjacent to a Owest Remote Premises. The terms for Remote Collocation are set forth more fully in Section 8.2.7 and 8.4.6. 8.1.1.8.1 A Field Connection Point (FCP)/Cross-Connect Collocation August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-U003 Owest Fourteen State Negotiations Template, June 23. 2008 75 Section 8 Collocation Application Form is required to designate Cross Connections in a Subloop environment when the Collocation takes place in the detached terminal location. This application can be found under the Applications and APOT forms table in Qwests Collocation Product Catalog on Qwests web site. A nonrecurring charge wil be developed on an Individual Case Basis (ICB) and consists of the costs to establish or augment the FCP or MTE. If the accessible terminal must be expanded to accommodate CLEC's request, an additional nonrecurring charge wil apply as part of the ICB charge. This type of access and Cross Connection is not Collocation. Provisions concerning Subloop access and intervals are contained in Section 9.3. 8.1.1.9 Facility Connected (FC) Collocation -- Facility Connected (FC) Collocation allows CLEC to access Unbundled Network Elements (UNEs), ancilary services and Finished Services within a Qwest Wire Center via an Entrance Facility without collocating physical equipment in the Wire Center. FC Collocation is provided on a termination block or termination panel within the designated Wire Center and is engineered, provisioned, maintained, and repaired by Qwest. 8.2 Terms and Conditions 8.2.1 Terms and Conditions - All Collocation 8.2.1.1 Qwest shall provide Collocation on rates, terms and conditions that are just, reasonable and nondiscriminatory. In addition, Qwest shall provide Collocation in accordance with all applicable federal and state laws. 8.2.1.1.1 In accordance with the FCC rules regarding combinations of Unbundled Network Elements and Commingling of facilties and services which are addressed in Sections 9.1 and 9.23, Qwest wil not combine or Commingle services or Network Elements that are offered by Qwest pursuant to Section 271 of the Communications Act of 1934, as amended, with Unbundled Network Elements or combinations of Unbundled Network Elements. 8.2.1.1.1.1 Services available for Commingling shall be provided by Qwest pursuant to Qwests applicable product Tariffs, catalogs, price lists, or other Telecommunications Services offerings. 8.2.1.1.1.2 Entrance Facilities and mid-span meet SPOI obtained pursuant to Section 7 of this Agreement are not available for Commingling. 8.2.1.2 Collocation of Switching Equipment. CLEC may collocate any equipment that is necessary for Interconnection or access to Unbundled Network Elements. 8.2.1.2.1 Digital Subscriber Line Access Multiplexers (DSLAMS) always meet this legal standard. 8.2.1.2.2 Asynchronous Transfer Mode (ATM) or Packet Switching also meets this legal standard when used for Interconnection or access to Unbundled Network Elements for purposes of providing Advanced Services such as xDSL. Equipment used predominantly to support DSLAMs and ATMs, such as routers August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 76 Section 8 Colloction and concentrators, as well as testing and network management equipment also meet this legal standard. Before any equipment that includes switching functionality is installed, CLEC must provide a written inventory to Owest of all switching equipment and how it wil be used for Interconnection or access to Unbundled Network Elements. Once CLEC establishes that it wil use a certain type of equipment for Interconnection or access to Unbundled Network Elements, Owest wil allow future Collocations of similar equipment without requesting a written justification unless and until Owest can establish to the state Commission that such equipment is not intended for Interconnection or access to Unbundled Network Elements. However, Owest wil complete the Collocation within the appropriate interval unless granted relief by the Commission. 8.2.1.2.3 Remote Switching Units (RSUs) also meet this legal standard when used for Interconnection or access to Unbundled Network Elements for purposes of providing local Exchange Service. 8.2.1.2.4 Except as provided for in Sections 8.2.1.2.1 through 8.2.1.2.3 above, CLEC may not collocate equipment that is not necessary for Interconnection or access to Unbundled Network Elements. 8.2.1.3 CLEC must identify what transmission and Cross Connection equipment wil be installed and the vendor technical specifications of such equipment so that Owest may verify the appropriate power, floor loading, heat release, environmental particulate level, HVAC, and tie cables to CLEC-provided Cross Connection device. 8.2.1.4 Demarcation points for Unbundled Network Elements (UNEs) and ancilary services. The Demarcation Point for Unbundled Network Elements and ancilary services is that physical point where Owest shall terminate its Unbundled Network Elements and ancillary services for access by CLEC. There are two (2) standard Demarcation Points where Unbundled Network Elements and ancilary services may be delivered to CLEC. CLEC shall specify its choice of standard Demarcation Points for its access to UNEs and ancilary services. One available Demarcation Point is at CLEC-provided Cross Connection equipment in CLEC's Physical or Virtual Collocation space. Alternatively, the Demarcation Point can be at an Interconnection Distribution Frame (ICDF) or may be established at a location jointly agreed to by CLEC and Owest. To the extent CLEC selects a Demarcation Point outside of its collocated space, CLEC shall provide and Owest shall install the tie cables from CLEC's collocated equipment to the Demarcation Point. Alternatively, Owest shall provide and install these tie cables, at CLEC's expense. 8.2.1.5 Owest wil provide a connection between Unbundled Network Elements and ancillary services and a Demarcation Point. Such connection is an Interconnection Tie Pair (ITP). The Demarcation Point shall be: a) at CLEC-provided Cross Connection equipment located in CLEC's Virtual or Physical Collocation space; or b) if CLEC elects to use ICDF Collocation, at the Interconnection Distribution Frame (ICDF); or c) if CLEC elects to use an ICDF in association with Virtual or Physical August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806003 Owest Fourteen State Negotiations Template, June 23, 2008 77 Section 8 Collocation Collocation, at the ICDF; or d) at a direct connection point of termination as described in Section 8.3.1.11.2; or e) at another Demarcation Point mutually-agreed to by the Parties. 8.2.1.6 CLEC may purchase Qwests finished Private Line or Switched Access Services via applicable Tariff terms and conditions. These services wil be terminated at the Demarcation Point. 8.2.1.7 For Caged and Cage less Physical Collocation and Virtual Collocation, CLEC must lease space for the placement of CLEC's equipment within Qwests Premises. Qwest wil provide the structure that is necessary in support of Collocation including physical space, a cage (for Caged Physical Collocation), required cabling between equipment and other associated hardware. 8.2.1.8 All equipment shall meet and be installed in accordance with Network / Equipment Building System (NEBS) Level 1 safety standards. Qwest shall provide standard Premises alarming pursuant to Qwest Technical Publication 77385. Qwest shall not impose safety or engineering requirements on CLEC that are more stringent than the safety or engineering requirements Qwest imposes on its own equipment located on its Premises. 8.2.1.9 Space Availability Report -- Upon request by CLEC, Qwest wil submit to CLEC within ten (10) Days of CLEC's request, a report for each requested Premises, that includes: a) available Collocation space in a particular Qwest Premises; b) number of collocators; c) any modifications in the use of the space since the last report; d) measures that Qwest is taking to make additional space available for Collocation; e) whether sufficient power is available to meet the specific CLEC request; f) number of CLECs in queue at the Premises, if any; g) whether the Wire Center is equipped with DS3 capabilty; and h) the number and description of Qwest and its Affliates and reservations of space by all CLECs. 8.2.1.9.1 A Space Availabilty Report Charge in Exhibit A wil apply to each Space Availability Report requested by CLEC and shall apply on per Premises basis. Premises basis. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 78 Section 8 Colloction 8.2.1.9.2 Inventory Report - Remote Premises. The locations of the Remote Premises (e.g., Feeder Distribution Interfaces, "FDI") and the End User Customer addresses served by each Remote Premises are available to CLEC through the Raw Loop Data TooL. Remote Premises with digital loop carrier and pair gain equipment wil be provided on the web site in the ICONN database. (ICONN is available through the Owest web site located at http://ww.qwest.comliconn.) If CLEC is unable to determine the information it seeks regarding the Remote Premises after using such database tools, Owest wil provide CLEC with a report that contains the information. The Parties agree that a charge may apply to such report, based on time and material, unless the database information is inaccurate or unusable for the Remote Premises then no charge would apply. Owest wil provide CLEC access to relevant plats, maps, engineering records and other data in accordance with Section 10.8.2.4. In addition, CLEe can request a copy of Owests distribution area map associated with the Remote Premises, with a charge for time and materiaL. 8.2.1.10 Collocation is offered on a first-come, first-served basis. Requests for Collocation may be denied due to the legitimate lack of suffcient space in a Owest Premises for placement of CLEC's equipment. If Owest determines that the amount of space requested by CLEC for Caged Physical Collocation is not available, but a lesser amount of space is available, that lesser amount of space wil be offered to CLEC for Caged Physical Collocation. Alternatively, CLEC wil be offered Cageless Physical Collocation (single frame bay increments), or Virtual Collocation as an alternative to Caged Physical Collocation. In the event the original Colloction request is not available due to lack of suffcient space, and CLEC did not specify an alternative form of Collocation on the original order form, CLEC wil be required to submit a new order for CLEC's preferred alternative Collocation . arrangement. U CLEC identifies alternate choices for Collocation on its original Collocation request, Owest wil determine the feasibilty of the next preferred option in the event CLEC's first choice is not available. To the extent possible, Owest shall make contiguous space available to CLEC when it seeks to expand its existing Collocation space. Where adjoining space is not available, Owest wil engineer a route for CLEC to provide facilties between the non-adjoining CLEC Collocation spaces as part of the Collocation order. When planning renovations of existing facilities or constructing or leasing new facilities, Owest shall take into account projected demand for Colloction of equipment. 8.2.1.10.1 Space Denial Oueue - Owest wil maintain a list of denied Collocation requests, in order of the date of receipt (Space Denial Oueue), for each Premises where Owest has exhausted Collocation space. A separate queue wil be maintained for each Premises. When space becomes available in a Premises in which a queue has developed, Owest wil inform CLECs in the queue that space for Colloction has become available. If there is insuffcient space to accommodate all of the CLECs in queue, Owest shall notify CLECs of the availabilty of space in accordance with the CLEC's position in the queue. CLEC must respond within ten (10) Days of receipt of notification from Owest with a new Collocation Application. If CLEC does not provide a Collocation Application within ten (10) Days of receipt of notification, or if CLEC responds that it no longer requires the Collocation space, CLEC shall be removed from the queue and the available space shall be offered to the next CLEC in the queue. If' the space made available to CLEC in the queue is not suffcient to meet such CLEC's needs, such CLEC may deny the space that becomes available and August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 79 Section 8 Collocation keep its position in the queue. 8.2.1.11 If Qwest denies a request for Collocation in a Qwest Premises due to space limitations, Qwest shall allow CLEC representatives to tour the entire Premises escorted by Qwest personnel within ten (10) Days of CLEC's receipt of the denial of space, or a mutually agreed upon date. Qwest wil review the detailed floor plans for the Premises with CLEC during the tour, including Qwest reserved or optioned space. Such tour shall be without charge to CLEC. If, after the tour of the Premises, Qwest and CLEC disagree about whether space limitations at the Premises make Collocation impractical, Qwest and CLEC may present their arguments to the Commission. In addition, if after the fact it is determined that Qwest has incorrectly identified the space limitations, Qwest wil honor the original Collocation Application date for determining RFS unless both Parties agree to a revised date. 8.2.1.12 Qwest shall submit to the Commission, subject to any protective order as the Commission may deem necessary, detailed floor plans or diagrams of any Premises where Qwest claims that Physical Collocation is not practical because of space limitations. 8.2.1.13 Qwest wil maintain a publicly available document, posted for viewing on the Internet, (ww.qwest.com/wholesale/notices/collo/spaceAvail.html). indicating all Premises that are full, and wil update this document within ten (10) Days of the date at which a Premises runs out of physical space and wil update the document within ten (10) Days of the date that space becomes available. In addition, the publicly available document shall include, based on information Qwest develops through the Space Availabilty Report process, the Reservation Process, or the Feasibilty Study Process: a) Number of CLECs in queue at the Premises, if any; b) Premises that have not been equipped with DS3 capability; c) Estimated date for completion of power equipment additions that wil lift the restriction of Collocation at the Premises; and d) Address of the Remote Premises that have been inventoried for Remote Collocation, and if the Remote Premises cannot accommodate Collocation. Notwithstanding the foregoing, the Qwest web site wil list and update within the ten (10) Day period, all Wire Centers that are full, whether or not there has been a Space Availabilty Report requested by any CLEC. 8.2.1.14 Reclamation and Reconditioning of Space 8.2.1.14.1 Reclamation of Space -- Reclamation of space is performed by Qwest removing unused, obsolete Qwest equipment to make space for equipment use. The cost of removal of the obsolete unused equipment shall be borne by Qwest. 8.2.1.14.1.1 If CLEC issues a forecast or reservation for Collocation, Qwest shall use its best judgment to determine whether it August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 80 Section 8 Colloction would be appropriate to reclaim space and or equipment to meet expected Collocation requirements. 8.2.1.14.1.2 If CLEC issues a Collocation Application and unused, obsolete equipment must be removed to provide the requested Collocation, Qwest wil affrmatively remove such unused, obsolete equipment as necessary to fulfill the Collocation request within the applicable interval set forth in section 8.4. 8.2.1.14.2 Reconditioning of Space -- Reconditioning of space is the remodeling of space for equipment use, such as, but not limited to, adding HVAC. The Collocation feasibilty study wil identify whether reconditioning of space is available and necessary to meet CLEC needs for Collocation. If requested by CLEC, Qwest wil assess the cost of such reconditioning, provide a quotation to CLEC for the costs, and upon Acceptance of quotation by CLEC, penorm the necessary work to recondition the space. For reconditioned space, CLEC is responsible for prorated charges based on the amount of space requested. 8.2.1.15 Cancellation of Collocation Request. CLEC may cancel a Collocation request prior to the completion of the request by Qwest by submitting a Collocation Cancellation Application. CLEC shall be responsible for payment of all costs incurred by Qwest up to the point when the cancellation is received. Collocation Cancellation is available for all Collocations under a particular billng authorization number (BAN) for which CLEC has not received notification of completion from Qwest. Cancellation is offered for all types of Collocation. A cancellation wil only occur upon request by CLEC. 8.2.1.15.1 CLEC may submit a Collocation Cancellation Application if the Collocation job is in progress. Upon receipt of a completion notice for the specific Collocation job, the Collocation can no longer be cancelled. Qwest wil provide acknowledgment of acceptance or rejection of the Collocation Cancellation Application within one (1) business day of receipt. Qwest will stop work on a Collocation in progress upon receipt and acceptance of a Collocation Cancellation Application. A request for cancellation is irrevocable once Qwest has accepted the Collocation Cancellation Application. 8.2.1.15.2 In the event there is a Common Area Splitter Collocation or CLEC has requested a direct CLEC-to-CLEC connection arrangement with the same BAN as the Collocation job to be canceled, the associated Common Area Splitter Collocation and direct CLEC-to-CLEC connection wil also be cancelled. 8.2.1.15.3 Qwest wil not charge for canceling the Collocation job except for work already completed as of acceptance by Qwest of the Collocation Cancellation Application. Charges wil be based on when Qwest receives the Collocation Cancellation Application and the completion status of the Collocation work. A quotation wil be issued within thirty (30) Days of Qwests acceptance of the Collocation Cancellation Application. 8.2.1.15.4 Additional Labor - Other. This charge is for additional labor not included in the quotation described in 8.2.1.15. This additional labor may include testing and labor activities completed to accommodate a specific customer August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-D003 Owest Fourteen State Negotiations Template, June 23, 2008 81 Section 8 Colloction request. 8.2.1.16 Owest may retain a limited amount of floor space for its own specific future uses, provided, however, that neither Owest nor any of its Affliates may reserve space for future use on terms more favorable than those that apply to CLEC's reservation of Collocation space for CLEC's own future use. Owest shall relinquish any space held for future use before denying a request for Virtual Collocation on the grounds of space limitations, unless Owest proves to the Commission that Virtual Collocation at that point is not Technically Feasible. 8.2.1.17 In addition to the requirements of Section 8.2.1.8, all Collocation installation and structures shall meet applicable earthquake safety rating requirements comparable to and to the same extent that Owest installations and structures meet earthquake rating requirements as contained in the Network Equipment Building System (NEBS) - BR GR-63-CORE document. A list of Owest Premises and the applicablerelated earthquake ratings is .available for review on the Owest web site at: http://www.qwest.com/wholesale/pcatlcollocation.html. 8.2.1.18 Owest wil review the security requirements, issue keys, ID cards and explain the access control processes to CLEC. The access control process includes but is not limited to the requirement that all CLEC approved personnel are subject to trespass violations if they are found outside of designated and approved areas or if they provide access to unauthorized individuals. Likewise, Owest personnel are subject to trespass violations if they are found to be wrongfully inside CLEC physical caged collocated areas or if they wrongfully provide acæss to unauthorized individuals. 8.2.1.18.1 Owest wil take all reasonable measures to insure that CLEC equipment collocated in Owest Premises is afforded physical security at Parity with Owests similarly situated equipment. Should an event occur within a Owest Premises that suggests vandalism or other tampering with CLEC's equipment, Owest wil, at CLEC's request, vigorously and thoroughly investigate the situation. CLEC shall cooperate in the investigation as requested by Owest. Owest wil keep CLEC apprised of the progress of any investigation, and report any conclusions in a timely manner. 8.2.1.19 Owest shall provide access to CLEC's collocated equipment and existing eyewash stations, bathrooms, and drinking water within the Premises on a twenty-four (24) hours per day, seven (7) days per week basis for CLEC personnel and its designated agents. Such access shall be permitted without requiring either a security escort of any kind or delaying CLEC's employee's entry into Owest Premises. Owest shall provide CLEC with access to other basic facilities, including parking, where available on a first-come, first-served basis. 8.2.1.20 CLEC shall be restricted to corridors, stairways, and elevators that provide direct access to CLEC's space, or to the nearest restroom facilty from CLEC's designated space, and such direct access wil be outlined during CLEC's orientation meeting. Access shall not be permitted to any other portion of the building. 8.2.1.21 Nothing herein shall be construed to limit CLEC's ability to obtain more than one form of Collocation (i.e., Virtual, Caged, Shared and Cageless Physical Collocation or ICDF Collocation) in a single Premises, provided space is available. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-D003 Qwest Fourteen State Negotiations Template, June 23, 2008 82 Section 8 Colloction 8.2.1.22 Termination of Collocation Arrangement. CLEC may terminate a completed Collocation arrangement by a Collocation Decommission or a Collocation Transfer of Responsibilty. A Collocation site is only eligible for Collocation Decommission or a Collocation Transfer of Responsibilty after the site is built-out and accepted by CLEC. Abandoned equipment shall be handled as detailed in Section 8.2.1.22.3. 8.2.1.22.1 Collocation Decommission. Collocation Decommission refers to the deactivation of a Collocation site occupied by CLEC and removal of CLEC equipment. Collocation Decommission is offered for all types of Collocation. A request for decommissioning is irrevocable once Qwest accepts the Collocation Decommission Application. 8.2.1.22.1.1 Prior to submitting a Collocation Decommission Application, all CLEC's financial obligations with respect to the Collocation site to be decommissioned must be current, with the exception of formally disputed charges. CLEC financial obligations include payment of one hundred percent (100%) of all nonrecurring quoted charges and all applicable monthly recurring charges that are more than thirty (30) Days past due. 8.2.1.22.1.2 CLEC must disconnect all services, including any administrative services, from the Collocation site to be decommissioned prior to submitting the Collocation Decommission Application. All of CLEC's administrative lines and End User Customer services need to be disconnected via the appropriate Access Service Request (ASR) or Local Service Request (LSR). If CLEC has not disconnected all services, all charges with respect to the Collocation site wil continue to accrue and the Collocation Decommission Application wil be rejected. 8.2.1.22.1.2.1 Prior to disconnecting its services, including direct CLEC-to-CLEC connections, CLEC must notify, in writing, all of its current End User Customers affected by the discontinuation of service. CLEC must submit an email notification with the Collocation Decommission Application representing to Qwest that all CLEC End User Customers have been properly notified. For direct CLEC-to-CLEC connection arrangements, CLEC should submit a letter of authorization (LOA) signed by both CLECs involved in the direct CLEC-to-CLEC connection arrangement. Failure to include such email notification or LOA wil result in the rejection of the Collocation Decommission Application. 8.2.1.22.1.3 . CLEC should remove its equipment prior to submitting a Collocation Decommission Application. Equipment includes all CLEC owned electronic equipment, equipment racks, mounting hardware, and CLEC supplied cable (including direct CLEC-to-CLEC cables), termination blocks and cage materials. If CLEC does not remove its equipment within thirt (30) Days of Qwests acceptance of the Collocation Decommission Application, Qwest wil send a notification stating the equipment is considered abandoned. Upon receiving August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-ü03 Qwest Fourteen State Negotiations Template, June 23, 2008 83 Section 8 Collocation notification of abandonment from Owest, CLEC wil have fifteen (15) Days to notify Owest that the equipment is not abandoned and remove its equipment. If CLEC does not respond to the notification and remove the equipment and Owest determines that the equipment has been abandoned, Owest wil send a final notification and bil CLEC for any and all claims, expenses, fees or other costs associated with the removal by Owest of the abandoned equipment, including any materials used in the removal and the hourly labor rate charges. CLEC wil hold Owest harmless from the failure to return any such equipment, property or other items. 8.2.1.22.1.4 Owest wil remove all Collocation entrance facilties. For shared Collocation entrance facilties, Owest wil cut all fiber and/or copper Collocation entrance facilities at the splice point in the Collocation Point of Interconnection (C-POI). For express Collocation entrance facilities, Owest wil remove and dispose of the Collocation entrance fiber. 8.2.1.22.1.5 For Virtual Collocation, Owest wil automatically remove all equipment within ninety (90) Days. Qwest will negotiate with CLEC to schedule the pick up of the equipment. There wil be no charge for the removal of CLEC's Virtual Collocation equipment. 8.2.1.22.1.6 For Collocations with direct CLEC-to-CLEC connection arrangements, CLEC is required to disconnect and remove the direct CLEC-to-CLEC connections. Owest prefers that CLEC disconnect and remove the direct CLEC-to-CLEC connection cables prior to submitting the Collocation Decommission Application. If CLEC is not able to disconnect and remove the cables prior to submitting the Collocation Decommission Application, CLEC wil be allowed thirty (30) Days from Owests acceptance date of the Collocation Decommission Application to disconnect and remove the direct CLEC-to-CLEC connection cables. If CLEC has not removed the direct CLEC-to-CLEC connections, it wil be treated as abandoned equipment. 8.2.1.22.1.7 CLEC wil be eligible for a refund for all elements defined as either reusable or reimbursable, if acquired by another CLEC during the following defined time period. An inventory wil be completed by Owest and furnished to CLEC within ninety (90) Days of the Collocation Decommission Application acceptance identifying the reimbursable and reusable elements and the potential credit. 8.2.1.22.1.7.1 Reimbursable elements considered for a refund are: DSO, DS1, and DS3 termination cabling, and fiber terminations, excluding Collocation entrance facility cabling. These elements wil be eligible for a refund for up to one (1) year after the date of decommissioning. 8.2.1.22.1.7.2 Reusable elements include components used to provision the original Collocation site (e.g., cage, bays, HVAC, cable racking). These elements wil be eligible for a refund for up to three (3) years after the date of decommissioning. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 84 Section 8 Colloction 8.2.1.22.1.8 CLEC is required to return the space to turnover condition. Turnover condition is defined as the same condition in which CLEC originally assumed the Collocation site. CLEC must relinquish security access if not currently leasing another Collocation site in the same Wire Center when verification of equipment removal is completed. Security access wil be terminated within thirty (30) Days of receipt of an accepted Collocation Decommission Application, unless alternative arrangements have been agreed to by Owest. 8.2.1.22.1.9 Ordering - CLEC should submit a Collocation Decommission Application form. Owest wil notify CLEC within one (1) business day if the prerequisites have been met. Owest wil validate the order within two (2) business days from receipt of the Collocation Decommission Application. Owest wil provide an inventory of the eligible reimbursable and reusable elements and the potential credits within ninety (90) Days of the Collocation Decommission Application acceptance. 8.2.1.22.1.10 Biling - Owest wil not charge for decommissioning Collocations unless equipment has been abandoned or the Collocation space has not been returned to turnover condition. Charges for work related to the removal of. abandoned equipment or returning the Colloction space to turnover condition include miscellaneous hourly labor charges and, if applicable, dispatch charges wil apply for unmanned Central Offces and Remote Collocations. 8.2.1.22.2 Collocation Transfer of Responsibility. Collocation Transfer of Responsibility is the transfer of a Collocation site from vacating CLEC (current CLEC leasing the space in the Premises) to an assuming CLEC. Collocation Transfer of Responsibilty is available for Caged Physical Collocation, Cage less Physical Collocation, and Virtual Collocation. All other types of Collocation to be transferred wil be handled on an Individual Case Basis (ICB). There are two (2) types of Collocation Transfer of Responsibility: . 1) Collocation Transfer of Responsibilty Without Working Circuits - The Collocation is not serving any End User Customers and does not have active service terminations (e.g., Interconnection trunks or UNE Loops) or 2) Collocation Transfer of Responsibilty With Working Circuits - The Collocation has active service terminations, such as Interconnection trunks or is serving End User Customers. 8.2.1.22.2.1 Generally, Collocation Transfer of Responsibilty is not available if another CLEC or Owest are waiting in queue for available space within the requested Premises; however, if assuming CLEC acquires all or substantially all of the Collocation sites of vacating CLEC in Owest Premises in the state, such transfers shall not be subject to any queue for available space. In addition, regardless of any space requests that may be pending in a Owest Premises, Colloction Transfer of Responsibility shall be available when vacating CLEC and assuming CLEC are affliated corporate entities prior to or immediately after the proposed transfer, or the transfer is due to a bankruptcy court order. If vacating CLEC has fied for bankruptcy, assuming CU;C must comply with Applicable Law in obtaining the transfer of the Collocation site. August 8, 2008/kcd/Greenfly Networs/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 85 Section 8 Collocation 8.2.1.22.2.2 Both vacating CLEC's and assuming CLEC's Interconnection Agreements with Owest must contain finalized terms and conditions for Collocation Transfer of Responsibility and all associated services. Assuming CLEC is required to have an Interconnection Agreement with OWest prior to submitting a Collocation Transfer of Responsibility request. Assuming CLEC wil need to amend any previously existing Interconnection Agreement pnor to submitting a Collocation Transfer of Responsibility request if its Interconnection Agreement does not contain the terms and conditions and rate elements for all services that wil be transferred. 8.2.1.22.2.3 Collocation Transfer of Responsibility with working circuits is available if only administrative changes are required and the transfer does not involve translations work that needs to be processed in conjunction with the transfer. If translations work is needed, CLEC's transfer plans shall allow for the completion of the Collocation Transfer of Responsibilty prior to initiating any translation activity. 8.2.1.22.2.4 A request for Collocation Transfer of Responsibility is irrevocable upon one hundred percent (100%) payment by assuming CLEC of the nonrecurring Collocation transfer charges reflected on the quotation. 8.2.1.22.2.5 The Collocation site to be transferred is identified by vacating CLEC's eleven (11) character CLUTM code. The Collocation site wil be transferred "as is" and in its entirety. This includes, but is not limited to, Collocation entrance facilities from the Collocation - Point of Interface (C-POI) manhole, cables, Splitters, and working circuits, if applicable. If the Collocation site has a Common Area Splitter Collocation associated with it, the Common Area Splitter Collocation wil be transferred as part of the Collocation Transfer of Responsibility. 8.2.1.22.2.6 The transfer of equipment between vacating CLEC and assuming CLEC will be the responsibility of vacating CLEC and assuming CLEC. Owest is not responsible for the physical condition of vacating CLEC's equipment, with the exception of equipment associated with a Virtual Collocation, as set forth in CLECs' Interconnection Agreements. The negotiation of the transfer terms and conditions between vacating CLEC and assuming CLEC is the responsibility of those two parties. Owest wil not participate in these negotiations. Owest wil only manage the database and records transfer. 8.2.1.22.2.7 Assuming CLEC wil provide the information Owest wil need to update the following items: Customer Name, Access Carner Name Abbreviation (ACNA), Master Customer Number (MCN), CLEC address, phone number, billng and contact information, and contract number. The Collocation eleven (11) character CLEC CLUTM code wil remain the same. 8.2.1.22.2.8 Submission of new connect, change, and disconnect orders wil be restricted from quotation Acceptance until the transfer of the August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 86 section 8 Colloction working circuits is complete. If new connect, change, and disconnect orders need to be submitted between quotation Acceptance and the completion of the transfer, they wil be handled on an ICB and may affect the Ready for Service (RFS) date. Submission of Collocation augment orders wil not be allowed from the time that the Collocation Transfer of Responsibility Application has been accepted by Owest until assuming CLEC has accepted the quotation for the Collocation Transfer of Responsibility. 8.2.1.22.2.9 All work in progress related to the Collocation site and associated working circuits, if applicable, must either be completed or cancelled by vacating CLEC prior to the quotation Acceptance. 8.2.1.22.2.10 If vacating CLEC does not lease another Physical Collocation site at the specified Central Ofce at the time of the Collocation Transfer of Responsibility request, then vacating CLEC must relinquish security accss to the building. . 8.2.1.22.2.11 Vacating CLEC's financial obligations to Owest with respect to the Collocation site to be transferred must be met, with the exception of formally disputed charges, prior to submitting a Collocation Transfer of Responsibility Application. Vacating CLEC's financial obligations include payment of one hundred percent (100%) of all nonrecurring charges and all applicable recurring charges for the specific Collocation account that are more than thirt (30) Days past due. Vacating CLEC may meet its financial obligations by having them expressty assumed, in wriing, by assuming CLEC and assuming CLEC pays such obligations at the time it accepts the quotation for Collocation Transfer of Responsibility. 8.2.1.22.2.12 Assuming CLEC's financial obligations to Qwest must be in good standing prior to submitting a Collocation Transfer of Responsibility Application, with the exception of formally disputed charges. 8.2.1.22.2.13 Vacating CLEC and assuming CLEC must provide a signed Transfer Authorization Agreement. Required information on the Qwest Transfer Authorization Agreement: Owest Central Offce Name, applicable CLLlTM coes, Collocation BAN numbers, and charges (from Exhibit A) for the transfer of the Collocation site. 8.2.1.22.2.14 Prior to submitting a Collocation Transfer of Responsibility Application without working circuits, vacating CLEC must ensure that no active circuits exist at the Collocation site to be transferred. 8.2.1.22.2.15 Prior to transferring a Collocation site with working circuits, vacating CLEC must notify, in writing, all of its current End User Customers that utilze the Collocation site's equipment or facilities of the transfer of service to assuming CLEC, unless vacating CLEC has a waiver from the FCC or other applicable regulatory authority. Vacating August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 87 Section 8 Collocation CLEC must provide an email notification to Owest with the Collocation Transfer of Responsibilty Application representing that all of its End User Customers have been properly notified or provide a copy of any applicable waiver. 8.2.1.22.2.16 If the Collocation site being transferred has a direct CLEC-to-CLEC connection arrangement, a letter of authorization (LOA) must be submitted with the Collocation Transfer of Responsibility Application, signed by both CLECs in the direct CLEC-to-CLEC arrangement authorizing the transfer of the direct CLEC-to-CLEC connection service to assuming CLEC. A separate LOA is required for each direct CLEC-to-CLEC relationship associated with the transferring Collocation site. Each LOA shall identify the CLECs, CLLI codes, and BANs for their respective Collocations. 8.2.1.22.2.17 Vacating CLEC and/or assuming CLEC wil be responsible for submitting Local Service Requests (LSRs) for Unbundled Loops, enhanced extended Loops (EELs), and line splitting. Assuming CLEC may submit LSRs once it has accepted the quotation for the Collocation Transfer of Responsibility and has received the preliminary APOT information from Owest. Orders to transfer Local Interconnection Service (LIS) trunks and ancilary services (e.g., SS7, 911, operator services) with no translation activity, as well as private line and Access Services circuits, wil be processed based on the information provided in the Collocation Transfer of Responsibilty Application spreadsheet. Assuming CLEC is responsible for Directory Assistance (DA), operator services (OS), Directory Listings, Busy Line Verify/Busy Line Interrpt (BLV/BLI), and 911 changes, if applicable. Any SS7 changes wil need to be made after the transfer is complete. 8.2.1.22.2.18 After the Collocation Transfer of Responsibility is complete, vacating CLEC, assuming CLEC, and Owest are all required to sign the Owest Services Transfer Agreement. 8.2.1.22.2.19 Billng. Vacating CLEC wil not incur charges for the transfer of the Collocation site. Vacating CLEC is obligated to pay all recurring charges associated with the Collocation until Owest completes the Collocation Transfer of Responsibility request. Assuming CLEC's quotation wil reflect the following nonrecurring charges associated with the transfer of the Collocation site: Assessment Fee, payable regardless of whether the quotation is accepted or not, a Network Systems Administration Fee, and charges for processing the transfer of working circuits, if applicable. Upon completion of the Collocation Transfer of Responsibility, Owest wil begin Billng assuming CLÉC for all recurring charges based on assuming CLEC's Interconnection Agreement and cease Billng vacating CLEC. 8.2.1.22.3 Abandoned Equipment. If Owest finds, in the course of business, reasonable evidence to substantiate that any equipment or propert of CLEC has been abandoned or left unclaimed in or at any Premises, Owest shall notify CLEC in writing, via an electronic form, of the existence of such equipment August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 88 Section 8 Colloction or propert and CLEC shall have sixty (60) Days from the date of recipt of such notice to remove such equipment or property from the Premises. If Owest has not received any response to this notice within thirty (30) Days of the sending of the notice, Owest shall send a copy of the notice to CLEC via registered maiL. If, prior to the termination of the sixty (60) Day period, CLEC disputes that the equipment or propert has been abandoned or left unclaimed at the Premises, CLEC shall provide written notice to Owest of such dispute ("Resolution Request") and commence Dispute Resolution proceedings pursuant to Section 5.18 of this Agreement. If no Resolution Request has been delivered to Owest within sixty (60) Days of the first written notice, all equipment or property of CLEC not removed from the Premises shall conclusively be deemed and construed to have been transferred, deeded, and assigned by CLEC to Owest and may be appropriated, sold, stored, destroyed and/or otherwise disposed of by Owest without further notice to CLEC and without obligation to account therefore, and CLEC shall reimburse Owest for all reasonable expenses incurred in connection with the storage or other disposition of such equipment or property. If CLEC delivers a Resolution Request but fails to commence Dispute Resolution proceedings pursuant to Section 5.18 of this Agreement or to otherwise resolve the dispute with Owest, within thirt (30) Days of the delivery of such Resolution Request, then thirt (30) Days after the date of the Resolution Request, all equipment or property of CLEC not removed from the Owest Premises shall conclusively be deemed and construed to have been transferred, deeded, and assigned by CLEC to Owest and may be appropriated, sold, stored, destroyed and/or otherwise disposed of by Owest without further notice to CLEC and without obligation to account therefore, and CLEC shall reimburse Owest for all reasonable expenses incurred in connection with the storage or other disposition of such equipment or propert. CLEC hereby releases and agrees to defend, indemnify, and hold harmless Owest from and against any and all costs, expenses, claims; judgments, damages, liabilty or obligation arising out of or in connection with Owests exercise of any or all of its rights under this Section. Notwithstanding the provisions of this Section, where CLEC has submitted a Decommissioning Application, the provisions of Section 8.2.1.22.1 of this Agreement, shall govern the equipment or propert of CLEC and not this Section unless CLEC fails to remove its equipment or property in accordance with the terms of Section 8.2.1.22.1 of this Agreement. 8.2.1.23 Owest shall design and engineer the most efficient route and cable racking for the connection between CLEC's equipment in its collocated spaces to the collocated equipment of another CLEC located in the same Owest Premises; or to CLEC's own non-contiguous Collocation space. The most effcient route generally wil be over existing cable racking, to the extent Technically Feasible, but to determine the most effcient route and cable racking, Owest shall consider all information provided by CLEC in the Collocation Application form, including but not limited to, distance limitations of the facilities CLEC intends to use for the connection. CLEC shall have access to the designated route and construct such connection, using copper, coax, optical fiber facilties, or any other Technically Feasible method utilzing a vendor of CLEC's own choosing. CLEC may place its own fiber, coax, copper cable, or any other Technically Feasible connecting facilities outside of the actual physical Collocation space, subject only to reasonable NEBS Level 1 safety limitations using the route specified by Owest. CLEC may penorm such Interconnections at the ICDF, if desired. CLEC may interconnect its network as described herein to any other collocating Carrier, to any August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 89 Section 8 Collocation collocated Affliate of CLEC, to any End User Customer's premises, and may interconnect CLEC's own collocated space and/or equipment (e.g., CLEC's Physical Collocation and CLEC's Virtual Collocation on the same Premises). CLEC-to-CLEC Connections shall be ordered either as part of a Collocation Application under Section 8.4, or separately from a Collocation Application in accordance with Section 8.4.7. CLEC-to-CLEC Cross Connections at an ICDF are available, as follows: 8.2.1.23.1 CLEC-to-CLEC Cross Connections at the ICDF. 8.2.1.23.1.1 CLEC-to-CLEC Cross Connection (COCC-X) is defined as CLEC's capability to order a Cross Connection from its Collocation in a Qwest Premises to its non-adjacent Collocation space or to another CLEC's Collocation within the same Qwest Premises at the ICDF. 8.2.1.23.1.2 Qwest wil provide the capability to combine these separate Collocations through an Interconnection Distribution Frame (ICDF). This is accomplished by the use of CLEC's Connecting Facility . Assignment (CFA) terminations residing at an ICDF. Also, ICDF Cross Connections must terminate on the same ICDF at the same service rate leveL. 8.2.1.23.1.3 If CLEC has its own dedicated ICDF, CLEC is responsible for ordering tie cables to the common ICDF frame/bay where the other CLEC resides. These tie cables would be ordered through the existing Collocation Application form. 8.2.1.23.1.4 CLEC is responsible for the end-to-end service design that uses ICDF Cross Connection to ensure that the resulting service meets its End User Customer's needs. This is accomplished by CLEC using the Design Layout Record (DLR) for the service connection. 8.2.1.23.1.5 If two (2) CLECs are involved, one (1) CLEC acts as the "ordering" CLEC. The ordering CLEC identifies both connection CFAs on the ASR. CLEC requests service order activity by using the standard ASR forms. These forms are agreed upon nationally at the OBF (Ordering and Billng Forum). Refer to the DMP (Document Management Platform)/Carrier/Carrier CentersrA"/"ASOG" for copies of all forms including definitions of the fields. CLEC is responsible for obtaining these forms. Qwest must not reproduce copies for its Customers, as this is a copyright violation. The standard industry forms for CLEC-to-CLEC Cross Connections (COCC-X) are: Access Service Request (ASR), Special Access (SPE) and Additional Circuit Information (ACI). 8.2.1.24 Qwest wil provide CLEC the same connection to the network as Qwest uses for provision of services to Qwest End User Customers. The direct connection to Qwests network is provided to CLEC through a direct connection to Qwests existing Cross Connection network. CLEC and Qwest wil share the same distributing frames for similar types and speeds of equipment, where Technically Feasible and space permitting. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 90 Section 8 Collocation 8.2.1.25 CLEC terminations wil be placed on the appropriate Owest Cross Connection frames using standard engineering principles. CLEC terminations wil share frame space with Owest terminations on Owest frames without a requirement for an intermediate device. 8.2.1.26 If CLEC disagrees with the selection of the Owest Cross Connection frame, CLEC may request a tour of the Owest Premises to determine if Cross Connection frame alternatives exist, and may request a connection to an alternative frame or an alternative arrangement, such as direct connections from CLEe's Collocation space to the MDF or COSMICTM frame. 8.2.1.27 Conversions of the various Collocation arrangements (e.g., Virtual to Physical) wil be considered on an Individual Case Basis: CLEC must pay all associated conversion charges. 8.2.1.28 Owest shall permit CLEC to construct or subcontract the construction and build-out of Physical Collocation arrangements with contractors approved by Owest. Such CLEC construction of Physical Collocation arrangements are for within CLEC's physical space including the cage, if appropriate, frames, and cable racking. Also, CLEC may install the tie cables, blocks, and terminations on the ICDF or CLEC-to-CLEC connections, outside CLEC's physical space and according to Owests design. Owest approval of CLEC contractors involves security access arrangements and shall not be unreasonably withheld. CLEC is not required to use Owest or Owest contracted personnel for the engineering and installation of CLEC's collocated equipment. Approval by Owest of CLEC's employees, vendors or subcontractors shall be based on the same criteria that Owest uses in approving contractors for its own purposes. 8.2.1.29 Owest wil provide CLEC with written notification at least five (5) business days before any scheduled non-emergency AC or DC power work in the collocated facility that may cause a power disruption to CLEC equipment located in the Owest facility. This does not include notification of routine power testing or power installation work not expected to cause a power disruption. Owest will use dilgent efforts to notify CLEC by the Abnormal Condition Report (ACR) of: (a) general power outages as soon as Owest becomes aware that an outage is to take place or has occurred and (b) any emergency power disruption that would impact CLEC equipment no later than thirty (30) minutes after such activity commences. Finally, Owest shall immediately notify CLEC by ACR if an alarm condition exists with respect to the monitoring of power that poses a material risk to the continued operation of CLEC equipment. 8.2.1.30 Optional DC Power Measurement. CLEC wil order DC power to meet its needs with a twenty (20) amperes (amp) per feed minimum. If CLEC orders more than sixty (60) amps, Owest typically terminates such feed on a power board. If CLEC orders sixty (60) amps or less, the power feed typically terminates at a battery distribution fuse board (BDFB). No power measurements are performed at a BDFB. Therefore, for sixty (60) amps or less, the power usage rate is based on CLEC ordered amps. For power feeds of greater than sixty (60) amps terminated at the power board, Owest wil measure usage on a semi-annual basis if CLEC orders Optional DC Power Measurement. Owest wil also take a reading within thirt (30) Days of a written request by CLEC. Owest wil perform a maximum of four (4) readings per year for a particular Collocation site. Unti the routine semi-annual reading or until such time that Owest makes a reading based on a written request, Owest wil bil CLEC based on the amount of power ordered. Based August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 91 Section 8 Collocation on the reading, Owest wil adjust the new monthly usage rate to CLEC's actual usage. rate on a going forward basis. 8.2.1.31 Joint Testing. Joint Testing allows CLEC to request Owest to participate in Joint Testing of CLEC terminations at the Interconnection Distribution Frame (ICDF). CLEC may request Joint Testing on the Collocation Application form or by sending a separate Joint Testing Application form. Collocation and Joint Testing Application forms are available in the PCAT. CLEC must specify on its application the terminations to be tested and the type of tests to be performed with Owest. CLEC must provide contact information on the application for Owest to arrange the Joint Testing date and time. Once CLEC has completed it's installation work and is ready for testing, CLEC formally requests Joint Testing via e-mail toRFSMET~qwest.com. Upon receipt of request Owest and CLEC wil promptly meet and agree upon a date to perform Joint Testing, which shall take place no later than thirt (30) Days after the request. 8.2.1.31.1 Owest wil only test between CLEC Collocation and the ICDF once CLEC equipment is in place. Joint Testing is only available for the terminations identified on the Collocation Application or Joint Testing Application. If CLEC wants additional terminations tested that are not identifed on its initial application, CLEC wil need to complete a new Joint Testing Application. 8.2.1.31.2 Each Party wil provide appropriate test equipment for its technicians. Owest wil assist CLEC in conducting continuity tests on terminations at the ICDF. Owest wil not operate CLEC test equipment. If errors are found during the Joint Testing, Owest wil only repair Owest network faults. CLEC is responsible for replacement or repair of CLEC.provided facilities. 8.2.1.31.3 If during the scheduled Joint Testing, the Owest-caused error rate is more than two percent (2%) on the terminations identified for testing, Owest wil not charge for this Joint Testing. If there are less than two percent (2%) errors found or if the errors found are facility errors on CLEG provided facilities, Owest wil charge for the Joint Testing. One (1) pair is counted as two (2) terminations and errors are counted on a one (1) termination basis. If CLEC requests that the charges be waived because Owest errors are found during Joint Testing, Owest may access CLEC's Collocation space to identify if the facility cabling sequence is correct, per applicable standards. CLEC may review Owest facility cabling at the ICDF to verify the cable sequence, per applicable standards. 8.2.1.32 DC Power Reduction. DC Power Reduction With Reservation allows CLEC to reserve a fuse or breaker position on the power board or battery distribution fuse board (BDFB) when reducing a secondary power feed to zero. CLEC wil pay a monthly power maintenance charge to retain the existing power cabling and fuse position for future power augment requests or until such time as CLEC notifies Owest it wishes to discontinue the option. DC Power Reduction Without Reservation allows CLEC to reduce the ordered amps on a primary or secondary feed to a minimum of twenty (20) amps. 8.2.1.32.1 Applications for DC Power Reduction may be submitted only for Collocation sites that have been completed and accepted by CLEC, otherwise CLEC should follow standard change or augment procedures including the August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Qwest Fourteen State Negotiations Template, June 23, 2008 92 Sectio 8 Colloctio applicable rates for changes or augments. On the Collocation Application, CLEC should indicate that it is a request for DC Power Reduction and identify the specific power feeds to be reduced. Qwest wil notify CLEC of any deficiencies in the Collocation Application, within ten (10) Days of receipt. A quotation for the DC Power Reduction wil be provide to CLEC within twenty-five (25) Days. The quoted nonrecurring charges wil be honored for thirt (30) Days from the quotation. CLEC payment of all quoted nonrecurring charges constitutes acceptance and Qwest wil then penorm the work. If CLEC accepts the quotation within seven (7) Days, Qwest shall complete the DC Power Reduction within ninety (90) Days of receipt of the Collocation Application. If CLEC accepts the quotation after seven (7) Days, Qwest shall complete the DC Power Reduction within ninety (90) Days of receipt of CLEC's acceptance. 8.2.1.32.2 CLEC assumes all responsibility for outages or impacts to CLEC services and equipment due to the reduction in DC power. Restoration of the DC power is contingent upon the desired power and fuse availability. 8.2.1.32.3 Before submitting a Collocation Application requesting DC Pöwer Reduction, CLEC's financial obligations for the Collocation site must be current, with the exception of formally disputed charges. Billng to CLEC wil be revised to reflect the reduced DC power upon receipt of payment of the quoted charges effective back to the date of acceptance by Qwest of the Collocation Application. 8.2.1.32.4 If a shortage of fuse positions is imminent, Qwest wil notify CLEC of the need to exercise its option to reuse the power feed and fuse, or relinquish the fuse position for use by another CLEC or Qwest. Upon receipt of such notification, CLEC must request restoration of the secondary power feed to at least twenty (20) amps or return the fuse position to Qwest within thirt (30) Days. 8.2.1.33 Collocation Available Inventory. Collocation Available Inventory provides CLEC with information about the availability of (a) returned Collocation sites and elements under Qwests control rQwest Postings") and (b) CLEC controlled sites that may be posted are available for a Transfer of Responsibility ("CLEC Postings"). Qwest and CLECs may post available Collocation sites on Qwests wholesale web site at: http://ww.qwest.comlwholesale/pcatlcolloclassifieds.html. CLEC must either have an approved Interconnection Agreement or is currently negotiating with Qwest to have an interim Interconnection Agreement with the specific type of Collocation to be obtained. If the Interconnection Agreement is pending approval, CLEC must execute an early ordering letter. Qwest reserves the right to remove Qwest Postings to satisfy CLEC Collocation Applications or Qwest space requirements. Qwest shall not use the Qwest Postings as a basis to claim exhaust in any Qwest Premises. 8.2.1.33.1 CLEC obtaining å Collocation site from Qwest Postings must not have any overdue financial obligations owed to Qwest for Collocation, with the exception of formally disputed charges. CLEC wil be required to pay a minimum of six (6) months of space construction and floor space lease recurring charges if CLEC terminates its lease prior to six (6) months occupancy. 8.2.1.33.2 Qwest Postings. Collocation sites available in Qwest Postings August 8, 2008/kcd/Greenfly NetworksIlD/CDS-08080603 Owest Fourteen State Negotiations Template, June 23,2008 93 Section 8 Collocation may be partially or fully completed before being returned to Qwest inventory. Both Caged Physical Collocation and Cageless Physical Collocation sites wil be offered in the Qwest Postings and wil be available under the terms and conditions set forth in the Interconnection Agreement of the CLEC acquiring the Collocation space. CLEC may request to add to or complete the Collocation site to its specifications. CLEC may also request that Owest reduce the cable terminations and CLEC wil be charged for the removal of such cable terminations. 8.2.1.33.3 All services that were previously connected to the Collocation (e.g., UNEs, CLEC to CLEC, administrative lines, Finished Services, and Line Splitting) wil be disconnected before the site is listed in the Qwest Postings. Power, grounding, and Entrance Facilties will also be disconnected before the site is listed. Qwest shall inventory all reusable and reimbursable elements and include them in the Collocation site information. 8.2.1.33.4 Qwest may also elect to offer Collocation sites returned through bankruptcy or abandonment consistent with Applicable Law (Le., "Special Sites"). These Collocation sites wil not be decommissioned and wil be posted as unverified sites with equipment which may include electronic equipment, racks, cages, DC power, grounding and terminations. It is expressly understood and agreed that Qwest is sellng equipment that is used or surplus equipment on an "as is, where is" basis with all faults, latent and patent, and the equipment is conveyed without anyOwest warranties or representations of any kind, express or implied. CLEC is responsible for all softare and softare license agreements for any equipment conveyed as part of a Special Site. CLEC is responsible for handling, scrapping, destruction or other disposition of any equipment conveyed as part of a Special Site and shall conform and comply with: (a) All applicable federal, state, county and municipal laws, statutes, regulations, and codes regulating hazardous wastes, materials or substances, including, but not limited to the Toxic Substances Control Act (TSCA) (15 U.S.C. § 2601 et seq.); the Resource Conservation and Recovery Act (RCRA) (42 U.S.C. § 6901 et seq.); Hazardous Materials Transportation Act (HMTA) (49 U.S.C. § 1801 et seq.); Occupational Safety and Health Act (OSHA) (29 U.S.C. § 651 et seq.); Comprehensive Environmental Response, Compensation, and Liabilty Act (CERCLA)(42 U.S.C. § 9601 et seq.); and any successor acts thereto or the regulations promulgated thereunder and any applicable .International laws and regulations; (b) Environmental rules and regulations governing environmental impacts associated with the production and or recovery of precious metals, scrap metals and material processing and or residual material disposition whether hazardous or non-hazardous as defined by governing laws and or applicable laws and are the sole responsibility of CLEC; and (c) All hazardous waste, hazardous material, hazardous substances or solid waste manifests relating to the shipping, receiving, disposal or final disposition of the equipment shall not reference, list or otherwise indicate on the manifest that Qwest is the generator, arranger, transporter, owner or otherwise the party that owns, controls, manages, handles, stores, generates or otherwise uses the equipment. On any required hazardous waste, hazardous material, hazardous substances or solid waste manifest relating to the shipping, receiving, disposal or final disposition of the equipment, CLEC shall be listed as the generator, arranger and owner of the materials. August 8, 2008/kcd/Greenfly Networks/lD/CDS~080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 94 Section 8 Collocation 8.2.1.33.5 CLEC wil submit a Collocation Application indicating a specific Collocation site from the Collocation Available Inventory. Owest wil follow the standard Collocation provisioning intervals for the type of Collocation as included in CLEC's Interconnection Agreement. During preparation of the quotation, Owest wil validate all reusable elements and send an inventory verification letter. After receipt of the validated inventory, CLEC may cancel the Collocation Application or submit a change to the pending Collocation Application. Any cancellation due to diferences between the Owest Posting and actual inventory wil not result in a OPF or Engineering and Design Fee being charged. 8.2.1.33.6 Charges for Collocation sites listed in the Owest Postings wil be on a site specific basis, according to assuming CLEC's Interconnection Agreement and its requested work in the Collocation Application. Assuming CLEC wil receive a fift percent (50%) discount on nonrecurring reusable elements, if any, as defined in Section 8.2.1.22. 8.2.1.34 CLEC Collocation of Splitters 8.2.1.34.1 If CLEC elects to have Splitters installed in Owest Wire Centers via the standard Collocation arrangements, CLEC will either purchase the Splitters or have Owest purchase the Splitters subject to full reimbursement of the cost of the Splitters plus any pass through of actual vendor invoice costs, including but not limited to taxes, shipping and handling. The Splitters must meet the requirements for Central Offce equipment Collocation set by the FCC. CLEC wil be responsible for installng and maintaining the Splitters in its Collocation areas within OwestWire Centers. 8.2.1.34.2 Reclassification allows a CLEC that has existing spare terminations to reclassify those terminations for UNE or other services as necessary. Reclassification is required when the terminations for the requested services are inventoried in a database different from the database of the existing spare terminations. A spare termination is a CLEC termination that is not in use and has no pending orders against it. 8.2.1.34.3 CLEC may designate some or all of its existing tie cables for use in connection with UNEs or other services. Qwest wil perform any necessary tie cable reclassifications, frame re-stenciling, and related work for which it is responsible and that is required to provision Line Splitting and Loop Splitting. Charges wil apply pursuant to Exhibit A of the Agreement. 8.2.1.34.4 Two (2) ITPs and two (2) tie cables wil be needed toconnect Splitters to the Owest network. One (1) ITP wil carry both voice and data traffc from the COSMICTM/MDF Loop termination, to an appropriate ICDF. From this frame, one (1) tie cable wil carry both voice and data traffc to the Splitter located in CLEC's Collocation area. The voice and data traffc wil be separated at the Spliter. The data traffc wil be routed to CLEC's network within its Collocation area. The voice traffic wil be routed to the COSMICTM/MDF Switch termination, via the ICDF, using a second tie cable and a second ITP. 8.2.1.34.5 Interconnection Tie Pairs and Tie Cables. There are two (2) types of ITP arrangements for connecting the Owest network to the CLEC August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Templte, June 23, 2008 95 Section 8 Collocation provided Splitter, depending on whether CLEC elects to use an ICDF or direct connections. 8.2.1.34.5.1 CLEC may elect to use an ICDF. In this instance, one (1) ITP carries the combined voice/data signal from the COSMICTM/MDF Loop termination to the ICDF and a second ITP carries the voice only signal from the ICDF to the COSMICTM/MDF Switch termination. For each Shared Loop, two (2) pairs of the tie cable must be used: one (1) pair of the tie cable wil carry the voice/data from the ICDF to the CLEC provided Splitter, and the second pair will carry the voice-only signal from the CLEC provided Splitter to the ICDF. 8.2.1.34.5.2 CLEC may elect to use direct connections between the CLEC-provided Splitter and the COSMICTM/MDF. In this instance, Owest wil provide one (1 ) tie cable between each module of the COSMICTM/MDF and the CLEC-provided Splitter. One (1) pair in the tie cable wil carry the combined voice/data signal from the COSMICTM/MDF Loop termination to the CLEC-provided Splitter in CLEC's Collocation space. A second pair in the tie cable wil carry the voice-only signal from the CLEC-provided Splitter to the Switch termination on the COSMICTM/MDF. These tie cables wil be dedicated to CLEC's use, and, as a result, the full cost of the necessary Mechanized Engineering and Layout, for Distributing Frame (MELDTM) run, cable placement, and cable termination, and associated COSMICTM/MDF hardware to terminate a tie cable on each outside plant and Switch equipment module of the COSMICTM/MDF wil be assessed to CLEC in accordance with Section 8 (Collocation). To minimize CLEC's cost, to the extent feasible, Owest shall consolidate CLEC's requirements with the requirements of Owest and other CLECs into a single MELDTM run whenever feasible. Costs of such consolidated MELDTM runs shall be prorated among the parties, including Owest. Owest wil provide, for each Shared Loop, the tie cable pair assignments. 8.2.1.34.6 The Demarcation Points between Owests network and CLEC's network wil be the place where the combined voice and data Loop is connected to the ICDF, or where CLEC chooses a direct connection to the COSMICTM/MDF, where the combined voice and data Loop originates from CLEC's Collocation. 8.2.1.35 Collocation Joint Inventory Visit. Collocation Joint Inventory Visit allows CLEC to request a comprehensive visit with Owest at an existing Central Offce Collocation site. The purpose of this Joint Inventory Visit is to review space, power, terminations, synchronization, administrative lines, virtual equipment, common area splitter, AC outlets, and to verify bilable rate elements versus actual billing. 8.2.1.35.1 There wil be no time allocated during the visit for testing or repairing items identified. The Joint Inventory Visit Process excludes physical review of the Entrance Facility POI location. Inventory wil be documented and any deviations identified on a "Collocation-Joint Inventory Visit Form." This form wil become the basis for a follow-up corrective action plan based on mutual agreement. A copy wil be provided to CLEC prior to the wrap-up conference calL. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23,2008 96 Section 8 Colloction 8.2.1.35.2 Joint Inventory Visit is available for any Central Office premise type of Collocation. 8.2.1.35.3 Joint Inventory Visit quotation wil be communicated from the Qwest Collocation Project Management Center (CPMC) via email to CLEC and followed by an invoice requiring 100% payment. Quotations are sustainable upon receipt, since the shortened timeframe requires immediate processing by Qwest. 8.2.1.35.4 The visits wil be conducted during normal business hours defined as: Monday through Friday from 8 am to 5 pm local time excluding Qwest recognized holidays. 8.2.1.35.5 The Qwest employee conducting the visit wil be a knowledgeable management employee. The Qwest representative wil be identified by a State Interconnect Manager (SICM). 8.2.1.35.6 The overall process for a Collocation Joint Inventory Visit wil be sixt (60) Days from receipt of a valid and complete application to completion of the Joint Inventory Visit, subject to scheduling availabilty of both Qwest and the CLEC. 8.2.1.35.7 A maximum of two scheduling visits wil be planned subject to a minimum fort-eight (48) hour cancellation policy. Any cancellation less than fort-eight (48) hours prior to the scheduled Joint Inventory Visit time or failure to conduct the visit by CLEC wil result in CLEC being biled and no deliverables received. 8.2.1.35.8 CLEC must submit a "Joint Inventory Visit Application" to order a Colloction Joint Inventory Visit. The Joint Inventory Visit Application is available at http://ww.gwest.com/wholesale/pcatlcollocation.html#imp. 8.2.1.35.9 Each site requested wil require a separate application form. This is defined as each eleven digit CLLI code location. 8.2.1.35.10 CLEC wil receive an email acknowledgment of the application receipt and validation or feedback on any information requiring clarification within one (1) business day. 8.2.2 Terms and Conditions - Virtual Collocation 8.2.2.1 Qwest is responsible for installng, maintaining, and repairing virtually collocated equipment for the purpose of Interconnection or to access UNEs, ancilary and Finished Services. When providing Virtual Collocation, Qwest shall install, maintain, and repair collocated equipment within the same time periods and with failure rates that are no greater than those that apply to the performance of similar functions for comparable equipment of Qwest. 8.2.2.2 CLEC wil not have physical access to the virtually collocated equipment in the Qwest Premises. However, CLEC wil have physical access to the Demarcation Point in the Qwest Premises. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-D003 Owest Fourteen State Negotiations Template, June 23, 2008 97 Section 8 Collocation 8.2.2.3 CLEC wil be responsible for obtaining and providing to Owest administrative codes (e.g., common language codes) for all equipment provided by CLEC and installed in Owest Premises. 8.2.2.4 CLEC shall ensure that upon receipt of CLEC's virtually collocated equipment by Owest, all warranties and access to ongoing technical support are passed through to Owest at CLEC's expense. CLEC shall advise the manufacturer and seller of the virtually collocated equipment that CLEC's equipment wil be possessed, installed and maintained by Owest. 8.2.2.5 CLEC's virtually collocated equipment must comply with Teleordia Network Equipment Building System (NEBS) Level 1 safety standards and any statutory (local, state or federal) and/or regulatory requirements in effect at the time of equipment installation or that subsequently become effective. CLEC shall provide Owest interface specifications (e.g., electrical, functional, physical and softare) of CLEC's virtually collocated equipment. Such safety and engineering standards shall apply to CLEC equipment only to the degree that they apply to Owest equipment located in Owests Premises. 8.2.2.6 CLEC must specify all softare options and associated plug-ins for its virtually collocated equipment. 8.2.2.7 CLEC wil be responsible for payment of Owests initial direct training charges associated with training Owest employees for the maintenance, operation and installation of CLEC's virtually collocated equipment when such equipment is different than the standard equipment used by Owest in that Premises. This includes per diem charges (Le., expenses based upon effective Owest labor agreements), travel and lodging incurred by Owest employees attending a vendor-provided training course. 8.2.2.8 CLEC wil be responsible for payment of reasonable charges incurred in the maintenance and/or repair of CLEC's virtually collocated equipment in accordance with this Agreement, unless otherwise agreed by the Parties. Notwithstanding the foregoing, CLEC shall not be responsible for any costs or charges incurred in the maintenance and/or repair of CLEC's virtually collocated equipment where such costs or charges result from Owests fault or negligence. 8.2.3 Terms and Conditions - Caged and Cage less Physical Collocation 8.2.3.1 Owest shall provide Caged and Cage less Physical Collocation to CLEC for access to UNEs and ancilary services and Interconnection, except that Owest may provide Virtual Collocation if Owest demonstrates to the Commission that Physical Collocation is not practical for technical reasons or because of space limitations, as provided in Section 251 (c)(6) of the Act. 8.2.3.2 Physical Collocation is offered in Premises on a space-available, first come, first-served basis. 8.2.3.3 Intentionally Left Blank. 8.2.3.4 Owest wil design the floor space in the most effcient manner possible within each Premises that wil constitute CLEC's leased space. CLEC will, in August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 98 Section 8 Collocation accordance with the other terms and conditions of this Section, have access to its leased space. 8.2.3.5 When Owest construct the collocated space, Owest wil ensure that the necessary construction work (e.g., racking, ducting and caging for Caged Physical Collocation) is performed pursuant to Owest Technical Publication 77350, including all construction of CLEC's leased physical space and the riser from the vault to the leased physical space. 8.2.3.6 Generally, CLEC owns or leases and is responsible for the installation, maintenance and repair of its equipment located within the physically collocated space leased from Owest. One exception is the Bay itself. 8.2.3.6.1 This Section allows CLEC to request Owest to procure and install necessary equipment bay infrastructure for CLEC. CLEC agrees to provide Owest with all bay specifications needed to procure the proper bay. 8.2.3.6.2 Upon receipt of a complete Collocation Application where the CLEC has requested that Owest procure and install the Cageless bay infrastructure, Owest wil review the bay specifications provided on the Application. Withjn three (3) Days of validation of the application, Owest wil contact CLEC with any questions. 8.2.3.6.3 If Collocation Entrance Facilities and space are available, Owest wil develop a price quotation within twenty-five (25) Days of completion of the feasibility study. Price quotations wil be honored for thirt (30) Days from the date the quotation is provided. During this period the Collocation Entrance Facility and space are reserved pending CLEC's Acceptance of the quoted charges. 8.2.3.6.4 Within thirty (30) Days of receipt of the quotation, CLEe must submit Acceptance with 50% payment of the nonrecurring charges or acknowledge non-Acceptance of the quoted charges. 8.2.3.6.5 Upon receipt of Accptance and 50% payment of the quoted nonrecurring charges, Owest wil procure and install the equipment bay on behalf of CLEC. The equipment bay installation wil be completed with the Standard Installation Intervals listed in this Agreement. 8.2.3.6.6 Upon completion of the Equipment Bay installation, CLEC assumes ownership of the Equipment Bay and is responsible for removal of the bay upon Decommissioning of the site. Equipment includes all CLEC owned electronic equipment, equipment racks, mounting hardware, and CLEC supplied cable (including direct CLEC-to-CLEC cables). 8.2.3.7 Owest shall permit CLEe to commence installation of its equipment prior to completion of Owests work on the remaining Collocation infrastructure, at no additional charge to CLEC. Such "early accss" date wil be negotiated by Owest and CLEC on a site specific basis. In order to obtain early access, CLEC must pay eighty percent (80%) of the remaining fift percent (50%) of the quoted nonrecurring charges before early access is granted, leaving a holdback of ten percent (10%) of the originally August 8, 2008/kcd/Greenfly NetworkslID/CDS-080806-u03 Qwest Fourteen State Negotiations Template, June 23, 2008 99 Section 8 Collocation quoted nonrecurring charges. All appropriate (i.e., space and cable racking) recurring charges wil begin on a negotiated date. The enclosure for Caged Physical Collocation must be complete before early access is granted. Such early access by CLEC shall not interfere with the work remaining to be performed by Qwest. 8.2.3.8 Upon completion of the construction of the Collocation project, Qwest will work cooperatively with CLEC in matters of joint testing and maintenance. 8.2.3.9 If, during installation, Qwest determines CLEC activities or equipment do not comply with the NEBS Level 1 safety standards listed in this Section or are in violation of any Applicable Laws or regulations all equally applied to Qwest, Qwest has the right to stop all installation work until the situation is remedied. Qwest shall provide written notice of the non-compliance to CLEC and such notice wil include: (1) identification of the specific equipment and/or installation not in compliance; (2) the NEBS 1 safety requirement that is not met by the equipment and/or installation; (3) the basis for concluding that CLEC's equipment and/or installation does not meet the safety requirement; and (4) a list of all equipment that Qwest locates at the Premises in question, together with an affdavit attesting that all of that equipment meets or exceeds the safety standard that Qwest contends CLEC's equipment fails to meet. If such conditions pose an immediate threat to the safety of Qwest employees, interfere with the performance of Qwests service obligations, or pose an immediate threat to the physical integrity of the conduit system, cable facilties or other equipment in the Premises, Qwest may perform such work and/or take action as is necessary to correct the condition at CLEC's expense. In the event that CLEC disputes any action Qwest seeks to take or has taken pursuant to this provision, CLEC may pursue immediate resolution by the Commission or a court of competent jurisdiction. 8.2.3.10 All equipment placed wil be subject to random safety audits conducted by Qwest. These audits wil determine whether the equipment meets the NEBS Level 1 safety standards required by this Agreement. CLEC wil be notified of the results of this audit. If, at any time, pursuant to a random audit or otherwise, Qwest determines that the equipment or the installation does not meet the NEBS standards described in Section 8.2.1.8, CLEC wil be responsible for the costs associated with the removal, modification to, or installation of the equipment to bring it into compliance. Qwest shall provide written notice of the non-compliance to CLEC, and such notice wil include: (1) identification of the specific equipment and/or installation not in compliance; (2) the NEBS 1 safety requirement that is not met by the equipment and/or installation; (3) the basis for concluding that CLEC's equipment and/or installation does not meet the safety requirement; and (4) a list of all equipment that Qwest locates at the Premises in question, together with an affidavit attesting that all of that equipment meets or exceeds the safety standard that Qwest contends CLEC's equipment fails to meet. If CLEC fails to correct any non-compliance within fifteen (15) Days of written notice of non- compliance, or if such non-compliance cannot be corrected within fifteen (15) Days of written notice of non-compliance, and if CLEC fails to take all appropriate steps to correct any non-compliance as soon as reasonably possible, Qwest may pursue immediate resolution by the Commission or a court of competent jurisdiction. If there is an immediate threat to the safety of Qwest employees, or an immediate threat to the physical integrity of the conduit system, cable facilities, or other equipment in the Premises, Qwest may perform such work and/or take such action. as is necessary to correct the condition at CLEC's expense. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 100 Secion 8 Colloction 8.2.3.11 Owest shall provide basic telephone service with a connection jack at the request of CLEC for Caged or Cageless Physical Collocation space. Upon CLEC's request, this service shall be available per standard Owest business service Provisioning processes and rates. 8.2.3.12 For Caged Physical Collocation, CLEC's leased floor space wil be separated from other CLECs and Owest space through a cage enclosure. Owest wil construct the cage enclosure or CLEC may choose from Owest approved contractors or may use another vendor of CLEC's own choosing, subject to Owests approval which may not be unreasonably withheld, to construct the cage enclosure. All CLEC equipment placed wil meet NEBS Level 1 safety standards, and wil comply with any local, state, or federal regulatory requirements in effect at the time of equipment installation or that subsequently become effective. 8.2.3.13 For Cageless Physical Collocation in a Wire Center, the minimum square footage is nine (9) square feet per bay (however, if smaller bays are or become available, Owest wil reduce the minimum square footage accordingly). Requests for multiple bay space wil be provided in adjacent bays where possible. When contiguous space is not available, bays may be commingled with other CLECs' equipment bays. CLEC may request, through the Owest Space Reclamation Policy, a price quotation to rearrange Owest equipment to provide CLEC with adjacent space. 8.2.4 Transmission Facilty Access to Collocation Space 8.2.4.1 For Virtual or Physical Collocation, CLEC may select from four (4) optional methods for facility access to its Colloction space. They include: 1) fiber Entrance Facilties, 2) purchasing private line or Access Services, 3) Unbundled Network Elements, and 4) microwave Entrance Facilities. Other Entrance Facility technologies may be requested through the BFR process. 8.2.4.2 Collocation Fiber Entrance Facilities. Owest offers three (3) Fiber Collocation Entrance Facility options - Standard Fiber Entrance Facility, Cross Connect Fiber Entrance Facilty, and Express Fiber Entrance Facilities. These options apply to Caged and Cageless Physical Collocation and Virtual Collocation. Fiber Entrance Facilities provide the connectivity between CLEC's collocated equipment within the Owest Wire Center and a Collocation Point of Interconnection (C-POI) outside the Owest Wire Center where CLEC shall terminate its fiber-optic facilty, except the Express Fiber Entrance Facilties. 8.2.4.3 CLEC is responsible for providing its own fiber facilities to the C-POI outside Owests Wire Center. Owest wil extend the fiber cable from the C-POI to a Fiber Distribution Panel (FDP). Additional fiber, conduit and associated riser structure will then be provided by Owest from the FDP to continue the run to CLEC's leased Collocation space (Caged or Cageless Physical Collocation) or CLEC's equipment (Virtual Collocation). The Owest-provided facilty from the C-POI to the leased Collocation space (Physical Collocation) or CLEC equipment (Virtual Collocation) shall be considered the Collocation Fiber Entrance Facility. The preceding provisions do not apply to an Express Fiber Entrance Facilty which provides that CLEC fiber wil be pulled to CLEC Collocation equipment without splices or termination on an FDP. 8.2.4.3.1 Standard Fiber Entrance Facility - The standard fiber Entrance August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template. June 23,2008 101 Section 8 Collocation Facility provides fiber connectivity between CLEC's fiber facilities delivered to the C-POI and CLEC's Collocation space in increments of twelve (12) fibers. CLEC's fiber cable is spliced into a Owest-provided shared fiber entrance cable that consists of six (6) buffer tubes containing twelve (12) fibers each for a seventy- two (72) fiber cable. The seventy-two (72) fiber cable shall be terminated on a Fiber Distribution Panel (FOP). A twelve (12) fiber Interconnection cable is placed between CLEC's Collocation space and the FOP. The FOP provides Owest with test access and a connection point between the transport fiber and CLEC's Interconnection cable. 8.2.4.3.2 Cross Connect Fiber Entrance Facility - The cross connect fiber Entrance Facility provides fiber connectivity between CLEC's fiber facilties delivered to a C-POI and multiple locations within the Owest Wire Center. CLEC's fiber cable is spliced into a Owest-provided shared fiber entrance cable in twelve (12) fiber increments. The Owest fiber cable consists of six (6) buffer tubes containing nvelve (12) fibers each for a seventy-two (72) fiber cable. The seventy-two (72) fiber cable terminates in a fiber distribution paneL. This fiber distribution panel provides test access and flexibility for Cross Connection to a second fiber distribution paneL. Fiber Interconnection cables in four (4) and twelve (12) fiber options connect the second fiber distribution panel and equipment locations in the Owest Wire Center. This option has the ability to serve multiple locations or pieces of equipment within the Owest Wire Center. This option provides maximum flexibility in distributing fibers within the Wire Center and readily supports Virtual and Cageless Physical Collocation and multiple CLEC locations in the offce. This option also supports transitions from one (1) form of Collocation to another. 8.2.4.3.3 Express Fiber Entrance Facility - Owest wil place CLEC- provided fiber cable from the C-POI directly to CLEC's Collocation space. The fiber cable placed in the Wire Center must meet NEBS Level 1 fire rating requirements. If CLEC provided cable does not meet NEBS Level 1 fire rating requirements then a transition splice wil occur in the cable vault to insure that the cable within the Owest Wire Center meets requirements. This option will not be available if there is only one (1) conduit with two (2) unused innerducts (one (1) for emergency restoral and one for a shared entrance cable). 8.2.4.4 Owest wil designate the location of the C-POI for Virtual, Caged Physical or Cage less Physical Collocation arrangements. 8.2.4.5 The Collocation Entrance Facility is assumed to be fiber optic cable and meets industry standards (GR. 20 Core). Metallc sheath cable is not considered a standard Collocation Entrance Facility. Requests for non-standard entrances wil be considered through the BFR process described in the Bona Fide Request Process Section of this Agreement. All costs and Provisioning intervals for non-standard entrances wil be developed on an Individual Case Basis. 8.2.4.6 Owest shall provide an Interconnection point or points, physically accessible by both Owest and CLEC, at which the fiber optic cable carrying CLEC's circuits can enter Owests Wire Center, provided that Owest shall designate Interconnection points as close as reasonably possible to its Premises. Qwest shall offer at least two (2) such Interconnection points at each Owest Wire Center when at . August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 102 Section 8 Collocation least two (2) entry points pre-exist and duct space is available. Qwest wil not initiate construction of a second, separate Collocation Entrance Facilty solely for Collocation. If Qwest requires the construction of a new Collocation Entrance Facility for its own use, then the needs of CLEC wil also be taken into consideration. 8.2.4.7 As an alternative to the Fiber Entrance Facilities described above, CLEC may purchase Qwest Tariffed or cataloged Private Line or Switched Access Services. 8.2.4.8 As an alternative to the Fiber Entrance Facilities described above, CLEC may purchase unbundled dedicated interoffce transport. 8.2.4.9 Microwave Entrance Facilities. Qwest offers Microwave Entrance Facilities, on Premises owned or controlled by Qwest, to access CLEC transmission equipment collocated on or inside the Qwest Premises. The rooftop, duct, conduit, and riser cable space for Microwave Entrance Facilties is available on a first-come, first- served basis, where Technically Feasible. GLEG may place its microwave antenna on a Qwest owned or controlled existing tower, building, or supporting structure, where space is available, or GLEC may construct such tower or supporting structure, if necessary and if there is suffcient space and the building structure is not jeopardized. Such microwave equipment wil be limited to that which is necessary for Interconnection to Qwests network or access to Qwests Unbundled Network Elements. 8.2.4.9.1 Qwest wil jointly coordinate and plan with GLEG for the placement and location of the microwave equipment on a non-penetrating roof mount, or an existing tower or supporting structure on the exterior of a Qwest Premises. The method of placing GLEC microwave equipment shall be mutually agreed upon. Tower space or building roof space that allows for unobstructed line-of-sight wil be provided by Qwest where Technically Feasible. A weather proof cable entry hatch or an existing wave-guide hatch or other suitable entrance into the building is required. If space is available, GLEC may use an existing cable entry hatch or a new cable entry hatch wil need to be constructed. The cable entry hatch charges are on a per port used basis. 8.2.4.9.2 CLEC ,can perform the determination of line-of-sight feasibilty or structural analysis or CLEG can request that Qwest perform either of these functions. CLEC wil submit a Microwave Entrance Facilty Application for each antenna arrangement and each Qwest Premises requested. A site visit wil include appropriate Qwest and GLEC personnel for the purpose of determining whether an unobstructed line-of-sight is Technically Feasible and structural analysis of the building. The site visit wil take place within fifteen (15) Days, or as soon thereafter as can be scheduled by the Parties, of receipt by Qwest of GLEC's Microwave Entrance Facility Application. If GLEG performs the structural analysis or line-of-sight feasibility, it shall submit a response regarding its analysis to Qwest and Qwest wil only bil for an escort fee per site requested. If either Part disputes the technical feasibilty, space availability, or other conditions proposed by Qwest, the Parties wil promptly petition the Commission for resolution of the dispute. 8.2.4.9.3 If Qwest performs the feasibilty analysis, a response wil be provided to CLEG within thirty (30) Days of the site visit with the structural analysis and line-of-sight feasibilty. If the site visit determines that unobstructed August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 103 Section 8 Colloction line-of-sight and placement of the microwave equipment are not Technically Feasible, CLEC wil be biled only for the site visit. If the site visit determines that the placement of microwave equipment is Technically Feasible, Qwest wil provide a quotation for the Microwave Entrance Facilty with the quotation for the submitted Collocation Application. If CLEC does not submit a Collocation Application for the Premises within thirt (30) Days following the completion of the line-of-sight and structural feasibility analysis or CLEC subsequently cancels the Collocation Application, CLEC wil be biled for the site visit. 8.2.4.9.4 CLEC must obtain all necessary variances, licenses, approvals and authorizations from governmental agencies with jurisdiction, such as use permits, building permits, FCC licenses and FAA approval, if required, to construct, operate and maintain CLEC's facilities. If Qwests assistance is required in order for CLEC to obtain necessary licenses or permits, Qwest wil not unreasonably withhold such assistance. CLEC wil pay all expenses associated with that assistance on a time and materials basis. 8.2.4.9.5 CLEC is responsible for the engineering, purchasing, supplying, installing, maintaining, repairing and servicing of its microwave specific equipment. CLEC shall provide the cable from the radio frequency (RF) equipment to the building cable entry hatch. However, CLEC is not permitted to penetrate the building exterior wall or roof. Qwest wil do all building penetration and Qwest wil install the coaxial cable or wave-guide/transmission facility from the cable entry hatch to CLEC's Collocation space within the interval, as set forth in Section 8.4, for the type of Collocation requested by CLEC. CLEC facilities shall not physically, electronically, or inductively interfere with the existing Qwest or other CLECs' equipment. Each transmitter individually and all transmitters collectively, for Qwest, Qwest Affliates and CLECs, at a given location shall comply with appropriate federal, state, and local regulations governing the safe levels of RF radiation. 8.2.4.9.6 Upon expiration or termination of the Collocation arrangement or the Microwave Entrance Facility, CLEC shall return the antenna space to its original condition. CLEC shall repair any damages caused by removal of its microwave equipment, or by the use, operation or placement of its microwave equipment on the Premises. If CLEC performs the foregoing, Qwest shall impose no charges on CLEC for such work. In the event CLEC fails to remove its microwave equipment, CLEC shall be liable to Qwest for all reasonable costs of removal, restoration of the propert, storage, and transportation to CLEC of such microwave equipment incurred by Qwest. 8.2.5 Terms and Conditions - ICDF Collocation 8.2.5.1 Interconnection Distribution Frame (ICDF) Collocation is available if CLEC has not obtained Caged or Cageless Physical Collocation, but requires access to Qwests Wire Center for combining Unbundled Network Elements, Finished Services, including local Interconnection trunks, and ancilary services. ICDF Collocation provides CLEC with access to the Interconnection Distribution Frame, where Qwest wil terminate the Unbundled Network Elements, Finished Services and ancilary services ordered by CLEC. CLEC may combine such services by running a jumper on the ICDF, in accordance with Section 8.2.5.3. CLEC access to the ICDF wil be on the same terms August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 104 Section 8 Colloction and conditions described for other types of Collocation in this Section. There are multiple frames that could be used for ICDF Collocation including, but not limited to, the following: a) existing Interconnection Distribution Frame (ICDF); b) existing DSX panels for DS1 and DS3 services; c) new Interconnection Distribution Frame; d) existing toll frame; e) fiber distribution panel; and, f) existing intermediate frame. Qwest-provided combinations in accordance with Sections 9.1 and 9.23.3.7 are not provided by Qwest in ClEC's ICDF Collocation space. 8.2.5.2 All Qwest terminations on the Interconnection Distribution Frame wil be given a frame address. Qwest wil establish and maintain frame address records for Qwest terminations. Qwest wil maintain assignment records for each Unbundled Network Element, Finished Service, and ancilary service ordered by ClEC that is terminated on the Interconnection Distribution Frame. Qwest wil provide CLEC with the frame assignments for each Unbundled Network Element, Finished Service, and ancilary service terminated on the ICDF. 8.2.5.3 CLEC wil be required to place the jumper connection between frame addresses to connect Unbundled Loops, ancilary and Finished Services. CLEC wil be required to maintain the records for CLEC-provided jumpers. 8.2.5.4 Intentionally Left Blank. 8.2.6 Terms and Conditions - Adjacent Collocation and Adjacent Remote Collocation 8.2.6.1 CLEC may request Adjacent Collocation and Adjacent Remote Collocation in an existing Qwest controlled environmental vault, controlled environmental hut, or similar structures on or under Qwest owned, leased or otherwise controlled property contiguous to a Qwest Premises, to the extent Technically Feasible. Adjacent Collocation in an existing structure shall be ordered as Physical Collocation. Adjacent Remote Collocation in an existing structure shall be ordered as Remote Collocation. 8.2.6.1.1 Alternatively, if no such structure described above exists, CLEC may choose to construct or procure a structure to place on or under Qwest owned, leased or otherwise controlled property contiguous to a Qwest Premises. Such adjacent structure shall be in accordance with Qwests design and space planning for the site. ClEC may propose the design for the adjacent structure, subject to Qwests approval. Qwest wil review the building and property plans for the new structure within thirt (30) Days. 8.2.6.1.2 ClEC shall own such structure, subject to a reasonable ground space lease. If CLEC terminates its Adjacent Collocation space, Qwest shall have the right of first refusal to such structure under terms to be mutually agreed upon by the Parties. In the event Qwest declines to take the structure or terms cannot be agreed upon, CLEC may transfer such structure to another ClEC for use for Interconnection and or access to UNEs. Transfer to another CLEC shall be subject to Qwests approval, which approval shall not be unreasonably withheld. If no transfer of ownership occurs, CLEC is responsible for removal of the structure and returning the property to its original condition. 8.2.6.2 Qwest shall provide written authorization for use of Qwests propert to CLEC or CLEC's contractor, to the extent that Qwest owns or controls such propert, to ~\ August 8, 2008/kcd/Greenfly Networks/lD/CDS-08080-o003 Owest Fourteen State Negotiations Template, June 23, 2008 105 Section 8 Colloction assist CLEC in obtaining any building permits or other approvals that may be necessary to construct the facilty. CLEC is responsible for construction of the structure or procurement of an existing structure. CLEC is responsible for meeting all State and municipal building and zoning requirements. As participants in utility easements and public/private rights of way arrangements, CLEC and Qwest are each responsible for insuring their respective facilties information (housing locations, cable paths, etc.) is communicated to OneCall/Blue Stakes-type entities, as appropriate. 8.2.6.3 facilities. Qwest wil provide power and all other Physical Collocation services and 8.2.6.4 Upon request, Qwest wil evaluate all parking or other spaces outside the Qwest Premises on Qwest property that can be reasonably made available to CLEC for Adjacent Collocation. Qwest will retain a reasonable amount of parking space for Qwest technicians or other vehicles, including CLEC's. Space below a hoisting area wil not be relinquished for Collocation space. 8.2.6.5 If Physical Collocation space becomes available in a previously exhausted Qwest structure, Qwest shall not require CLEC to move, or prohibit CLEC from moving its Collocation arrangement into the Qwest structure. Instead, Qwest shall continue to allow CLEC to collocate in any adjacent controlled environmental vault, controlled environmental hut, or similar structure. 8.2.7 Terms and Conditions - Remote Collocation 8.2.7.1 Remote Collocation allows CLEC to collocate in a Qwest Remote Premises that is located remotely from a Qwest Wire Center building property. Such Remote Premises include controlled environmental vaults, controlled environmental huts, cabinets, pedestals and other Remote Terminals. 8.2.7.2 The terms and conditions for Physical Collocation or Virtual Collocation shall apply to Remote Collocation as appropriate to the specific Remote Premises structure and subject to technical feasibility (e.g., Section 8.2.3.11 and Section 8.2.4 would not apply), or if appropriate, Adjacent Collocation as set forth above. Space wil be offered in increments appropriate to the Remote Premises structure (i.e., shelf, relay rack, etc.). 8.2.8 Terms and Conditions - Facility Connected (FC) Collocation 8.2.8.1 Facility Connected (FC) Collocation provides access via an Entrance Facility if CLEC does not need to collocate equipment in the Wire Center but requires access for Interconnection or access to UNEs, ancillary services and Finished Services. CLEC wil submit its order using the FC Collocation Application. FC Colloction is provided on a termination block or termination panel within the designated Wire Center. Qwest will engineer, provision, maintain and repair all services to the FC Collocation. CLEC does not have physical access to the FC Collocation. 8.2.8.2 Qwest wil perform the installation of services to the block or panel termination point indicated by CLEC on its orders, LSRs or ASRs, based on the connecting facilty assignments (CFAs) from CLEC's alternative point of termination (APOT) form. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 106 Section 8 Colloction 8.2.8.3 FC Collocation is available with the following configurations: 8.2.8.3.1 Copper Entrance Facility for termination and Cross Connection to appropriate Digital Service Level 0 (DSO) and Digital Service Level 1 (DS1) UNE services. If utilized for DS1 UNEs, CLEC must transmit a Trunk Level 1 (T1) templated signal over the copper facilit. DS1 copper Entrance Facilties wil be wired to a DS1 offce repeater to remove line voltage before terminating on the DSX paneL. Qwest wil install and charge for this line voltage isolation equipment. 8.2.8.3.2 Fiber Entrance Facility termination and Cross Connection. 8.2.8.3.3 Other levels of serviæ such as Digital Service Level 3 (DS3) or DS1 utilizing fiber are available via the Bona Fide Request (BFR). 8.2.8.4 Protection for lightning or voltage is required for copper Entrance Facilties and wil require protection units (i.e., line voltage isolation equipment) on standard connector blocks on the distribution frame. Qwest wil engineer and install this protection. All copper cables must come through a cable vault and have grounded/bonded sheaths. 8.2.8.5 CLEC is responsible for providing an Entrance Facility to the Qwest designated Collocation Point of lntenace (C-POI). 8.2.8.6 All Qwest terminations on the termination frame or panel wil be given a frame address. Qwest wil maintain frame or panel address records for Qwest terminations. CLEC wil maintain its CFA records. 8.2.9 Terms and Conditions - Common Area Splitter Collocation 8.2.9.1 If CLEC elects to have Splitters installed in Qwest Wire Centers via Common Area Splitter Collocation, the Splitters wil be installed in those Wire Centers in one (1) of the following locations: (a) in a relay rack as close to CLEC's DSO termination points as possible; (b) on an ICDF to the extent such a frame is available; or (c) where options (a) and (b) are not available, or, in Wire Centers with network access line counts of less than 10,000, on the COSMICTM/MDF or in some other appropriate location such as an existing Qwest relay rack or bay. In Wire Centers with access line counts greater than 10,000, when all common area Splitter bays and racks are fully utilzed, space permitting, Qwest wil allow CLEC to place Splitters on the COSMICTM/MDF. CLEC either may purchase Splitters or have Qwest purchase the Splitters subject to full reimbursement of the cost of the Splitters plus any pass through actual vendor invoice costs, including but not limited to taxes, shipping and handling. The Splitters must meet the requirements for Central Offce equipment Collocation set by the FCC. Qwest wil be responsible for installng and maintaining the Splitters, but CLEC wil lease the Splitters to Qwest at no cost. Qwest may commingle the Splitter shelves of different CLECs in a single relay rack or bay. Qwest wil not be responsible for shortages of Splitters or Qwests inabilty to obtain Splitters from vendors, if acting as purchasing agent on behalf ofCLEC. 8.2.9.2 Two (2) ITPs and four (4) tie cables wil be needed to connect the Splitters to the Qwest network. One (1) ITP wil carry both voice and data traffc from the August 8; 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 107 Section 8 Colloction COSMICTM/MDF Loop termination, to an appropriate ICDF. From this frame, one (1) tie cable wil carry both voice and data traffc to the Splitter. The voice and data traffc wil be separated at the Splitter, and the separated voice and data traffc wil be routed to the ICDF via separate tie cables (i.e., the second and third tie cables). At the ICDF, the data traffc wil be routed to CLEC's Collocation area via à fourth tie cable, and the voice traffc wil be routed to the COSMICTM/MDF Switch termination, via a second ITP. CLEC can also elect a direct connect option pursuant to Section 8.3.1.11.2. 8.2.9.3 Owest wil provide the cabling used for tie cables between the Splitter and the ICDF. The Splitter Tie Cable Connection Charge wil apply. 8.2.9.4 The Demarcation Point between Owests network and CLEC's network wil be at the place where the data Loop leaves the Splitter on its way to CLEe's collocated equipment, or at the ICDF, where the data port is cabled to existing CLEC Collocation tie cable. 8.2.9.5 New Splitter shelves may be ordered at the same time as a new Collocation on a single Collocation Application form and a single order processing charge wil apply. New Splitter shelves may be ordered with an existing Collocation by submitting a new Collocation Application and the applicable fee. Standard intervals as contained in Exhibit C wil apply. 8.2.9.6 Splitter Deployment 8.2.9.6.1 New applications for installation of Splitters wil be processed in the manner outlined in the Collocation Section for Cage less Collocation. 8.2.9.6.2 CLEC may submit applications for additional DSO tie cable terminations and/or reclassification to support UNE or other services. Owest wil process any such applications for augmentation and/or reclassification of DSO tie cable terminations under intervals as outlned below in this Section. 8.2.9.6.3 Augmentation intervals wil be thirt (30) Days, subject to the following terms and conditions identified below: 8.2.9.6.3.1 The interval for reclassification wil be fifteen (15) Days, subject to the following terms and conditions. If the requested reclassification engineering results in additional requirements for DSO tie cable terminations or tie cable support, the interval wil default to thirt (30) Days. 8.2.9.6.3.2 In the event CLEC, or Owest acting as purchasing agent for CLEC, is unable to procure any equipment needed to complete all work required by applications submitted to Owest by CLEC, including but not limited to, Splitters or cabling, Owest wil install the subject equipment when it becomes available. If Owest is acting as purchasing agent for CLEC and is unable to procure equipment to complete all work in a timely manner, CLEC may provide Owest with the subject equipment. CLEC wil be notified by Owest of the required material on-site date for the affected Wire Center(s) and CLEÇ will have two (2) business days to determine if it wil be able to provide the subject equipment in advance of August 8, 2008/kcd/Greenfly Networks/ID/COS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 108 Section 8 Colloction the material on-site date. If CLEC does not notify Qwest in writing of its intent to provide the subject equipment within this two (2) business day period, or if the subject equipment is not provided in a timely manner, Qwest wil install the subject equipment when available. 8.3 Rate Elements Rate elements for Collocation are included in Exhibit A. 8.3.1 Rate Elements . All Collocation 8.3.1.1 Qwest wil recover Collocation costs through both recurring and nonrecurring charges. The charges are determined by the scope of work to be penormed based on the information provided by CLEC on the Collocation Application. A quotation is then developed by Qwest for the work to be penormed. 8.3.1.2 The following elements as specified in Exhibit A of this Agreement are used to develop a price quotation in support of Collocation: 8.3.1.3 Quotation Preparation Fee. A non-refundable charge for the work required to verify space and develop a price quotation for the total costs to CLEC for its Collocation request. 8.3.1.3.1 Planning and Engineering Fee. Cable Augment Quotation Preparation Fee. A non-refundable nonrecurring charge for the work required to plan, design, engineer, and develop a price quotation for the total costs to CLEC for its Collocation request to augment existing terminations. 8.3.1.4 Collocation Entrance Facility Charge. Provides for the fiber optic cable (in increments of 12 fibers) from the C-POI utilzing Qwest owned, conventional single mode type of fiber optic cable to the collocated equipment (for Virtual Collocation) or to the leased space (for Caged or Cage less Physical Collocation). The Collocation Entrance Facility includes manhole, conduitlinnerduct, placement of conduitlinnerduct, fiber cable, fiber placement, spliæ case, a splice frame, fiber distribution panel, and relay rack. Charges apply per fiber pair. Express Fiber Entrance Facilty does not include fiber cable, splice case, a splice frame or fiber distribution paneL. Microwave Entrance Facilty charges are addressed in 8.3.1.17. 8.3.1.5 Cable Splicing Charge. Represents the labor and equipment to penorm a subsequent splice to CLEC provided fiber optic cable after the initial installation splice. Includes per-setup and per-fiber-spliced rate elements. 8.3.1.6 -48 Volt DC Power Usage Charge. Provides -48 volt DC power to CLEC collocated equipment and is fused at one hundred twenty-five percent (125%) of the request. The -48 volt DC Power Usage Charge applies to the quantity of -48 volt capacity specified by CLEC in its order on a per ampere (amp) basis. There is a one (1) amp minimum charge for -48 volt DC power usage. 8.3.1.6.1 Optional -48 Volt DC Power Usage Charge is available for orders of greater than sixty (60) amps. If CLEC orders Optional DC Power Measurement, Qwest wil initially apply the -48 Volt DC Power Usage Charge August 8, 2008/kcd/Greenfly NetworksIlD/CDS-08080S-0003 Owest Fourteen State Negotiations Template, June 23, 2008 109 Section 8 Collocation from Exhibit A to the quantity of power ordered by CLEC. Owest wil determine the actual usage at the power board as described in Section 8.2.1.30. Owest wil adjust the monthly usage rate based upon the actual usage on a going forward basis. There is a one (1) amp minimum charge for -48 volt DC power usage. 8.3.1.6.2 Power Plant per Amp. Provides plant infrastructure to support the -48 volt DC power to CLEC collocated equipment. Power plant is built to support the amount of DC power usage ordered by CLEC and may be reduced with a power reduction request. 8.3.1.7 AC Power Feed. Recovers the cost of providing for the engineering and installation of wire, conduit and support, breakers and miscellaneous electrical equipment necessary to provide the AC power, with generator backup, to CLEC's space. The AC Power feed is optionaL. The AC Power Feed is available with single or triple phase options. The AC Power Feed is rated on a per foot and per ampere basis. 8.3.1.8 Inspector Labor Charge. Provides for Owest qualified personnel, acting as an inspector, when CLEC requires access to the C-POI after the initial installation. A call-out of an inspector after business hours is subject to a minimum charge of three (3) hours. The minimum call-out charge shall apply when no other employee is present in the location, and an 'off-shift' Owest employee (or contract employee) is required to go 'on-shift' on behalf of CLEC. 8.3.1.9 Intentionally Left Blank. 8.3.1.10 Interconnection Tie Pairs (ITP) are described in the UNE Section, and apply for each Unbundled Network Element, ancillary service or Interconnection service delivered to CLEC. The ITP provides the connection between the Unbundled Network Element, ancillary service or Interconnection service and the Demarcation Point. 8.3.1.11 Collocation Terminations. Terminations are purchased by CLEC for the purpose of accessing Unbundled Network Elements. These terminations may be requested in Shared Access and Direct Connection Configurations. 8.3.1.11.1 Shared Access 8.3.1.11.1.1 In a Shared Access configuration, there are multiple frames that could be designated as an ICDF or an appropriate Demarcation Point including, but not limited to, the following: a) Existing Interconnection Distributing Frame (ICDF) b) Existing DSX Panels for DS 1 and DS3 services c) New Interconnection Distributing Frame d) Existing Toll Frame e) Fiber Distribution Panel f) Existing Intermediate Frame August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 110 Section 8 Colloction 8.3.1.11.1.2 The ICDF is the test access point. It would not be uncommon to find multiple service providers, including Owest, on the ICDF at anyone time. This element includes Owests provided termination blocks or panels and the associated cost for placement of the blocks or panels. Cabling is also required and may be provided by CLEC or at its request, Owest will provide cabling at an additional charge. When Owest provides the cabling, Collocation Block Termination rates wil apply as contained in Exhibit A of this Agreement. When CLEC provides the cabling, Collocation Termination rates, on a per termination basis, wil apply as contained in Exhibit A of this Agreement. When CLEC provides and installs the tie cables, blocks and terminations on the ICDF, no Collocation Termination rates wil apply. 8.3.1.11.2 Direct Connection 8.3.1.11.2.1 Direct Connection provides an uninterrupted path from the Collocation space to an existing frame. This option wil guarantee that there wil not be an ICDF. The connection wil be designed from the Collocation space to the same frame that Owest uses to connect to that specific service. For example, if CLEC wants to connect directly from its Collocation space to a 911 router, the infrastructure for the 911 trunks wil terminate in a DS 1 bay location with the 911-router circuits. There are several options for the location of the Demarcation Point. CLEC wil select its desired option via the Direct Connection Collocation Application. If CLEC chooses a demarcation inside the Collocation space, CLEC should order and install the termination equipment itself. Demarcation equipment must be noted on the order form so that a CLLI code and unique tie cable assignments can be generated for systems flow through. If CLEC chooses a demarcation outside its Collocation space, Owest wil maintain and inventory this device. Direct terminations may be ordered where frame space is available. If frame space is exhausted the terminations may need to be made at another frame. Upon completion of the pre-provisioning of the Direct Connection, CLEC wil receive an Alternate Point of Termination (A POT) form so that it may order Finished Services and UNEs. CLEC wil be responsible for augmenting terminations as required. The Direct Connection APOT information must be provided on the ASR or LSR to insure that the services are designed tn the dedicated path. 8.3.1.11.2.2 CLEC's termination point wil require a CLLI code (e.g., Frame Number) and the dedicated tie pairs wil require a unique name to enable automatic assignment through TIRKSTM and SWITCHTM via Carrier Facilities Address (CFA) methods. . 8.3.1.11.2.3 If CLEC wishes to arrange terminations on a 2-wire POTS level cross connect device of the modular type, i.e. COSMICTM Hardware, standard-engineering principles wil apply. Provisioning intervals and costs wil be customized and determined on an Individual Case Basis (ICB). A five (5) year forecast including terminations per quantities wil be required. MELDTM runs wil be required for the initial COSMICTM plan and each subsequent block addition. To minimize August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 111 Section 8 Collocation CLEC's cost, to the extent feasible, Owest shall consolidate CLEC's requirements with the requirements of Owest and other CLECs into a single MELDTM run whenever feasible. Costs of such consolidated MELDTM runs shall be prorated among the parties, including Owest. Minimum .installation requires at least one (1) block for every two (2) outside plant modules. A one-half (12) shelf of block capacity must be reserved for future block space. 8.3.1.11.2.4 Requests for terminations at a DSO, DS1, DS3 and optical level (non-POTS) may also be made directly to the respective frame or panel (Le., toll frame, DSX, FOP, etc.). Direct Connections to these frames do not require MELDTM runs and short jumper engineering principals, as with the COSMICTM frame. However these connections wil require coordination between Owest and CLEC to ensure that the cable is terminated in an existing frame with the service that CLEC is wishing to connect with. Direct Connection is ordered via the supplemental Collocation order form, Direct Connection (DC-POT). Timing, pricing and feasibilty wil be determined on the basis of a specific, in-depth building analysis. Direct Connections are available where available frame space permits. If frame space is exhausted, terminations may need to be made at another frame. Space availability wil be determined during the feasibilty request phase of the order. Rates for Direct Connection Terminations wil be on an ICB basis using rates defined in Exhibit A. 8.3.1.11.3 Terminations must be purchased in the following increments: DSO in blocks of one hundred (100) or per termination; DS1 in increments of twenty-eight (28) or per termination; and DS3 in increments of one (1) coaxial cable termination or fiber in twelve (12) fiber strands (six (6) fiber pairs). 8.3.1.12 Security Charge. This charge applies to the keys/card and card readers required for CLEC access to the Owest Premises for the purpose of Collocation. There are two monthly recurring rate elements associated with Security Access. The first rate element is per access card, per CLEC employee, per month. The second rate element is the number of card accessible premises, per CLEC employee, per month, as included in Exhibit A to this Agreement. 8.3.1.13 Composite Clock/Central Offce Synchronization. Recovers the cost of providing composite clock and/or OS 1 synchronization signals traceable to a stratum one source. CLEC must determine the synchronization requirements for CLEC's equipment and notify Owest of these requirements when ordering the clock signals. Central Office Synchronization is required for Virtual Collocation involving digital services or connections. Synchronization may be required for analog services. Central Offce Synchronization is available where Owest Central Offces are equipped with Building Integrated Timing Supply (BITS). The rate is applied on a per Port basis in accordance with Exhibit A. 8.3.1.14 -48 Volt DC Power Cable Charge. Provides for the transmission of -48 volt DC power to the collocated equipment and is fused at one hundred twenty-five percent (125%) of request. It includes engineering, furnishing and installng the main distribution bay power breaker, associated power cable, cable rack and local power bay to the closest power distribution bay. It also includes the power cable (feeders) A and B August 8, 2008/kcd/Greenfly Networks/ID/CDS~080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 112 Section 8 Colloction from the local power distribution bay to the leased physical space (for Caged or Cageless Physical Collocation) or to the collocated equipment (for Virtual Collocation). It is charged per foot, per A and B feeder. 8.3.1.15 Space Availability Report Charge - Recovers the cost of preparing a Space Availabilty Report in accordance with Section 8.2.1.9.1. 8.3.1.16 CLEC-to-CLEC Connection Charge. Recovers the cost of order processing, design and engineering. Additional charges wil be assessed for Virtual Collocation connections and cable holes, if applicable. There wil be recurring chargesfor cable racking. ' 8.3.1.17 Microwave Entrance Facilty - The charges for Microwave Entrance Facility include the recurring and nonrecurring charges associated with preliminary rooftop engineering and survey analysis, Premises structural analysis and line of sight feasibilty, if performed by Owest; space rental for the rooftop and existing antenna support structure, cable racking, cable, building penetration for cable entry, and other work as required. 8.3.1.18 Joint Testing Charges: The charges for Joint Testing are nonrecurring. Set up and testing charges are based on the virtual collocation maintenance rate specified in Exhibit A. The set up fee has a minimum of one (1) hour per joint testing request at the specified Virtual Collocation maintenance rate, specified in Exhibit A, and a per half-hour charge at the same rate for any time exceeding the one (1) hour for testing. Owest wil not charge for the Joint Testing based on the Joint Testing Owest- caused error rate as described in Section 8.2.1.31.3. 8.3.1.19 DC Power Reduction and Restoration Rates: CLEC wil be charged the applicable nonrecurring Ouote Preparation Fee (OPF) or Engineering and Design Fee to perform the engineering and planning work to process the DC Power Reduction or DC Power Restoration request per Collocation space. Nonrecurring charges associated with the work required to reduce the fuse or breaker size, rewiring the power lead at the power source or relocation of the power feed wil be on an ICB basis. When power is restored, nonrecurring charges wil be assessed on an ICB basis for the work required to restore the power utilzing standard power rate elements for power usage, labor and cabling charges. CLEC wil be charged a nonrecurring charge for moves between the battery distribution fuse board and the power board (for location changes) necessary for DC power reduction/restoration. A recurring power maintenance charge is associated with the option to hold the power infrastructure for a secondary feed for potential future use by CLEC. The recurring charge wil terminate on the date a restoration job completes for the power feed or CLEC returns the fuse position to Owest. If Owest is unable to provide the requested power restoration of the held feed(s) due to exhaustion of power capacity, Owest wil refund all Power Maintenance Charges collected since the reservation was accepted. 8.3.1.20 Collocation Available Inventory Charges. For standard Owest Postings of Collocation Available Inventory, CLEC wil be charged the standard Collocation rates, including the applicable OPF or Engineering and Planning Fee. CLEC wil also be charged for removal of terminations. For Special Sites, assuming CLEC wil be charged a Special Site Assessment Fee instead of the standard OPF, unless CLEC requests an augment to the existing site in its initial Collocation Application, then the standard August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-QOO3 Qwest Fourteen State Negotiations Template, June 23, 2008 113 Section 8 Colloction approved QPF wil be charged as defined in Exhibit A. CLEC ordering a Special Site, in addition to the standard Collocation rates, wil also be charged a nonrecurring Network Systems Administration Fee for the systems and record updates required to transfer the Collocation Site to assuming CLEC and, if a site survey is requested by CLEC, a Site Survey Fee. Any CLEC equipment left in the site wil be transferred to assuming CLEC at no charge. Recurring charges for all products and services wil be charged at rates listed in assuming CLEC Interconnection Agreement without a discount. 8.3.1.21 Collocation Joint Inventory Visit Charges. The pricing for Joint Inventory Visit is a state-specific, nonrecurring charge identified in Exhibit A. 8.3.2 Rate Elements - Virtual Collocation The following rate elements, as specified in Exhibit A, apply uniquely to Virtual Collocation. 8.3.2.1 Maintenance Labor. Provides for the labor necessary for repair of out of service and/or service-affecting conditions and preventative maintenance of CLEC virtually collocated equipment. CLEC is responsible for ordering maintenance spares. Qwest wil perform maintenance and/or repair work upon receipt of the replacement maintenance spare and/or equipment from CLEC. A call-out of a maintenance technician after business hours is subject to a minimum charge of three (3) hours. 8.~.2.2 Training Labor. Provides for the training of Qwest personnel on a metropolitan service area basis provided by the vendor of CLEC's virtually collocated equipment when that equipment is different from Qwest-provided equipment. Qwest wil require three (3) Qwest employees to be trained per metropolitan service area in which CLEC's virtually collocated equipment is located. If, by an act of Qwest, trained employees are relocated, retired, or are no longer available, Qwest wil not require CLEC to provide training for additional Qwest employees for the same virtually collocated equipment in the same metropolitan area. Where more than one (1) CLEC in the same metropolitan area selects the same virtually collocated equipment, the training costs shall be prorated to each according to the number of CLECs so selecting. 8.3.2.3 Equipment Bay. Provides mounting space for CLEC virtually collocated equipment. Each bay includes the seven (7) foot bay, its installation, and all necessary environmental supports. Mounting space on the bay, including space for the fuse panel and air gaps necessary for heat dissipation, is limited to seventy-eight (78) inches. The monthly rate is applied per shelf. CLEC may request use of alternate bay heights of nine (9) foot and eleven (11) foot six (6) inches, which wil be considered on an IndividualCase Basis. No Equipment Bay Charge is assessed if CLEC provides its own equipment bay. 8.3.2.4 Engineering Labor. Provides the planning and engineering of CLEC virtually collocated equipment at the time of installation, change or removaL. 8.3.2.5 Installation Labor. Provides for the installation, change or removal of CLEC virtually collocated equipment. 8.3.2.6 Floor Space Lease. Required for Virtual Collocation only in the instance where CLEC provides its own equipment bay. This rate element provides the monthly lease for the space occupied by CLEC-provided equipment bay, including property taxes and base operating cost without -48 volt DC power. In~ludes convenience 110 AC, 15 August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 114 Section 8 Colloction amp electrical outlets provided in accordance with local codes and may not be used to power transmission equipment or -48 volt DC power generating equipment. Also includes maintenance for the leased space; provides for the preventative maintenance (climate controls, fiters, fire and life systems and alarms, mechanical systems, standard HVAC); biweekly housekeeping services (sweeping, spot cleaning, trash removal) of Qwest Premises areas surrounding CLEC-provided equipment bay and general repair and maintenance. The Floor Space Lease includes required aisle space on each side of CLEC-provided equipment bay. 8.3.2.7 Space Construction. This rate element includes the material and labor to construct and prepare the space, including all support structure, cable racking specific to the bay site. It also includes air conditioning (to support CLEC loads specified), lighting (not to exceed two (2) watts per square foot), and convenience outlets and the cost associated with space engineering. These elements have recurring and nonrecurring charges. 8.3.2.8 Cable Rack. This rate element includes the metal structure that holds and routes cabling throughout the Qwest Central Offce that attaches to the bay specific racking. This element has recurring and nonrecurring charges. 8.3.3 Rate Elements - Physical Collocation 8.3.3.1 Space Construction and Site Preparation. Includes the material and labor to construct and prepare the space, including all support structure, cable racking and lighting required to set up the space. It also includes air conditioning (to support CLEC loads specified), lighting (not to exceed 2 watts per square foot), and convenience outlets (3 per Caged or Cage less Collocation or number required by building code) and the cost associated with space engineering. If a new line-up is established for Cageless _ Collocation, an AC power outlet wil be provided at every other bay in the line-up. Cageless bays placed in existing line-ups wil use the existing outlets. For Caged Collocation, it includes a nine (9) foot high cage enclosure. CLEC may choose from Qwest approved contractors or may use another vendor of CLEC's own choosing, subject to Qwests approval, which may not be unreasonably withheld, to construct the space, including the cage in the case of Caged Collocation, in accordance with NEBS Level 1 safety requirements. Pricing for the Space Construction and Site Preparation is described in Exhibit A. In the case of Shared Collocation, Qwest may not increase the cost of site preparation or nonrecurring charges above the TELRIC cost for Provisioning such a cage of similar dimensions and material to a single collocating part, and Qwest must prorate the charge for site conditioning and preparation by determining the total charge for site preparation and allocating that charge to CLEC based on the percentage of the total space used by CLEC. Qwest must in all cases of Shared space Collocation allocate space preparation, conditioning, security measures and other Collocation charges on a pro-rated basis to ensure that the charges paid by CLEC as a percentage of the total overall space preparation and conditioning expenses do not exceed the percentage of the total Collocation space used by CLEC. 8.3.3.1.1 Space Construction and Site Preparation Single Bay Credit. A credit is applied to the standard two-bay Space Construction and Site Preparation fee included in Exhibit A when CLEC requests a cageless single-bay configuration. The incremental material and labor costs to install a second bay wil be credited. August a, 200a/kcd/Greenfly NetworksIlD/CDS-OaOa06-0003 Owest Fourteen State Negotiations Template, June 23, 200a 115 Section 8 Collocation 8.3.3.1.2 Space Construction Fencing Credit. Credit that is applied when CLEC hires an outside company to install the cage fencing. If that option is selected, CLEC wil receive a recurring and nonrecurring charge credit for the portion of the rate in Section 8.3.3.1 that covers Qwest-performed installation of the fencing. 8.3.3.2 Floor Space Lease. Provides the monthly lease for the leased physical space, propert taxes and base operating cost without -48 volt DC power. Includes convenience 110 AC,15 amp electrical outlets provided in accordance with local codes and may not be used to power transmission equipment or -48 volt DC power generating equipment. Also includes maintenance for the leased space; provides for Jhe preventative maintenance (climate controls, filters, fire and life systems and alarms, mechanical systems, standard HVAC); a pro-rata share of biweekly housekeeping services (sweeping, spot cleaning, trash removal) of Qwest Premises common areas surrounding the leased physical space and general repair and maintenance. The Floor Space Lease includes required aisle space on each side of the cage enclosure, as applicable. 8.3.3.3 Intentionally Left Blank. 8.3.3.4 Collocation Grounding Charge for Caged Collocation. Used to connect the Premises common ground to CLEC cage. Recurring and nonrecurring charges are assessed per foot to CLEC's equipment. 8.3.3.5 Equipment Bay. Provides mounting space for CLEC collocated equipment in a Cageless Collocation ONLY. This charge includes the seven, nine, or eleven foot bay, its installation, and all necessary environmental supports and elJd guard costs. Mounting space on the bay, including space for the fuse panel and air gaps necessary for heat dissipation, is limited to seventy-eight (78) inches. 8.3.3.6 Spacers: Provides for cost associated with procuring and installng spacer and associated mounting brackets with the Equipment Bay described in 8.3.3.5 above. Spacer(s) wil be procured based on customer requested width and to match existing offce environment height. 8.3.4 Rate Elements - ICDF Collocation 8.3.4.1 Rate elements for ICDF Collocation include security, QPF, DSO circuit legs, OS 1 circuit legs, DS3 circuit legs, and fiber circuit legs. Circuit legs are defined as termination blocks/panels and cables that are provisioned to meet CLEC's ICDF Collocation needs. These rate elements and their associated charges are used to develop a price quotation for the ICDF Collocation based on CLEC's Collocation Application. 8.3.5 Rate Elements - Adjacent and Adjacent Remote Collocation 8.3.5.1 The charges for Adjacent and Adjacent Remote Collocation wil be developed on an Individual Case Basis, except where the Commission finds that standard pricing elements can be reasonably identified and their costs determined, depending on the specific needs of CLEC and the unique nature of the available adjacent space (e.g., existing structure or new structure to be constructed). August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 116 Section 8 Colloction 8.3.6 Rate Elements - Remote Collocation 8.3.6.1 Space Per Standard Mounting Unit - 1.75 (one and seventy-five one hundredths) vertical inches. This nonrecurring rate is associated with the cabinet space and includes the cost of the cabinet and all of the work and materials associated with placement of the cabinet. The recurrng rate associated with the space covers maintenance of the materials and equipment associated the cabinet as well as a portion of the costs required for the power pedestal. 8.3.6.1.1 Feeder Distribution Interface (FDI) Terminations (per twenty-five (25) pair). This nonrecurring rate includes costs associated with initial FDI upgrade work required to provide the terminations requested at the FDI. The recurring rate associated with the FDI covers maintenance of the cable between the FDI and the remote collocation cabinet, as well as maintenance of the terminations at the FDI. These charges will apply for both DSO and DS1. 8.3.6.1.2 -48 Volt DC Power Usage Less Than or Equal to Sixt (60) Amps. Provides -48 volt DC power to CLEC's collocated equipment and is fused at one hundred twenty-five percent (125%) of the request. The -48 volt DC power usage charge applies to the quantity of -48 volt capacity specified by CLEC in its order on a per-ampere (amp) basis. 8.3.6.1.3 Quote Preparation Fee. A non-refundable nonrecurrng charge for the work required to plan, design, engineer, and develop a price quotation for CLEC's Collocation request. 8.3.6.2 Additional Virtual Remote Terminal Features. Work functions that may be required in the installation or repair of the Virtual Remote Collocation. 8.3.6.2.1 Flat Charge, Per Job. Nonrecurring charge to recover service order costs when an additional service order must be issued when necessary for CLEC's additional request for installation and maintenance-related work. 8.3.6.2.2 Engineering Rate. Provides the planning and engineering of CLEC virtually remote collocated equipment at the time of installation, change or removaL. Business hours are considered to be Monday through Friday, 8:00 am to 5:00 pm (local time), and after business hours are after 5:00 pm and before 8:00 am (local time), Monday through Friday, all day Saturday, Sunday and holidays 8.3.6.2.3 Installation. Provides for the installation, change or removal of CLEC virtually remote collocated equipment. 8.3.6.2.4 Training. Provides for the training of Qwest personnel on a metropolitan service area basis provided by the vendor of CLEC's virtually remote collocated equipment when that equipment is different from Qwest- provided equipment. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806003 Qwest Fourteen State Negotiations Template, June 23,2008 117 Section 8 Collocation 8.3.7 Rate Elements - ClEC-to-ClEC Connections 8.3.7.1 8.3.1.16. The charges for CLEC-to-CLEC Connections are addressed in Section 8.3.8 Rate Elements - Facilty Connected (FC) Collocation 8.3.8.1 Rate elements for Facility Connected (FC) Collocation include: OPF or Planning and Engineering; copper entrance facility; fiber entrance facility; termination block with gas protectors; termination panel; and DS1 voltage isolation. Charges associated with these rate elements are specified in Exhibit A of this Agreement. These rate elements and their associated charges are used to develop a price quotation for FC Collocation based on CLEC's FC Collocation Application and the type of Entrance Facility requested. 8.3.9 Rate Elements - Splitter Collocation 8.3.9.1 Tie Cable Reclassification Charge 0- A nonrecurring charge wil apply, based on time and materials for reclassification of existing tie cable capacity, by among other things, reclassification of existing tie cables, frame re-stencilng, and any other work performed between CLEC's Collocation and the Interconnection Distribution Frame (ICDF) required to provision UNEs and other services. 8.3.9.2 Trouble Isolation Charge - A Miscellaneous Charge wil be applied for trouble isolation in accordance with Maintenance and Repair processes set forth in the Maintenance and Repair Section of this Agreement. Exhibit A includes charges for Trouble isolation. 8.3.9.3 Additional Testing - CLEC may request Owest to perform additional testing, and Owest may decide to perform the requested testing on a case-by-case basis. A nonrecurring charge wil apply in accordance with Exhibit A. 8.3.9.4 Splitter Shelf Charge - This charge recovers installation and ongoing maintenance associated with Splitter installation, bay installation, lighting costs, aerial support structures and grounding charge for Splitters either in a bay, on the ICDF, or on the MDF/COSMICTM. These are both recurring and nonrecurring charges. 8.3.9.5 Splitter Charge - A nonrecurring charge wil apply for the cost of each Splitter purchased by Owest on behalf of CLEC. This charge wil cover the cost of the Splitter, plus any associated costs incurred by Owest to order the Splitter. 8.3.9.6 Engineering - A nonrecurring charge wil apply for the planning and engineering associated with placing Splitters in the Central Office, either in a bay, on the ICDF, or on the MDF/COSMICTM. 8.3.9.7 Splitter Tie Cable Connections Charge - A nonrecurring charge wil apply for the cost of each tie cable connected to the Splitters in three (3) different configurations: common area; Collocation space; and Main Distribution Frame. This charge wil cover both the tie cables and associated blocks per one hundred (100) pair between the Splitter and the ICDF or Splitter bay. 8.3.9.8 The rates for each of the aforementioned split services rate elements are August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 118 Section 8 Collocation set forth in Exhibit A to this Agreement. 8.4 Ordering 8.4.1 Ordering - All Collocation 8.4.1.1 CLEC must complete the requirements in the Implementation Schedule Section of this Agreement before submitting a Collocation Application Form to Qwest. 8.4.1.1.1 Nothing in this Agreement shall be construed to preclude CLEC from submitting an order for Collocation prior to CLEC's execution of this Agreement. If, however, the Collocation interval is completed before this Agreement or another interconnection agreement becomes effective, the rates, terms, and conditions of this Agreement shall apply to such Collocation. 8.4.1.2 Any material changes, modifications or additional engineering (Material Changes) requested by CLEC, subsequent to its original Collocation order, as to the type and quantity of equipment or other aspects of the original Collocation order, must be submitted with a revised Collocation Application. For purposes of this section, Material Changes are changes that would significantly impair Qwests ability to provision the requested Collocation within the applicable intervals if the changes are provisioned with the original Collocation order and would require Qwest to incur financial penalties under the terms of this Agreement or other Applicable Law. Qwest shall determine the additional time required to comply with CLEC's request for Material Changes (Additional Time), and CLEC shall have the option of (a) having the request for Material Changes implemented with the original Collocation order (within the original Provisioning intervals) as extended by the Additional Time; or (b) having Qwest process and provision the request as a subsequent construction activity or augmentation to the original Collocation order. Any nonmaterial changes, modifications, or additional engineering requested by CLEe, subsequent to its original Collocation order, may be submitted with a revised Collocation Application or otherwise communicated to Qwest and shall be implemented with the original Collocation order within the original applicable intervals. 8.4.1.3 There are three (3) primary steps in the ordering of Collocation - 1) Forecasting, 2) Application, and 3) Acceptance of Quotation. 8.4.1.4 CLEC shall submit an annual forecast, updated at the end of each quarter, of its future Collocation requirements. The quarterly forecast shall be reviewed by CLEC and the Qwest account team. CLEC's forecast shall be considered accurate for purposes of Collocation intervals if the subsequent Collocation Application correctly identifies a) and e) below, and b) and c) below are within twenty percent (20%) of the forecast. If at the time the Collocation Application is made the forecasted type of Collocation is not available, CLEC may specify a different type of Collocation without affecting the Collocation intervals. The forecast shall include, for each Qwest Premises, the following: a) Identification of the Owest Premises; b) Floor space requirements, including the number of bays for a Cageless Collocation arrangement; August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 119 Section 8 Colloction c) Power requirements; d) Heat Dissipation (optional); e) Type of Collocation (e.g., Caged Physical, Cageless Physical, Shared, ICDF, Virtual, etc.); f) Intentionally Left Blank; g) Entrance Facility Type (e.g., Express Fiber, Private Line); h) Type and Quantity of Terminations (optional); and i) Month or Quarter, during or after which CLEC expects to submit its Collocation Application. 8.41.4.1 The following terms shall apply to the forecasting process: a) CLEC forecasts shall be provided as detailed in Section 8.4.1.4; b) CLEC forecasts shall be Confidential Information and Qwest may not distribute, disclose or reveal, in any form, CLEC forecasts other than as allowed and described in subsections 5.16.9.1 and 5.16.9.2. 8.4.1.5 CLEC shall submit a Collocation Application to order Collocation at a particular Qwest Premises. A Collocation Application shall be considered complete, if it contains: a) Identification of the Qwest Premises; b) Floor space requirements, including the number of bays for a Cageless Collocation arrangement; c) Power requirements; d) Heat dissipation; e) Type of Collocation (e.g., Caged Physical, Cageless Physical, Shared, Virtual, etc.); f) Collocated equipment and technical equipment specifications (manufacturer make, model no., functionality i.e., cross connect, DLC, DSLAM, transmission, Switch, etc., physical dimensions, quantity). (NOTE: Packet or circuit switching equipment requires, in writing and attached to the Collocation Application, how this equipment is necessary for access to UNEs or Interconnection. A high level equipment interface or connectivity schematic for the equipment should also be included.); g) Entrance Facilty type; h) Type and quantity of terminations; August 8, 2008/kcd/Greenfl NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 120 Section 8 Colloction i) If desired, an alternate form of Collocation if the first choice is not available; and j) Biling contact. 8.4.1.5.1 Parties wil work cooperatively to ensure the accuracy of the Collocation Application. If Owest determines that the Collocation Application is not complete, Owest shall notify CLEC of any deficiencies within ten (10) Days after receipt of the Collocation Application. Owest shall provide suffcient detail so that CLEC has a reasonable opportunity to cure each deficiency. To retain its place in the Collocation queue for the requested Premises, CLEC must cure any deficiencies in its Collocation Application and resubmit the Collocation Application within ten (10) Days after being advised ofthe deficiencies. 8.4.1.6 Acceptance - After receipt of a Collocation Ouotation Form from Owest, CLEC shall formally accept the quotation in order for Owest to continue the processing of the Collocation Application. A Collocation Acreptance shall be considered complete, if it contains: a) Signed Notification of Acreptance; and b) Payment of fift percent (50%) of quoted charges. 8.4.1.7 Collocation Space Reservation - allows CLEC to reserve space and identify, to the extent available, infrastructure incidental to that space such as power and HVAC, in a Owest Premises for up to one (1) year for transmission equipment (ATM and DSLAM), three (3) years for circuit switching equipment, and five (5) years for power equipment. CLEC may reserve space in a particular Owest Premises through the Collocation Space Reservation Application Form. Requests for contiguous spare wil be honored, if available. 8.4.1.7.1 Collocation Spare Reservation Application - Upon receipt of the Collocation Space Reservation Application Form, Owest wil provide space feasibility within ten (10) Days. 8.4.1.7.2 Collocation Space Reservation Ouotation - If space is available, Owest wil provide a specific price quotation based on the requested Collocation requirements described on the Collocation Space Reservation Application Form. The quotation and a Billng invoice for twenty-five percent (25%) payment of nonrecurring charges wil be sent to CLEC within twenty-five (25) Days from the Collocation Spare Reservation Application receipt. 8.4.1.7.2.1 Collocation Space Reservation Acceptance. CLEC must electronically submit Acceptance or non-Acceptance of the quotation within seven (7) Days of receipt of the quotation. If CLEC submits the Acceptance between eight (8) and thirt (30) Days of receipt of the quotation, Owest wil honor the reservation upon receipt of the payment only if Owest does not receive a competing request for the same space from another CLEC. Owest wil not honor reservations if CLEC submits the Acceptance more than thirty (30) Days after receipt of the quotation. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 121 Section 8 Collocation 8.4.1.7.3 Upon receipt of the twenty-five percent (25%) payment, Qwest wil reserve the space on behalf of CLEC in accordance with the Collocation Space Reservation Application and take the necessary steps to ensure the availabilty of power, HVAC and other components reflected on the Collocation Space Reservation Application. Qwest wil hold the reservation for the applicable reservation period after the twenty-five percent (25%) payment. This payment wil be applied to the subsequent Collocation Application. 8.4.1.7.4 CLEC may cancel the reservation at any time during the applicable reservation period. Upon notification of the cancellation, Qwest wil refund a prorated portion of the twenty-five percent (25%) payment as follows: a) Cancellation notification within ninety (90) Days from receipt of wire transfer, seventy-five percent (75%) of the initial down payment wil be returned to CLEC. b) Cancellation notification within ninety-one (91) and one hundred and eighty (180) Days from receipt of wire transfer, fift percent (50%) of the initial down payment wil be returned to CLEC. c) Cancellation notification within one hundred and eighty-one (181) and two hundred and seventy (270) Days from receipt of wire transfer, twenty- five percent (25%) of the initial down payment wil be returned to CLEC. d) Cancellation notification after two hundred and seventy (270) Days from receipt of wire transfer, zero percent (0%) of the initial down payment wil be returned to CLEC. 8.4.1.8 Collocation Space Option 8.4.1.8.1 CLEC, Qwest and Qwest Affliates may option space in Qwest Wire Center Premises in accordance with the terms of this Section 8.4.1.8 for the following equipment and time periods: a) Transmission equipment - one (1 ) year b) Circuit switching equipment - three (3) years c) Power plants - five (5) years 8.4.1.8.2 Optioned space is offered to CLECs for Caged, Cageless, and Virtual Collocation. To promote fairness and prevent warehousing, the following limits apply: a) The Party requesting the option may specify the amount of space to be optioned but not a specific location within the Wire Center. CLEC may also request space be contiguous to its existing Collocation space. b) A requesting CLEC may option one (1) Collocation space per Wire Center. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 122 Section 8 Collocation c) The maximum amount of space per Wire Center to be Optioned is: - two hundred (200) square feet for Caged Collocation - four (4) bays for Cage less and Virtual Collocation 8.4.1.8.3 The Colloction Space Option Application form wil be processed upon receipt of a properly completed request. Such form shall be considered properly completed if it contains identifying information of CLEC, the applicable Qwest Premises, the amount of Collocation space sought, the type of Collocation (Caged, Cageless, Virtual) and the type of equipment (from the categories identified in Section 8.4.1.8.1) for which the option is being sought. CLEC must have met all past and present undisputed financial obligations to Qwest. Upon receipt of the Collocation Space Option Application form, Qwest will confirm in writing, within ten (10) Days, the availability of, and price quotation (the "Option Fee") for the Optioned space. If space is not available, Qwest wil deny the request. 8.4.1.8.4 CLEC must submit Acceptance with full payment of the nonrecurring portion of the Option Fee, or acknowledge non-Acceptance of the quoted Option Fee, within seven (7) Days of receipt of the quotation. When Qwest takes an option on space for itself, Qwest shall impute an amount equal to the Option Fee to the appropriate operations for which the optioned space applies. The option quotation expires seven (7) Days after delivery to CLEC. 8.4.1.8.5 Upon receipt of Accptance and full payment of the nonrecurring portion of the Option Fee, Qwest wil option the space on behalf of CLEC including the contiguous space requests if available (or itself if appropriate) and the option time frame wil begin. The prioritization of optioning will be based upon the date and time of the Acceptance. The earlier in time an Acceptance is received by Qwest, the higher in priority is such option. The option is limited to space only and does not include other elements required to provision the Collocation. 8.4.1.8.6 In order for an option request to avoid expiration, CLEC must: a) or Submit a Collocation Application during the option time frame; b) The option may be renewed if a Collocation Space Option Application is received at least ten (10) Days prior to the expiration of the term of the existing option. The priority of a renewed option is determined by the date CLEC accepts the quotation from Qwest on CLEC's renewal application. 8.4.1.8.7 First Right of Refusal - If Qwest receives a valid Collocation Application (CLEC A is the requesting part) for a Qwest Wire Center in which all available space has been occupied or optioned, the following provisions for First Right of Refusal wil apply: August 8, 2008/kcd/Greenfly Networks/ID/CDS-OB0806-0003 Owest Fourteen State Negotiations Template, June 23,2008 123 Section 8 Collocation 8.4.1.8.7.1 All Qwest out of space reporting requirements apply to the Collocation Application (Sections 8.2.1.11 and 8.2.1.12). In addition, Qwest wil provide CLEC A with option space information (e.g., Caged and Cageless optioned space) that may fulfill the requirements of CLEC A's Collocation Application. At CLEC A's request, Qwest wil initiate the option enforcement notice process by notifying the option party or parties with the most recent space option(s). that meets the requirements of CLEC A's Collocation Application. 8.4.1.8.7.2 The option enforcement notice serves as notification to the option party that Qwest is in possession of a valid Collocation Application, and calls for the option party to exercise its Right of First Refusal, or relinquish its space option. The option part may exercise its Right of First Refusal by submitting either a Collocation Application as set forth in Section 8.4.1.5, or by submitting the Collocation Space Reservation Application set forth in Section 8.4.1.7, within ten (10) Days of receipt of the option enforcement notice. This process continues for all optioned space until all optioned space is exercised or optioned space is relinquished (affirmatively by CLEC or upon expiration of the notice period, whichever is earlier) to fulfil the Collocation Application. Once optioned space has been relinquished for use to fulfill the Collocation Application, the standard ordering terms and conditions for Collocation shall apply. 8.4.1.8.7.3 Where contiguous space has been optioned, Qwest wil make its best effort to notify CLEC if Qwest, its Affliates or other CLECs require the use of CLEC's contiguous space. Upon notifcation, CLEC wil have seven (7) Days to indicate its intent to submit a Collocation Application or Collocation Reservation. CLEC may choose to terminate the contiguous space option or continue without the contiguoils provision. 8.4.1.8.7.4 The rate elements for the Collocation Space Option are comprised of the following: a) Space Option Administration Fee is a nonrecurring fee for all Collocation Space Option requests and covers the processing of application, feasibility, common space engineering, records management, and administration of the First Right of Refusal process. b) Space Option Fee is a monthly recurring fee that wil be charged based upon the amount of space being optioned, attwo dollars ($2) per square foot per month. . 8.4.1.8.8 In the event that the option party proceeds with a Collocation Application for optioned space, all payments made pursuant to Section 8.4.1.8.7.4(b) above shall be applied to such Collocation Application. 8.4.1.9 The intervals for Virtual Collocation (Section 8.4.2), Physical Collocation (Section 8.4.3), and ICDF Collocation (Section 8.4.4) apply to a maximum of five (5) August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 124 Section 8 Collocation Collocation Applications per CLEC per week per state. If six (6) or more Collocation Applications are submitted by CLEC in a one (1) week period in the state, intervals shall be individually negotiated. Qwest shall, however, accept more than five (5) Collocation Applications from CLEC per week per state, depending on the volume of Collocation Applications pending from other CLECs. 8.4.2 Ordering - Virtual Collocation . 8.4.2.1 Application - Upon receipt of a complete Collocation Application as described in Section 8.4.1.5, Qwest wil perform a feasibilty study to determine if adequate space, power and HVAC can be found for the placement of CLEC's equipment within the Premises. The feasibility study wil be provided within ten (10) Days of receipt of a complete Collocation Application. As part of the feasibility study, Qwest wil also notify CLEC of any known circumstance that may delay delivery of the ordered Collocation space and related facilities. 8.4.2.1.1 If Qwest determines that the Collocation Application is not complete, Qwest shall notify CLEC of any deficiencies within ten (10) Days of the Collocation Application. Qwest shall provide suffcient detail so that CLEC has a reasonable opportunity to cure each deficiency . To retain its place in the Collocation queue for the requested Premises, CLEC must cure any deficiencies in its Collocation Application and resubmit the Collocation Application within ten (10) Days after being advised ofthe deficiencies. 8.4.2.2 Quotation - If Collocation Entrance Facilties and space are available, Owest wil develop a price quotation within twenty-five (25) Days of completion of the feasibilty study. Subsequent requests to augment an existing Collocation also require receipt of a Collocation Application. Adding plug-ins, e.g., DS1 or DS3 cards to existing virtually collocated equipment, wil be processed and provisioned within ten (10) business days. Virtual Collocation price quotations wil be honored for thirty (30) Days from the date the quotation is provided. During this period the Collocation Entrance Facility and space are reserved pending CLEC's Acceptance of the quoted charges. 8.4.2.3 Acceptance - Upon receipt of complete Collocation Acceptance, as described in 8.4.1.6, space wil be reserved and construction by Qwest wil begin. 8.4.2.4 Interval - The interval for Virtual Collocation shall vary depending upon four (4) factors: 1) whether the request was forecasted in accordance with Section 8.4.1.4 or the space was reserved, in accordance with Section 8.4.1.7; 2) whether CLEC provides its Acceptance within seven (7) Days receipt of the quotation; 3) whether CLEC delivers its collocated equipment to Qwest in a timely manner, which shall mean within fift-three (53) Days of the receipt of the complete Collocation Application; and 4) whether the Collocation Application requires major infrastructure additions or modifications. The installation of line cards and other minor modifications shall be performed by Qwest on shorter intervals and in no instance shall any such interval exceed thirt (30) Days. When Owest is permitted to complete a Collocation installation in an interval that is longer than the standard intervals set forth below, Qwest shall use its best efforts to minimize the extension of the intervals beyond such standard intervals. 8.4.2.4.1 Forecasted Applications with Timely Acceptance - If a Collocation Application is included in CLEC's forecast at least sixty (60) Days August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 125 Section 8 Collocation prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance within seven (7) Days of receipt of the Owest Collocation quotation, and if all of CLEC's equipment is available at the Owest Premises no later than fift-three (53) Days after receipt of the complete Collocation Application, Owest shall complete its installation of the Collocation arrangement within ninety (90) Days of the receipt of the complete Collocation Application. If CLEC's equipment is not delivered to Owest within fifty-three (53) Days after receipt of the complete Collocation Application, Owest shall complete the Collocation installation within forty-five (45) Days of the receipt of all of CLEC's equipment. 8.4.2.4.2 Forecasted Applications with Late Acceptance - If a Premises is included in CLEC's forecast at least sixt (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance more than seven (7) Days but less than thirt (30) Days after receipt of the Owest Collocation quotation, and if all of CLEC's equipment is available at the Owest Premises no later than fift-three (53) Days after receipt of the complete Collocation Acceptance, Owest shall complete its installation of the Collocation arrangement within ninety (90) Days of the receipt of the complete Collocation Acceptance. If CLEC's equipment is not delivered to Owest within fift-three (53) Days after receipt of the complete Collocation Acceptance, Owest shall complete the Collocation installation within fort-five (45) Days of the receipt of all of CLEC's equipment. If CLEC submits its Acceptance more than thirt (30) Days after receipt of the Owest quotation, the Collocation Application shall be resubmitted by CLEC. 8.4.2.4.3 Unforecasted Applications with Timely Acceptance - If a Premises is not included in CLEC's forecast at least sixty (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance within seven (7) Days of receipt of the Owest Collocation quotation, and if all of CLEC's equipment is available at the Owest Premises no later than fifty-three (53) Days after receipt of the complete Collocation Application, Owest shall complete its installation of the Collocation arrangement within one hundred and twenty (120) Days of the receipt of the complete Collocation Application. If CLEC's equipment is not delivered to Owest within fifty-three (53) Days after receipt of the complete Collocation Application, Owest shall complete the Collocation installation within seventy-five (75) Days of the receipt of all of CLEC's equipment. 8.4.2.4.4 Unforecasted Applications with Late Acceptance - If a Premises is not included in CLEC's forecast at least sixty (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance more than seven (7) Days but less than thirty (30) Days after receipt of the Owest Collocation quotation, and if all of CLEC's equipment is available at the Owest Premises no later than fifty-three (53) Days after receipt of the complete Collocation Acceptance, Owest shall complete its installation of the Collocation arrangement within one hundred and twenty (120) Days of the receipt of the complete Collocation Acceptance. If CLEC's equipment is not delivered to Owest within fift-three (53) Days after receipt of the complete Collocation Acceptance, Owest shall complete the Collocation installation within seventy-five (75) Days of the receipt of all of CLEC's equipment. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 126 Section 8 Colloction 8.4.2.4.5 Intervals for Major Infrastructure Modifications Where No Forecast is Provided - An unforecasted Collocation Application may require Owest to complete major infrastructure modifications to accommodate CLEC's specific requirements. Major infrastructure modifications that may be required include conditioning space, permits, DC power plant, standby generators, heating, venting or air conditioning equipment. The installation intervals in Sections 8.4.2.4.3 through 8.4.2.4.4 may be extended, if required, to accommodate major infrastructure modifications. When major infrastructure modifications as described above are required, and if all of CLEC's equipment is available at the Owest Premises no later than fift-three (53) Days after receipt of the complete Collocation Application, Owest shall propose to complete its installation of the Collocation arrangement within an interval of no more than one hundred and fift (150) Days after receipt of the complete Collocation Application. The need for, and the duration of, an extended interval shall be provided to CLEC as a part of the quotation. CLEC may dispute the need for, and the duration of, an extended interval, in which case Owest must request a waiver from the Commission to obtain an extended intervaL. 8.4.2.4.6 Major Infrastructure Modifications where CLEC Forecasts its Collocation or Reserves Space. - If CLEC's forecast or reservation triggers the need for an infrastructure modification, Owest shall take the steps necessary to ensure that it wil meet the intervals set forth in Sections 8.4.2.4.1 and 8.4.2.4.2 when CLEC submits a Collocation Application. If not withstanding these efforts, Owest is unable to meet the interval and cannot reach agreement with CLEC for an extended interval, Owest may seek a waiver from the Commission to obtain an extended intervaL. 8.4.3 Ordering. Caged and Cage less Physical Collocation 8.4.3.1 Application -- Upon receipt of a complete Collocation Application as described in Section 8.4.1.5 Owest wil perform a feasibilty study to determine if adequate space, power, and HVAC can be found for the placement and operation of CLEC's equipment within the Premises. The feasibility study will be provided within ten (10) Days from date of receipt of a complete Collocation Application. As part of the feasibility study, Owest wil also notify CLEC of any known circumstance that may delay delivery of the ordered Collocation space and related facilities. 8.4.3.1.1 If Owest determines that the Collocation Application is not complete, Owest shall notify CLEC of any deficiencies within ten (10) Days of the Collocation Application. Qwest shall provide suffcient detail so that CLEC has a reasonable opportunity to cure each deficiency. To retain its place in the Collocation queue for the requested Premises, CLEC must cure any deficiencies in its Collocation Application and resubmit the Collocation Application within ten (10) Days after being advised ofthe deficiencies. 8.4.3.2 Quotation -- If Collocation Entrance Facilties and space are available, Qwest will develop a quotation for the supporting structure. Qwest wil complete the quotation no later than twenty-five (25) Days of providing the feasibility study. Physical Collocation price quotations wil be honored for thirt (30) Days from the date the quotation is provided. During this period, the Collocation Entrance Facility and space is reserved pending CLEC's Acceptance of the quoted charges. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-o003 Owest Fourteen State Negotiations Template, June 23,2008 127 Section 8 Collocation 8.4.3.3 Acceptance -- Upon receipt of a complete Collocation Acceptance, as described in Section 8.4.1.6 space wil be reserved and construction by Qwest wil begin. 8.4.3.4 Interval- The interval for Physical Collocation shall vary depending upon three (3) factors: 1) whether the request was forecasted in accordance with Section 8.4.1.4 or the space was reserved, in accordance with Section 8.4.1.7; 2) whether CLEC provides its Acceptance within seven (7) Days of receipt of the quotation; and 3) whether the Collocation Application requires major infrastructure additions or modifications. When Qwest is permitted to complete a Collocation installation in an interval that is longer than the standard intervals set forth below, Qwest shall use its best efforts to minimize the extension of the intervals beyond such standard intervals. 8.43.4.1 Forecasted Applications with Timely Acceptance - If a Premises is included in CLEC's forecast at least sixty (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance within seven (7) Days of receipt of the Qwest Collocation quotation, Qwest shall complete its installation of the Collocation arrangement within ninety (90) Days of the receipt of the complete Collocation Application. 8.4.3.4.2 Forecasted Applications with Late Acceptance -If a Premises is included in CLEC's forecast at least sixty (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance more than seven (7) Days but less than thirty (30) Days after receipt of the Qwest Collocation quotation, Qwest shall complete its installation of the Collocation arrangement within ninety (90) Days of the receipt of the complete Collocation Acceptance. If CLEC submits its Acceptance more than thirt (30) Days after receipt of the Qwest quotation, a new Collocation Application shall be resubmitted by CLEC. 8.4.3.4.3 Unforecasted Applications with Timely Acceptance - If a Premises is not included in CLEC's forecast at least sixt (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance within seven (7) Days after receipt of the Qwest Collocation quotation, Qwest shall complete its installation of the Collocation arrangement within one hundred and twenty (120) Days of the receipt of the complete Collocation Application. 8.4.3.4.4 Unforecasted Applications with Late Acceptance - If a Premises is not included in CLEC's forecast at least sixty (60) Days prior to submission of the Collocation Application and if CLEe provides a complete Acceptance more than seven (7) Days but less than thirt (30) Days after receipt of the Qwest Collocation quotation, Qwest shall complete its installation of the Collocation arrangement within one hundred and twenty (120) Days of the receipt of the complete Collocation Acceptance. 8.4.3.4.5 Intervals for Major Infrastructure Modifications Where No Forecast is Provided - An unforecasted Collocation Application may require Qwest to complete major infrastructure modifications to accommodate CLEC's specific requirements. Major infrastructure modifications that may be required include conditioning space, permits, DC power plant, standby generators, heating, venting or air conditioning equipment. The installation intervals in August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-D003 Qwest Fourteen State Negotiations Template, June 23, 2008 128 Sectn 8 Colloction Sections 8.4.3.4.3 through 8.4.3.4.4 may be extended, if required, to accommodate major infrastructure modifications. When major infrastructure modifications as described above are required, awest shall propose to complete its installation of the Collocation arrangement within an interval of no more than one hundred and fif (150) Days after receipt of the complete Colloction Application. The need for, and the duration of, an extended interval shall be provided to CLEC as a part of the quotation. CLEC may dispute the need for, and the duration of, an extended interval, in which case awest must request a waiver from the Commission to obtain an extended intervaL. 8.4.3.4.6 Major Infrastructure Modifications where CLEC Forecasts its Collocation or Reserves Space. If CLEC's forecast or reservation triggers the need for an infrastructure modifcation, awest shall take the steps necessary to ensure that it wil meet the intervals set forth in Sections 8.43.4.1 and 8.4.3.4.2 when CLEC submits a Collocation Application. It not withstanding these efforts, awest is unable to meet the interval and cannot reach agreement with CLEC for an extended interval, awest may seek a waiver from the Commission to obtain an extended intervaL. 8.4.4 Ordering - Interconnection Distribution Frame (ICDF) Collocation 8.4.4.1 Application -- Upon receipt of a complete Collocation Application as described in Section 8.4.1.5, awest wil perform a feasibilty study to determine if adequate space can be found for the placement and operation of CLEC's terminations within the Wire Center. The feasibility study wil be provided within ten (10) Days from date of receipt of a complete Collocation Application. As part of the feasibility study, Qwest wil also notify CLEC of any known circumstance that may delay delivery of the ordered Collocation space and related facilities. CLEC may submit an ICDF forecast in accordance with Section 8.4.1.4. The forecast shall include demand by DSO, DS1 and DS3 capacities that wil be terminated on the Interconnection Distribution Frame by Qwest on behalf of CLEC. Such forecasts shall be used by awest to determine the sizing of required tie cables and the terminations on each Interconnection Distribution Frame as well as the various other frames within the awest Wire Center. 8.4.4.1.1 If awest determines that the Collocation Application is not complete, awest shall notify CLEC of any deficiencies within ten (10) Days of the Collocation Application. awest shall provide suffcient detail so that CLEC has a reasonable opportunity to cure each deficiency . To retain its place in the Collocation queue for the requested Premises, CLEC must cure any deficiencies in its Collocation Application and resubmit the Collocation Application within ten (10) Days after being advised of the deficiencies. 8.4.4.2 Quotation -- If space is available, awest wil develop a quotation for the supporting structure. awest wil complete the quotation no later than twenty-five (25) Days of providing the feasibilty study. ICDF Collocation price quotations wil be honored for thirt (30) Days from the date the quotation is provided. During this period, the space is reserved pending CLEC's Acceptance of the quoted charges. 8.4.4.3 Acceptance -- Upon receipt of a complete Collocation Acceptance, as described in Section 8.4.1.6, space wil be reserved and construction by awest wil begin. August 8, 2008/kcd/Greenfly NetworkslID/CDS-08080S-D03 Owest Fourteen State Negotiations Template, June 23,2008 129 Section 8 Collocation 8.4.4.4 lnterval- The interval for ICDF Collocation shall vary depending upon two (2) factors - 1) whether the request was forecasted in accordance with 8.4.1.4 or the space was reserved, in accordance with Section 8.4.1.7 and 2) whether CLEC provides its Acceptance within seven (7) Days of the quotation. When Qwest is permitted to complete a Collocation installation in an interval that is longer than the standard intervals set forth below, Qwest shall use its best efforts to minimize the extension of the intervals beyond such standard intervals. 8.4.4.4.1 Forecasted Applications with Timely Acceptance - If a Premises is included in CLEC's forecast at least sixty (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance within seven (7) Days of receipt of the Qwest Collocation quotation, Qwest shall complete its installation of the Collocation arrangement within forty-five (45) Days of the receipt of the complete Collocation Application. 8.4.4.4.2 Forecasted Applications with Late Acceptance - If a Premises is included in CLEC's forecast at least sixty (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance more than seven (7) Days but less than thirty (30) Days after receipt of the Qwest Collocation quotation, Qwest shall complete its installation of the Collocation arrangement within fort-five (45) Days of the receipt of the complete Collocation Acceptance. If CLEC submits its Acceptance more than thirt (30) days after receipt of the Qwest quotation, the Collocation Application shall be resubmitted by CLEC. 8.4.4.4.3 Unforecasted Applications with Timely Acceptance - If a Premises is not included in CLEC's forecast at least sixt (60) Days prior to submission of the Collocation Application, and if CLEC provides a complete Acceptance within seven (7) Days after receipt of the Qwest Collocation quotation, Qwest shall complete its installation of the Collocation arrangement within ninety (90) Days of the receipt of the complete Collocation Application. This interval may be lengthened if space must be reclaimed or reconditioned. The need for an extended interval shall be provided to CLEC as a part of the quotation. CLEC may dispute the need for an extended interval, in which case Qwest must request a waiver from the Commission. 8.4.4.4.4 Unforecasted Applications with Late Acceptance - If a Premises is not included in CLEC's forecast at least sixty (60) Days prior to submission of the Collocation Application and if CLEC provides a complete Acceptance more than seven (7) Days but less than thirt (30) Days after receipt of the Qwest Collocation quotation, Q:west shall complete its installation of the Collocation arrangement within ninety (90) Days of the receipt of the complete Collocation Acceptance. This interval may be lengthened if space must be reclaimed or reconditioned. The need for an extended interval shall be provided to CLEC as a part of the quotation. CLEC may dispute the need for an extended interval, in which case Qwest must request a waiver from the Commission. 8.4.5 Ordering - Adjacent Collocation 8.4.5.1 If space for Physical Collocation in a particular Qwest Premises is not available at the time of CLEC's request, CLEC may request Qwest to conduct a August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 130 Section 8 Collocation feasibilty study for Adjacent Collocation for that Premises site. Owest recommends that Owest and CLEC conduct a joint site visit of such Premises to determine if suitable arrangements can be provided on Owests propert. Owest wil make available, within ten (10) business days, drawings of the Owest physical structures above and below ground for the requested Adjacent Collocation site. 8.4.5.2 If a new structure is to be constrcted, the interval shall be developed on an Individual Case Basis, to account for the granting of permits or Rights of Way (ROW), if required, the provision of Collocation services by Owest, in accordance with CLEC's Collocation Application, and the construction by CLEC of the adjacent structure. If CLEC disputes the interval proposed by Owest, Owest must promptly petition the Commission for approval of such disputed interval. 8.4.5.3 If Adjacent Collocation is provided within an existing Owest Premises, the ordering procedures and intervals for Physical Collocation shall apply. 8.4.6 Ordering - Remote Collocation and Adjacent Remote Collocation 8.4.6.1 The ordering procedures and intervals for Physical Collocation or Virtual Collocation shall apply to Remote Collocation, and to Adjacent Remote Collocation provided within an existing Owest Premises, except Sections 8.4.3.4.3 and 8.4.3.4.4. Remote Collocation and Adjacent Remote Collocation are ordered using the Remote Collocation Application Form. 8.4.6.2 If space for Physical Collocation or Virtual Collocation in a particular Owest Remote Premises is not available at the time of CLEC's request, CLEC may order Adjacent Remote Collocation using the ordering procedures described above for Adjacent Collocation in Sections 8.45.1 and 8.4.5.2. 8.4.7 Ordering - CLEC to CLEC Connections 8.4.7.1 Application -- Upon receipt of the applicable portions of a complete Collocation Application as described in Section 8.4.1.5 (Subsections a, e, hand j). Owest wil perform a feasibility study to determine if adequate cable racking can be found for the placement of CLEC's copper, coax, or fiber optic cable, or any other Technically Feasible method used to interconnect CLEC's collocated equipment that is in separate locations in the same Owest Premises, or to another CLEC's equipment in the same Premises. The feasibility study wil be provided within ten (10) Days from date of receipt of a complete Collocation Application. 8.4.7.1.1 If Owest determines that the Collocation Application is not complete, Owest shall notify CLEC of any deficiencies within ten (10) Days of the Collocation Application. Owest shall provide suffcient detail so that CLEC has a reasonable opportunity to cure each deficiency. To retain its place in the Collocation queue for the requested Premises, CLEC must cure any deficiencies in its Collocation Application and resubmit the Collocation Application within ten (10) Days after being advised of the deficiencies. 8.4.7.2 Ouotation ~ If existing cable racking is available, Owest wil provide CLEC with a quotation and the specific cable rack route to CLEC with the feasibility study. If additional cable racking is required to accommodate CLEC's request, Owest August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23,2008 131 Section 8 Collocation shall provide a feasibilty and quotation to CLEC no later than ten (10) Days of receipt of Collocation Application. CLEC-to-CLEC Connection quotations wil be honored for thirt (30) Days from the date the quotation is provided. During this period, the space is reserved pending CLEC's Acceptance of the quoted charges. 8.4.7.3 Acceptance -- There are two (2) forms of Acceptance for CLEC-to-CLEC Connections: 8.4.7.3.1 CLEC-to-CLEC connections with existing cable rack. - CLEC must submit payment of one hundred percent (100%) of the quoted nonrecurring charges with its Acceptance. Upon receipt of a complete Collocation Acceptance, CLEC may begin placement of its copper, coax, or fiber cables along the Qwest designated cable rack route. Recurring charges wil begin with CLEC Acceptance. 8.4.7.3.2 CLEC-to-CLEC Connections using new cable rack. - Upon receipt of a complete Acceptance from CLEC, as described in Section 8.4.1.6, Qwest wil begin construction of the new cable rack. 8.4.7.4 Interval - Pursuant to Section 8.4.7.3.2, the construction interval for CLEC-to-CLEC Connections requiring the construction of new cable rack by Qwest shall be within sixt (60) Days ofthe receipt of the complete Collocation Acceptance. If CLEC submits its Acceptance more than thirt (30) Days after receipt of the Qwest quotation, the Collocation Application shall be resubmitted by CLEC. 8.4.8 Ordering - Direct Connections 8.4.8.1 Application - Where Direct Connection is requested in a Wire Center where CLEC already has established Collocation, upon receipt of the applicable portions of a complete Collocation Application as described in Section 8.4.1.5 (Subsections a, e, hand j), Qwest wil perform a feasibilty study to determine if adequate cable racking can be found for the placement of copper, coax, or fiber optic cable, or any other Technically Feasible method, used for Direct Connection (as described in Section 8.3.1.11.2). The feasibility study wil be provided within ten (10) Days from date of receipt of a complete Collocation Application. 8.4.8.1.1 If Qwest determines that the Collocation Application is not complete, Qwest shall notify CLEC of any deficiencies within ten (10) Days of the Collocation Application. Qwest shall provide suffcient detail so that CLEC has a reasonable opportunity to cure each deficiency. To retain its place in the Collocation queue for the requested Premises, CLEC must cure any deficiencies in its Collocation Application and resubmit the Collocation Application within ten (10) Days after being advised of the deficiencies. 8.4.8.2 Quotation -If existing cable racking is available, Qwest wil provide CLEC with a quotation and the specific cable rack route with the feasibilty study. If additional cable racking is required to accommodate CLEC's request, Qwest shall provide a quotation to CLEC no later than ten (10) Days after receipt of a complete Collocation Application. Direct Connection quotations wil be honored for thirt (30) Days from the date the quotation is provided. During this period, the space is reserved pending CLEC's Acceptance of the quoted charges. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-D003 Owest Fourteen State Negotiations Template, June 23, 2008 132 Section 8 Colloction 8.4.8.3 Acceptance - There are two (2) forms of Acceptance for Direct Connection: 8.4.8.3.1 Direct Connection with existing cable rack. - CLEC must submit payment of one hundred percent (100%) of the quoted nonrecurring charges with its acceptance notification. 8.4.8.3.2 Direct Connection using new cable rack. - Upon receipt of a complete Acceptance from CLEC, as described in Section 8.4.1.6, Qwest wil begin construction of the new cable rack. 8.4.8.4 Interval - The construction interval for Direct Connections shall be dependent upon whether the Direct Connection is to the COSMICTM frame requiring a MELDTM and or if new cable racking is required. 8.4.8.4.1 If CLEC provides a complete Acceptance within thirt (30) Days of receipt of the Qwest Collocation quotation, Qwest shall complete its installation of the Direct Connection above the DSO level where no new cable racking is required within thirt (30) Days of the receipt of the complete Collocation Acceptance. If Direct Connection is required at the DSO level, to the COSMICTM, or if new cable racking needs to be installed, Qwest wil provision the direct trunking within sixt (60) Days of the receipt of the complete Collocation Acceptance. 8.4.9 Ordering - Facility Connected (FC) Collocation 8.4.9.1 Application - Upon receipt of a complete Collocation Application as described in Section 8.4.1.5, Qwest wil penorm a feasibility study. The feasibility study wil be provided within ten (10) Days of receipt of a complete Collocation Application. As part of the feasibility study, Qwest will also notify CLEC of any known circumstance that may delay delivery of the ordered Collocation space and related facilities. 8.4.9.1.1 If Qwest determines that the Collocation Application is not complete, Qwest shall notify CLEC of any deficiencies within ten (10) Days of the Collocation Application. Qwest shall provide suffcient detail so that CLEC has a reasonable opportunity to cure each deficiency. To retain its place in the Collocation queue for the requested Premises, CLEC must cure any deficiencies in its Collocation Application and resubmit the Collocation Application within ten (10) Days after being advised ofthe deficiencies. 8.4.9.2 Quotation - If Collocation Entrance Facilties and space are available, Qwest wil develop a price quotation within twenty-five (25) Days of providing the feasibilty study. Facility Connected Collocation price quotations wil be honored for thirt (30) Days from the date the quotation is provided. During this period, the Collocation Entrance Facilty and space are reserved pending CLEC's Acceptance of the quoted charges. 8.4.9.3 Acceptance - Upon receipt of a complete Collocation Acceptance, as described in Section 8.4.1.6, space wil be reserved and construction by Qwest wil begin. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 133 Section 8 Collocation 8.4.9.4 Interval - The interval for FC Collocation shall vary depending based on two (2) factors - 1) whether CLEC provides its Acceptance within seven (7) Days of receipt of the quotation; and 2) whether CLEC delivers its Entrance Facility to Owests C- POI in a timely manner, which shall mean within fifty-three (53) Days of the receipt of the complete Collocation Application. Owest wil provide FC Collocation ninety (90) Days from receipt of a complete Collocation Application with timely Acceptance of the quotation by CLEC. With late Acceptance of the quotation by CLEC, Owest wil provide FC Collocation ninety (90) Days from Acceptance. CLEC must have its Entrance Facilty at the C-POI no later than fifty-three (53) Days after Owest receives the complete Collocation Application. If CLEC's Entrance Facility is not completed to the C-POI within fift-three (53) Days after receipt of the complete Collocation Application, Owest shall complete the FC Collocation within fort-five (45) Days of the completion and availability of CLEC's Entrance Facility at the C-POI. 8.5 Biling 8.5.1 Biling - All Collocation 8.5.1.1 Upon completion of the Collocation construction activities and payment of the remaining nonrecurring balance, Owest wil provide CLEC a completion package that wil initiate the recurring Collocation charges. Once this completion package has been signed by CLEC and Owest, and Owest has received the final fifty percent (50%) balance, Owest will activate CLEC transport services and/or UNEs or ancillary services coincident with completion of the Collocation. 8.5.1.2 In the event Owest has completed all associated construction activities and CLEC has not completed its associated activities (e.g., delivering fiber to the C-POI, or providing the equipment cables for connecting to the Interconnection Distribution Frame), Owest will bil an adjusted amount of the remaining nonrecurring balance, close the job, and begin Billng the monthly recurring rent charge. In those instances where the job is delayed due to CLEC not having its fiber to the POi, Owest wil request the balance due minus the dollar amount specific to this work activity, and begin Billng the monthly recurring rent charge. Once CLEC has completed fiber placement, CLEC can request Owest to return and complete the splicing activity at the rate reflected in this Agreement. In the case of missing equipment cables, CLEC wil be responsible for installng the cables if not delivered at job completion. The installation activity must be conducted by a Owest approved vendor and follow the designated racking route. Final test and turn-up wil be performed under the Maintenance and Repair process contained herein. 8.5.2 Biling - Virtual Collocation 8.5.2.1 Virtual Collocation wil be considered complete when the Premises is Ready for Service (RFS). Cooperative testing between CLEC and Owest may be negotiated and performed to ensure continuity and acceptable transmission parameters in the facility and equipment. 8.5.3 Billng - Caged and Cage less Physical Collocation 8.5.3.1 Payment for the remaining nonrecurring charges shall be upon the RFS date. Upon completion of the construction activities and payment of the remaining August 8, 2008/kcd/Greenfly NetworkslID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 134 section 8 Colloction nonrecurring charges, Owest wil schedule a walk through of the space with CLEC. During this joint walk through, Owest wil tum over access to the space and provide security access to the Premises. Upon completion of the acceptance walk through, CLEC wil be provided the Caged or Cageless Physical Collocation completion package (i.e., all ordering information). The monthly Biling for leased space, DC power, Entrance Facility, and other associated monthly charges wil commence with CLEC sign off on the completion of the physical space. CLEC may then proceed with the installation of its equipment in the Collocation space, unless early access has been arranged pursuant to Section 8.2.3.7. If Owest, despite its best efforts, including notification through the contact number on the Collocation Application, is unable to schedule the walk through with CLEC within twenty-one (21) Days of the RFS, Owest shall activate the monthly recurring charges. 8.6 Maintenance and Repair 8.6.1 Virtual Collocation 8.6.1.1 Maintenance Labor, Inspector Labor, Engineering Labor and Equipment Labor business hours are considered to be Monday through Friday, 8:00 am to 5:00 pm (local time) and after business hours are after 5:00 pm and before 8:00 am (local time), Monday through Friday, all day Saturday, Sunday and holidays. 8.6.1.2 Installation and maintenance of CLEC's virtually collocated equipment wil be performed by Owest or a Owest authorized vendor. 8.6.1.3 Upon failure of CLEC's virtually collocated equipment, Owest wil promptly notify CLEC of such failure and the corrective action that is needed. Owest wil repair such equipment within the same time periods and with failure rates that are no greater than those that apply to the performance of similar functions for comparable equipment of Owest. CLEC is responsible for transportation and delivery of maintenance spares to Owest at the Premises housing the failed equipment. CLEC is responsible for purchasing and maintaining a supply of spares. 8.6.2 Physical Collocation 8.6.2.1 CLEC is responsible for the maintenance and repair of its equipment located within CLEC's leased space. 8.6.3 Interconnection Distribution Frame 8.6.3.1 CLEC is responsible for block and jumper inventory and maintenance at the Interconnection Distribution Frame and using industry accepted practices for its terminations. Additionally, CLEC is responsible for having jumper wire and tools for such operations. Owest is responsible for the overall repair and maintenance of the frame; including horizontal and vertical mounting positions, cable raceways, rings, and troughs, and general housekeeping of the frame. 8.6.4 Adjacent Collocation and Adjacent Remote Collocation 8.6.4.1 CLEC is responsible for the maintenance and repair of its equipment located within CLEC's Adjacent Collocation and Adjacent Rei:ote Collocation space. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Qwest Fourteen State Negotiations Template, June 23, 2008 135 Section 8 Collocaion 8.6.5 Facility Connected (FC) Collocation 8.6.5.1 Qwest wil be responsible for all Maintenance and Repair of FC Collocation facilities from the C-POI into and within the Wire Center, and for the associated Interconnection, ancillary services, and Finished Services terminated on the FC Collocation blocks or panels. CLEC does not have physical access to the Wire Center for FC Collocation. 8.6.6 Splitter Collocation 8.6.6.1 When Splitters are installed in Qwest Wire Centers via Common Area Splitter Collocation, CLEC wil order and install additional Splitter cards as necessary to increase the capacity of the Splitters. CLEC wil leave one (1) unused, spare Splitter card in every shelf to be used for Maintenance and Repair until such time as the card must be used to fill the shelf to capacity. 8.6.6.2 When Splitters are installed in Qwest Wire Centers via standard Collocation arrangements, CLEC may install test access equipment in its Collocation areas in those Wire Centers for the purpose of testing Shared Loops. This equipment must meet the requirements for Central Offce equipment set by the FCC in its March 31, 1999 Order in CC Docket No. 98-147. -, August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 136 Section 9 Unbundled Netwrk Elements SECTION 9.0 - UNBUNDLED NETWORK ELEMENTS 9.1 General Terms 9.1.1 Changes in law, regulations or other "Existing Rules" relating to Unbundled Network Elements (UNEs), including additions and deletions of elements Qwest is required to unbundle and/or provide in a UNE Combination, shall be incorporated into this Agreement by amendment pursuant to Section 2.2. CLEC and Qwest agree that the UNEs identified in Section 9 are not exclusive and that pursuant to changes in FCC rules, the Bona Fide Request Process, or Special Request Process (SRP), CLEC may identify and request that Qwest furnish additional or revised UNEs to the extent required under Section 251 (c)(3) of the Act. Failure to list a UNE herein shall not constitute a waiver by CLEC to obtain a UNE subsequently defined by the FCC. 9.1.1.1 UNEs shall only be obtained for the provision of Telecommunications Services, which do not include telecommunications utilzed by CLEC for its own administrative use. 9.1.1.2 CLEC may not access UNEs for the exclusive provision of Mobile Wireless Services or Interexchange Services. 9.1.1.3 If CLEC accesses and uses a UNE consistently with Section 9.1.2, CLEC may provide any Telecommunications Services over the same UNE. 9.1.1.4 To submit an order to obtain a high capacity Loop or transport UNE, CLEC must undertake a reasonably diligent inquiry and, based on that inquiry, self- certify that, to the best of its knowledge, its request is consistent with the requirements discussed in Sections iV, V, and Vi of the Triennial Review Remand Order and that it is therefore entitled to unbundled access to the particular Network Elements sought pursuant to Section 251(c)(3) of the Act. As part of such reasonably diligent inquiry, CLEC shall ensure that a requested unbundled DS1 or DS3 Loop is not in a Wire Center identified on the list provided by Qwest of Wire Centers that meet the applicable non- impairment thresholds as specified in Section 9.2, and that a requested unbundled DS1, DS3 and/or dark fiber transport circuit UNE is not between Wire Centers found identified on the list of Wire Centers that meet the applicable non-impairment threshold as specified in Section 9.6. 9.1.1.4.1 Upon receiving a request for access to a dedicated transport or high-capacity loop UNE that indicates that the UNE meets the relevant factual criteria discussed in sections V and Vi of the Triennial Review Remand Order, Qwest must immediately process the request if the UNE is in a location that does not meet the applicable non-impairment thresholds as specified in Section 9.2 or Section 9.6. To the extent that Qwest seeks to challenge any other such UNEs, it subsequently can raise that issue through the dispute resolution procedures provided for in this Agreement. 9.1.1.4.2 Intentionally Left Blank 9.1.1.4.3 Additional Non-Impaired Wire Centers. When Qwest files a request(s) to add additional Wire Center(s) to the Qwest Non-impaired Wire Center list, Qwest wil follow the procedures for making such requests as agreed to by Qwest and certain August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 137 Section 9 Unbundled Network Elements CLECs in the Multi-state Settlement Agreement Regarding Wire Center Designations and Related Issues on June 20,2007. If the Commission approves the Wire Center(s) as non-impaired, fifteen (15) Days after Commission-approval CLEC wil no longer order impacted High Capacity Loops, high capacity transport UNEs and Dark Fiber Dedicated Transport UNEs in (for loops) or between (for transport) those Non-impaired Wire Centers. Owest and CLEC wil work together to identify those circuits impacted by such change. 9.1.1.4.3.1 Length of Transition Period for Additional Non-Impairment Designations. 9.1.1.4.3.1.1 When the Commission approves additional DS1 and DS3 loop or high capacity transport UNE non-impairment designations as described in Section 9.1.1.4.3, CLEC wil have ninety (90) days from the effective date of the order in which the Commission approves the addition to the Owest Non-impaired Wire Center list to transition the applicable Non-Impaired Facilties to an alternative service. 9.1.1.4.3.1.2 When the Commission approves additional Dark Fiber transport non-impairment Designations as described in Section 9.1.1.4.3, CLEC wil have one-hundred and eighty (180) days from the effective date of the order in which the Commission approves the addition to the Owest Non-impaired Wire Center list to transition to an alternative arrangement. Owest and CLEC wil work together to identify those circuits impacted by such a change. 9.1.1.4.3.2 Rate During Transition Period for Additional Non-Impairment Designations. 9.1.1.4.3.2.1 For a ninety (90) day period beginning on the effective date on which the Commission approves an addition to the Owest Non- impaired Wire Center list, any DS1 Loop UNEs, DS3 Loop UNEs, DS1 Dedicated Transport UNEs, and DS3 Dedicated Transport UNEs that CLEC leases from Owest as of that date, but which Owest is not obligated to unbundle, shall be available for lease from Owest at a rate equal to 115% of the UNE rates applicable as of the effective date on which the Commission adds the Wire Center to the Owest Non-impaired Wire Center list. 9.1.1.4.3.2.2 For a one-hundred and eighty (180) day period beginning on the effective date on which the Commission approves an addition to the Owest Non-impaired Wire Center list, any Dark Fiber Dedicated Transport UNEs that CLEC leases from Owest as of that date, but which Owest is not obligated to unbundle, shall be available for lease from Owest at a rate equal to 115% of the UNE rates applicable as of the effective date on which the Commission adds the Wire Center to the Owest Non-impaired Wire Center list. 9.1.1.4.3.2.3 The 115% rate described in Sections 9.1.1.4.3.2.1 and 9.1.1.4.3.2.2 wil be applied to CLEC bils on the following bill cycle, and may be applied as a manual adjustment. Any manual bil adjustment for August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 138 Section 9 Unbundled Network Elements the time period for which the facilties were in place wil be applied to each account based on the Billng Telephone Number (BTN) and/or Circuit (CKT) identification number per Biling Account Number (BAN) with an effective bil date as of the effective date on which the Commission adds the Wire Center to the Owest Non-impaired Wire Center list. 9.1.1.4.3.2.4 For high capacity loops and high capacity transport UNE transitions, Owest wil assess the non-recurring charge contained in the appropriate Tariff. No additional non-recurring charges apply for the transition, other than ass non-recurring charges if applicable. Owest shall not impose any recurring or nonrecurring ass charges unless and until the Commission authorizes Owest to impose such charges and/or approves applicable rates at the completion of appropriate cost docket proceedings. 9.1.1.4.3.2.4.1 When Owests tariff rate exceeds $25, Owest wil provide a clearly identified lump sum credit within three (3) billng cycles that results in an effective net non-recurring charge of $25. This lump sum credit applies until July 31,2010. 9.1.1.5 If it is determined by CLEC or Owest that CLEC's access to or use of UNEs is inconsistent with Existing Rules, except due to change of law, CLEC has thirt (30) Days to convert such UNEs to alternate service arrangements and CLEC is subject to back billng for the difference between rates for the UNEs and rates for the Owest alternate service arrangements. CLEC is also responsible for all non-recurring charges associated with such conversions. 9.1.1.6 When CLEC submits an order to convert a special access circuit to a UNE and that circuit has previously been exempt from the special access surcharge pursuant to 47 C.F.R. § 69.115, CLEC shall document in its certification when and how the circuit was modified to permit interconnection of the circuit with a local exchange subscriber line. 9.1.1.7 To the extent it is Technically Feasible, CLEC may Commingle Telecommunications Services purchased on a resale basis with an Unbundled Network Element or combination of Unbundled Network Elements. Notwithstanding the foregoing, the following are not available for resale Commingling: a) Non-telecommunications services; b) Enhanced or Information services; c) Features or functions not offered for resale on a stand-alone basis or separate from basic Exchange Service; and d) Network Elements offered pursuant to Section 271. 9.1.1.8 CLEC may Commingle UNEs and combinations of UNEs with wholesale services and facilities (e.g., switched and special access services offered pursuant to Tariff), and request Owest to perform the necessary functions to provision such Commingling. CLEC wil be required to provide the CFA (Connecting Facility August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 139 Section 9 Unbundled Network Elements Assignment) of CLEC's network demarcation (e.g., Collocation or multiplexing facilties) for each UNE, UNE Combination, or wholesale service when requesting Owest to perform the Commingling of such services. Owest shall not deny access to a UNE on the grounds that the UNE or UNE Combination shares part of Owests network with access services. 9.1.1.8.1 When a UNE and other service are Commingled, the service interval for each facility being Commingled wil apply only as long as a unique provisioning process is not required for the UNE or service due to the Commingling. Performance measurements and\or remedies do not applicable to the total Commingled arrangement but do apply to each facilty or service ordered within the Commingled arrangement. Work performed by Owest to provide Commingled services that are not subject to standard provisioning intervals wil not be subject to performance measures and remedies, if any, contained in this Agreement or elsewhere, by virtue of that service's inclusion in a requested Commingled service arrangement. Provisioning intervals applicable to services included within a requested Commingled service arrangement wil not begin to run until CLEC provides a complete and accurate service request, necessary CFAs to Owest, and Owest completes work required to perform the Commingling that is in addition to work required to provision the service as a stand-alone facilty or service. 9.1.1.8.2 Owest wil not combine or Commingle services or Network Elements that are offered by Owest solely pursuant to Section 271 of the Communications Act of 1934, as amended, with Unbundled Network Elements or combinations of Unbundled Network Elements. 9.1.1.8.3 Services are available for Commingling only in the manner in which they are provided in Owests applicable product Tariffs, catalogs, price lists, or other Telecommunications Services offerings. 9.1.1.8.3.1 Entrance Facilities and mid-span meet SPOI obtained pursuant to Section 7 of this Agreement are not available for Commingling. 9.1.1.9 Ratcheting. To the extent that CLEC requests Owest to commingle a UNE or a UNE Combination with one or more facilties or services that CLEC has obtained at wholesale from Owest pursuant to a method other than unbundling under Section 251(c)(3) of the Act, Owest wil not be required to bil that wholesale circuit at multiple rates, otherwise known as ratcheting. Such commingling wil not affect the prices of UNEs or UNE Combinations involved. 9.1.1.9.1 To the extent a multiplexed facility is included in a Commingled circuit then: (1) the multiplexed facility will be ordered and biled at the UNE rate if and only if all circuits entering the multiplexer are UNEs and (2) in all other situations the multiplexed facilty wil be ordered and biled pursuant to the appropriate Tariff. 9.1.1.10 Service Eligibilty Criteria. The following Service Eligibility Criteria apply to combinations and/or Commingling of high capacity (DS1 and DS3) Loops and interoffce transport (high capacity EELs). This includes new UNE EELs, EEL August 8, 2008/kcd/Greenfly Networks/ID/CDS-OB0806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 140 .Section 9 Unbundled Netwrk Elements conversions (including commingled EEL conversions), or new commingled EELs (e.g., high capacity loops attached to special access transport). 9.1.1.10.1 Except as otherwise provided in this Section 9.1.1.10, Owest shall provide access to Unbundled Network Elements and Combinations of Unbundled Network Elements without regard to whether CLEC seeks access to the Unbundled Network Elements to establish a new circuit or to convert an existing circuit from a service to Unbundled Network Elements. 9.1.1.10.2 CLEC must certif that the following Service Eligibility Criteria are satisfied to: (1) convert a special access circuit to a high capacity EEL, (2) to obtain a new high capacity EEL; or (3) to obtain at UNE pricing any portion of a Commingled circuit that includes a high capaci Loop and transport facility or service. Such certification shall be in accordance with all of the following Sections. 9.1.1.10.2.1 State Certification. CLEC has received state certification to provide local voice service in the area being served or, in the absence of a state certification requirement, has complied with registration, tariffng, filing fee, or other regulatory requirements applicable to the provision of local voice service in that area. 9.1.1.10.2.2 Per Circuit Crieria. The following criteria are satisfied for each combined circuit, including each OS 1 circuit, each OS 1 EEL, and each OS1-equivalent circuit on a OS3 EEL: 9.1.1.10.2.3 Telephone Number Assignment. Each circuit to be provided to each End User Customer wil be assigned a local telephone number prior to the provision of service over that circuit. This requires that each OS1 circuit must have at least one (1) local telephone number and each OS3 circuit has at least twenty-eight (28) local telephone numbers. The origination and termination of local voice traffc on each local telephone number assigned to a circuit shall not include a toll charge and shall not require dialing special digits beyond those normally required for a local voice calL. 9.1.1.10.2.4 911 or E911. Each circuit to be provided to each End User Customer wil have 911 or E911 capabilty prior to the provision of service over that circuit. 9.1.1.10.2.5 Collocation. a) Each circuit to be provided to each End User Customer wil terminate in a Collocation arrangement that is established pursuantto Section 251 (c)(6) ofthe Act and located atOwests Premises within the same LATA as the End User Customets premises, when Owest is not the collocator, and cannot be at an Interexchange Carrier POP or ISP POP location; b) Each circuit to be provided to each End User Customer wil terminate in a Collocation arrangement that is August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-03 Owest Fourteen State Negotiations Template, June 23,2008 141 Section 9 Unbundled Network Elements located at the third party's premises within the same LATA as the End User Customer's premises, when Owest is the collocator; and c) When a DS1 or DS3 EEL Loop is connected to a multiplexed facility, the multiplexed facility must be terminated in a Collocation arrangement that is established pursuant to Section 251(c)(6) of the Act and located at Owests Premises within the same LATA as the End User Customer's premises, when Owest is not the collocator, and cannot be at an Interexchange Carrier POP or ISP POP location. . 9.1.1.10.2.6 Interconnection Trunking. CLEC must arrange for the meaningful exchange of traffc which must include hand-offs of local voice calls that flow in both directions. Where CLEC does not arrange for a meaningful exchange of traffc, those arrangements cannot be attributed toward satisfaction of this criterion. At a minimum, each DS1 circuit must be served by a DSO equivalent LIS trunk in the same LATA as the End User Customer served by the circuit. For each twenty-four (24) DS1 circuits, CLEC must maintain at least one (1) active DS1 LIS trunk in the same LATA as the End User Customer served by the circuit. 9.1.1.10.2.6.1 Callng Party Number. Each circuit to be provided to each End User Customer wil be served by an Interconnection trunk over which CLEC will transmit the Callng Party Number in connection with calls exchanged over the trunk. For each twenty- four (24) DS1 EELs or other facilities having equivalent capacity, CLEC wil have at least one (1) active DS1 LIS trunk over which CLEC wil transmit the Callng Part Number in connection with calls exchanged over the trunk. If the Callng Party Number is not exchanged over an Interconnection trunk, that trunk shall not be counted towards meeting these criteria. 9.1.1.10.2.7 End Office Switch. Each circuit to be provided to each End User Customer wil be served by an End Offce Switch capable of switching local voice traffic. CLEC must certify that the switching equipment is either registered in the LERG as a Class 5 Switch or that it can switch local voice traffc. 9.1.1.10.3 CLEC must provide certification to Owest through a certification letter, or other mutually agreed upon communication, that each individual high capacity loop in combination, or Commingled, with a Owest-provided high capacity transport facility or service, meets the Service Eligibility Criteria set forth above before Owest wil provision or convert the high capacity facility in combination or Commingled. 9.1.1.10.4 CLEC's high capacity combination or Commingled facility Service Eligibilty shall remain valid only so long as CLEC continues to meet the Service Eligibility Criteria set forth above. If CLEC's Service Eligibilty on a given high capacity combination or Commingled facility is no longer valid, CLEC must submit a service order converting the facility to the appropriate private line/special access service within thirt (30) Days. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 142 Section 9 Unbundled Netwrk Elements 9.1.1.10.5 Service Eligibility Audits. In order to confirm reasonable compliance with these requirements, Owest may perform Service Eligibility Audits of CLEC's records. Service Eligibilty Audits shall be performed in accordance with the following guidelines: 9.1.1.10.5.1 Owest may, upon thirt (30) Days written notice to CLEC that has purchased high capacity combination and Commingled facilities, conduct a Service Eligibilit Audit to ascertain whether those high capacity facilities were eligible for UNE treatment at the time of Provisioning or conversion and on an ongoing basis thereafter. 9.1.1.10.5.2 CLEC shall make reasonable efforts to cooperate with any Service Eligibility Audit by awest and shall maintain and provide Owest with relevant records (e.g., network and circuit configuration data, local telephone numbers) which demonstrate that CLEC's high capacity combination and Commingled facilities meet the Service Eligibility Criteria. 9.1.1.10.5.3 An independent auditor hired ancl paid for by Owest shall perform any Service Eligibilty Audits, provided, however, that if a Service Eligibility Audit reveals that CLEC's high capacity combination and Commingled facility circuit(s) do not meet or have not met the Service Eligibility Criteria, then CLEC shall reimburse Owest for the cost of the audit. To the extent the independent auditor's report concludes that CLEC complied in all material respects with the Service Eligibility Criteria, Owest shall reimburse CLEC for its costs associated with the Service Eligibility Audit. 9.1.1.10.5.4 An independent auditor must perform its evaluation in accordance with the standards established by the American Institute for Certified Public Accountants (AICPA) and during normal business hours, unless there is a mutual agreement otherwise. 9.1.1.10.5.5 Owest shall not exercise its Service Eligibility Audit rights with respect to CLEC (excluding Affliates), more than once in any calendar year, unless an audit finds non-compliance. If a Service Eligibility Audit does find non-compliance, Owest shall not exercise its Service Eligibilty Audit rights for sixty (60) Days following that audit, and if any subsequent Service Eligibilty Audit does not find non-compliance, then Qwest shall not exercise its Service Eligibility Audit rights for the remainder of the calendar year. 9.1.1.10.5.6 At the same time that Owest provides notice of a Service Eligibility Audit to CLEC under this paragraph, Owest shall send a copy of the notice to the Federal Communications Commission. 9.1.1.10.5.7 Service Eligibility Audits conducted by Owest for the purpose of determining compliance with Service Eligibilty Criteria shall not effect or in any way limit any audit or Dispute Resolution rights that Owest may have pursuant to other provisions of this Agreement. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 143 Section 9 Unbundled Network Elements 9.1.1.10.5.8 Owest shall not use any other audit rights it may have under this Agreement to audit for compliance with the Service Eligibilty Criteria of this Section. Owest shall not require a Service Eligibilty Audit as a prior prerequisite to Provisioning combination and Commingled facilities. 9.1.1.10.5.9 CLEC shall maintain appropriate records to support its Service Eligibility Criteria. However, CLEC has no obligation to keep any. records that it does not keep in the ordinary course of its business. 9.1.1.10.5.10 If a Service Eligibilty Audit demonstrates that a high capacity combination and Commingled facilities do not meet the Service Eligibility Criteria above, the CLEC must convert all non-compliant circuits to private line/special access circuits and CLEC must true-up any difference in payments within thirty (30) days. 9.1.2 Owest shall provide non-discriminatory access to Unbundled Network Elements on rates, terms and conditions that are non-discriminatory, just and reasonable. The quality of an Unbundled Network Element Owest provides, as well as the access provided to that element, wil be equal between all Carriers requesting access to that element; second, where Technically Feasible, the access and Unbundled Network Element provided by Owest will be provided in "substantially the same time and manner" to that which Owest provides to itself or to its Affilates. In those situations where Owest does not provide access to Network Elements to itself, Owest will provide access in a manner that provides CLEC with a meaningful opportunity to compete. For the period of time Owest provides access to CLEC to an Unbundled Network Element, CLEC shall have exclusive use of the Network Element, except when the provisions herein indicate that a Network Element will be shared. Notwithstanding the foregoing, Owest shall provide access and UNEs at the service performance levels set forth in Section 20. Notwithstanding specific language in other sections of this Agreement, all provisions of this Agreement regarding Unbundled Network Elements are subject to this requirement. In addition, Owest shall comply with all state wholesale service quality requirements. 9.1.2.1 If facilities are not available, Owest wil build facilities dedicated to an End User Customer if Owest would be legally obligated to build such facilities to meet its Provider of Last Resort (POLR) obligation to provide basic local Exchange Service or its Eligible Telecommunications Carrier (ETC) obligation to provide primary basic local Exchange Service. CLEC wil be responsible for any construction charges for which an End User Customer would be responsible. In other situations, Owest does not agree that it is obligated to build UNEs, but it wil consider requests to build UNEs pursuant to Section 9.19 of this Agreement. 9.1.2.1.1 Upon receipt of an LSR or ASR, Owest wil follow the same process that it would follow for an equivalent retail service to determine if assignable facilities exist that fit the criteria necessary for the service requested. If available facilties are not readily identified through the normal assignment process, but facilties can be made ready by the requested Due Date, CLEC wil not receive an additional FOC, and the order Due Date wil not be changed. 9.1.2.1.2 If cable capacity is available, Owest wil complete incremental facility work (i.e., conditioning, place a drop, add a Network Interface Device, and other routine network modifications as described below) in order to complete August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 144 Section 9 Unbundled Network Elements facilties to the End User Customer's premises. 9.1.2.1.2.1 Qwest shall make all routine network modifications to unbundled Loop and transport facilties used by CLEC where the requested loop or transport facility has already been constructed. Qwest shall penorm these routine network modifications to unbundled Loop or transport facilities in a non-discriminatory fashion, without regard to whether the Loop or transport facility being accessed was constructed on behalf, or in accordance with the specifications, of any carrier. 9.1.2.1.2.2 A routine network modification is an activity that Qwest regularly undertakes for its own retail End User Customers. Routine network modifications include, but are not limited to, rearranging or splicing of cable; adding an equipment case; adding a doubler or repeater; adding a smart jack; installng a repeater shelf; adding a line card; deploying a new multiplexer or reconfiguring an existing multiplexer; and attaching electronic and other equipment that Qwest ordinarily attaches to a DS1 loop to activate such loop for its own retail End User Customer. They also include activities needed to enable CLEC to light a dark fiber transport facilty. Routine network modifications may entail activities such as accessing manholes, deploying bucket trucks to reach aerial cable, and installng equipment casings. Routine network modifications do not include the installation of new aerial or buried cable for CLEC. 9.1.2.1.3 During the normal assignment process, if no available facilties are identified for the UNE requested, Qwest wil look for existing engineering job orders that could fill the request in the future. If an engineering job currently exists, Qwest wil add CLEC's request to that engineering job and send CLEC a jeopardy notice. Upon completion of the engineering job, Qwest wil send CLEC another FOC with a new Due Date. If facilities are not available and no engineering job exists that could fill the request in the future, Qwest wil treat CLECs request as follows: 9.1.2.1.3.1 For UNEs that meet the requirements set forth in Section 9.1.2.1, CLEC wil receive a jeopardy notice. Qwest wil initiate an engineering job order for delivery of primary service to the End User Customer. When the engineering job is completed, CLEC wil receive another FOC identifying a new Due Date when the Loop wil be ready for installation. Upon receipt of the second FOC, CLEC can request a different Due Date by submittng a supplemental order to change the Due Date to a later date. 9.1.2.1.3.2 For UNEs that do not meet the requirements in Section 9.1.2.1, Qwest wil send CLEC a rejection notice canceling the LSR or ASR. Upon receipt of the rejection notice, CLEC may submit a request to build UNEs pursuant to Section 9.19 of this Agreement. 9.1.2.1.4 Qwest wil provide CLEC notification of major Loop facility builds through the ICONN database. This notification shall include the identification of any funded outside plant engineering jobs that exceeds one hundred thousand August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 145 Secton 9 Unbundled Network Elements dollars ($100,000) in total cost, the estimated Ready for Service Date, the number of pairs or fibers added, and the location of the new facilities (e.g., Distribution Area for copper distribution, route number for copper feeder, and termination CLLI codes for fiber). CLEC acknowledges that Owest does not warrant or guarantee the estimated Ready for Service Dates. CLEC also acknowledges that funded Owest outside plant engineering jobs may be modified or cancelled at any time. 9.1.2.1.5 Intentionally Left Blank. 9.1.3 Intentionally Left Blank. 9.1.4 Owest wil provide a connection between Unbundled Network Elements and a Demarcation Point. Such connection is an Interconnection Tie Pair (ITP). An ITP is required for each Unbundled Network Element or ancilary service delivered to CLEC. The ITP provides the connection between the Unbundled Network Element and the ICDF or other Central Offce Demarcation Point. The ITP is ordered in conjunction with a UNE. The charges for the ITP are contained in Exhibit A. The ITP may be ordered per termination. The Demarcation Point shall be: a) at CLEC-provided Cross Connection equipment located in CLEC's Virtual or Physical Collocation Space; or b) if CLEC elects to use ICDF Collocation, at the Interconnection Distribution Frame (ICDF); or c) if CLEC elects to use an ICDF in association with Virtual or Physical Collocation, at the ICDF; or d) if CLEC elects to use a direct connection from its Collocation space to the distribution frame serving a particular element, at the distribution frame; or e) at another Central Offce Demarcation Point mutually-agreed to by the Parties. 9.1.5 CLEC may connect Network Elements in any Technically Feasible manner. Owest wil provide CLEC with the same features, functions and capabilties of a particular element or combinations of elements that Owest provides to itself. Owest wil provide CLEC with all of the features and functionalities of a particular element or combination of elements (regardless of whether such combination of elements is ordered from Owest in combination or as elements to be combined by CLEC), so that CLEC can provide any Telecommunications Services that can be offered by means of such element or combination of elemen~s. Owest wil provide Unbundled Network Elements to CLEC in a manner that allows CLEC to combine such elements to provide any Telecommunications Services. Owest shall not in any way restrict CLEC's use of any element or combination of elements (regardless of whether such combination of elements is ordered from Owest in combination or as elements to be combined by CLEC) except as Owest may be expressly permitted or required by Existing Rules. 9.1.6 Except as set forth in Section 9.23, the UNE Combinations Section, Owest provides UNEs on an individual element basis. Charges, if any, for testing pursuant to this paragraph are contained in Exhibit A to this Agreement. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 146 Section 9 Unbundled Netwrk Elements 9.1.6.1 When elements are provisioned by Owest on an individual element basis (whether or not such elements are combined by CLEC with other elements provided by Qwest or CLEC): a) Owest wil perform testing necessary or reasonably requested by CLEC, to determine that such UNE is capable of meeting the technical parameters established for each UNE. b) Owest wil repair and maintain such element to ensure that UNE continues to meet the technical parameters established for each UNE. CLEC is responsible for the end-to-end transmission and circuit functionality testing for UNE Combinations created by CLEC. c) Qwest wil cooperate with CLEC in any Technically Feasible testing necessary or reasonably requested by CLEC to assist in determining end-to-end transmission and circuit functionality of such UNE. 9.1.6.2 When elements are provisioned by Owest in combination: a) Owest wil perform testing necessary or reasonably requested by CLEC to determine that such combination and each UNE included in such combination is capable of meeting the technical parameters of the combination. b) Qwest wil repair and maintain such combination and each UNE included in such combination to ensure that such UNE continues to meet the technical parameters of the combination. c) Owest wil coperate with CLEC in any Technically Feasible testing necessary or reasonably requested by CLEC to determine end-to-end transmission and circuit functionality of such combination. 9.1.7 Installation intervals for Unbundled Network Elements are contained in Exhibit C. 9.1.8 Maintenance and repair is described herein. The repair center contact telephone numbers are provided in the PCAT, which is located on the Qwest web site. 9.1.9 In order to maintain and modernize the network properly, Owest may make necessary modifications and changes to the UNEs in its network on an as needed basis. Such changes may result in minor changes to transmission parameters. Network maintenance and modernization activities wil result in UNE transmission parameters that are within transmission limits of the UNE ordered by CLEC. Owest shall provide advance notice of changes that affect network Interoperabilty pursuant to applicable FCC rules. Changes that affect network Interoperability include changes to local dialing from seven (7) to ten (10) digit, area code splits, and new area code implementation. FCC rules are contained in C.F.R. Parts 51 and 52. Owest provides such disclosures on an Internet web site. 9.1.10 Channel Regeneration. Owests design wil ensure the cable between the Owest-provided active elements and the DSX wil meet the proper signal level requirements. Channel regeneration wil not be charged for separately for Interconnection between a Collocation space and Qwests network. Cable distance limitations are based on ANSI Standard T1.1 02-1993 "Digital Hierarchy - Electrical Interface; Annex B." August a, 200a/kcd/Greenfly Networks/ID/CDS-Da080-D003 Owest Fourteen State Negotiations Template, June 23, 200a 147 Section 9 Unbundled Network Elements 9.1.11 Recurring and nonrecurrng charges apply for Unbundled Network Elements, as provided under "Rate Elements" subsections of this Section 9. 9.1.12 Miscellaneous Charges apply for miscellaneous services listed below in this Section, if such miscellaneous services are available with Unbundled Network Elements as provided under "Rate Elements" subsections of this Section 9. Miscellaneous services are provided at CLEC's request or are provided based on CLEC's actions that result in miscellaneous services being provided by Qwest. Miscellaneous Charges are in addition to recurring and nonrecurring charges that apply under this Agreement. When more than one miscellaneous service is requested for the same Unbundled Network Element(s), Miscellaneous Charges for each miscellaneous service apply. Basic rates apply for miscellaneous services provided during Qwests regular business hours, 8 a.m. to 5 p.m., local time, Monday through Friday, excluding holidays; overtime Miscellaneous Charges apply for such services provided between 5 p.m. and 8 a.m., local time, Monday through Friday, or any time Saturday, excluding holidays; and premium Miscellaneous Charges apply for such services provided any time on Sundays or holidays. a) Additional engineering - engineering work including: 1) additional technical information after Qwest has already provided the technical information normally on the design layout record; 2) customized service; or 3) review of Qwest outside plant records. Basic or overtime rates apply. b) Additional labor - installation - installation work scheduled to be performed outside of Qwests regular business hours. Overtime or premium rates apply. c) Additional labor - other - work not included in "additional labor - installation" above that involves labor only, including testing and maintenance that are not part of initially requested installation or maintenance, or, for example, for Optional Testing when CLEC reports trouble and provides no test results and authorizes Qwest to perform tests on CLEC's behalf. Basic, overtime, or premium rates apply. d) Additional cooperative acceptance testing - performing specific tests requested by CLEC. Qwests participation in such testing is subject to the availabilty of necessary qualified Qwest personnel and test equipment at test locations, which normally include the Qwest Central Offce and may include CLEC's specified location. Tests include, but are not limited to, loop back, attenuation, intermodulation, phase jitter, noise, delay, echo, and frequency shift tests. Basic, overtime, or premium rates apply. e) Non-scheduled testing - performing specific tests requested by CLEC as described above under "cooperative testing" or "manual testing" on a non-scheduled basis. Tests include, but are not limited to, loss, noise, slope, delay, and echo. Such tests are performed as the result of a repair request and are in addition to tests required to isolate and repair trouble. Basic, overtime, or premium rates apply. f) Cancellation - cancellation of a pending order for the installation of services at any time prior to notification by Qwest that service is available for use. The cancellation date is the date Qwest receives notice from CLEC that the order is cancelled. If CLEC or CLEC's End User Customer is unable to accept service within thirt (30) Days after the original Due Date, the order will be cancelled by Qwest. Prices for this miscellaneous service are market-based, using Qwests Tariffed, cataloged, price listed, or other similarly documented prices, and are subject to change. Additional information August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 148 Section 9 Unbundled Netwrk Elements concerning the application of prices for cancellations can be found in Qwests Tariff FCC, No.1, Section 5. g) Design change - information provided by CLEC or a request from CLEC that results in an engineering review and/or a design change to service on a pending service order, per order, per occurrence. Design changes include, but are not limited to: 1) changes to the address on a pending service order when the new address is in the same Owest Wire Center as the original address; or 2) conversions from an Unbundled Network Element to a private line/Special Access circuit. In addition to a design change Miscellaneous Charge, an address change may result in the application of an expedite Miscellaneous Charge in order to retain the original Due Date. Prices for this miscellaneous service are market-based, using Owests Tarifed, cataloged, pnce listed, or other similarly documented prices, and are subject to change. h) Dispatch - 1) information provided by CLEC, or a request from CLEC, in relation to installation of services, resulting in dispatch of a Owest technician(s) when dispatch is not required for Owest to complete its installation work; 2) information provided by CLEC resulting in dispatch, or a request from CLEC for dispatch, of a Owest technician(s) in relation to a repair request where no trouble is found in Owests facilties; and 3) a Owest technician(s) is dispatched and CLEC or CLEC's End User Customer is not available or ready. Prices for this miscellaneous service are market-based, using Owests Tariffed, cataloged, price listed, or other similarly documented prices, and are subject to change. i) Expedite - a Due Date that reflects a shorter service interval than is available in Owests Service Interval Guide; or that is a request for an earlier Due Date than has been established on a pending order; or that is required to meet a Due Date on a pending order due to design or other changes submitted by CLEC. Owest wil accommodate CLEC's request for an expedited installation if it can do so without delaying Due Dates or orders of other CLECs or End User Customers. Charges for expedited installations are in addition to nonrecurring charges for the service ordered. Prices for this miscellaneous service are market-based, using Owests Tariffed, cataloged, price listed, or other similarly documented pnces, and are subject to change. j) Maintenance of Serviceffrouble Isolation - work penormed by Owest when CLEC reports trouble to Owest and no trouble is found in Owests facilities. CLEC is responsible for payment of charges when the trouble is in equipment or systems provided by a part(ies) other than Owest. Additionally, when CLEC reports trouble within a quantity of services and circuits, but fails to identify the specific service and circuit expenencing trouble, charges apply for the time spent by Owest to isolate the trouble. A call-out of Owest technician at a time not consecutive with that technician's scheduled work period is subject to a minimum charge of four (4) hours. Failure of Owest personnel to find trouble in Owest facilities wil result in no charge if the trouble is subsequently found in those facilties. Charges apply per Owest technician, from the time of dispatch until the work is complete. Trouble Isolation Charges (TIC) apply for trouble isolation work on POTS and Maintenance of Service charges apply for trouble isolation work on other services. Dispatch Miscellaneous Charges may apply in addition to Maintenance of Service charges or TIC. Basic, overtime, or premium rates apply. Prices for this miscellaneous service are market-based, using Owests Tariffed, cataloged, price listed, or other similarly documented prices, and are sUbject to change. 9.1.13 Intentionally Left Blank. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 149 Section 9 Unbundled Network Elements 9.1.14 Intentionally Left Blank. 9.1.15 Expedite requests for designed Unbundled Network Elements are allowed. Expedites are requests for intervals that are shorter than the interval defined in Owests Service Interval Guide (SIG) or Individual Case Basis (ICB) Due Dates. 9.1.15.1 CLEC wil request an expedite for designed Unbundled Network Elements, including an expedited Due Date, on the Local Service Request (LSR) or the Access Service Request (ASR), as appropriate. 9.1.15.2 The request for an expedite will be allowed only when the request meets the criteria outlined in the Pre-Approved Expedite Process in Owests Product Catalog for expedites at Owests wholesale web site. 9.1.16 Intentionally Left Blank. 9.2 Unbundled Loops 9.2.1 Description The Unbundled Loop is defined as a transmission facilty between a distribution frame (or its equivalent) in a Owest Central Office and the Loop Demarcation Point at an End User Customer's premises. The Unbundled Loop includes all features, functions, and capabilties of such transmission facilty. Those features, functions, and capabilties include, but are not limited to, attached electronics that are necessary for the full functionality of the loop (except those electronics used for the provision of Advanced Services, such as Digital Subscriber Line Access Multiplexers), and line conditioning. The Unbundled Loop includes DSO, DS1, and DS3 Loops. 9.2.1.1 Loop Demarcation Point - For purposes of this Section, Loop Demarcation Point is the point where Owest owned or controlled facilities cease, and CLEC, End User Customer, owner or landlord ownership of facilities begins. 9.2.1.2 FTIH and FTTC Loops. For purposes of this Section, a Fiber-to-the- Home (FTTH) loop is a local Loop consisting entirely of fiber optic cable, whether dark or lit, and serving an End User Customer's premises, or, in the case of predominantly residential multiple dwellng units (MDUs), a fiber optic cable, whether dark or lit, that exterids to the MDU's minimum point of entry (MPOE). For purposes of this Section, a Fiber-to-the-Curb (FTIC) loop is a local loop consisting of fiber optic cable connecting to a copper distribution plant loop that is not more than 500 feet from the End User Customer's premises or, in the case of predominantly residential MDU, not more than 500 feet from the MDU's MPOE. The fiber optic cable in a FTTC must connect to a copper distribution plant loop at a serving area interface from which every other copper distribution subloop also is not more than 500 feet from the respective End User Customer's premises. 9.2.1.2.1 FTIH/FTIC New Builds. Owest shall have no obligation to provide access to an FTIH/FTIC loop as an Unbundled Network Element in any situation where Owest deploys such a loop to an End User Customer's premises that had not previously been served by any loop facility prior to October 2, 2003. August 8, 2008/kcd/Greenßy Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 150 Section 9 Unbundled Netwrk Elements 9.2.1.2.2 FTTH/FTTC Overbuilds. Qwest shall have no obligation to provide access to an FTTH/FTTC loop as an Unbundled Network Element in any situation where Qwest deploys such a loop parallel to, or in replacement of, an existing copper loop facilty. Notwithstanding the foregoing, where Qwest deploys a FTTH/FTTC loop parallel to, or in replacement of, an existing copper loop facility: 9.2.1.2.2.1 Qwest shall: (i) leave the existing copper loop connected to the End User Customer's premises after deploying the FTTH/FTTC loop to such premises, and (ii) upon request provide access to such copper loop as an Unbundled Network Element. Notwithstanding the foregoing, Qwest shall not be required to incur any expense to ensure that any such existing copper loop remains capable of transmitting signals prior to receiving a request from CLEC for access,as set forth above, in which case Qwest shall restore such copper loop to serviceable condition on an Individual Case Basis. Any such restoration shall not be subject to Performance Indicator Definition or other performance service measurement or intervals. Qwests obligations under this subsection 9.2.1.2.2 shall terminate when Qwest retires such copper Loop in accordance with the provisions of Section 9.2.1.2.3 below. 9.2.1.2.2.2 In the event Qwest, in accordance with the provisions of Section 9.2.1.2.3 below, retires the existing copper loop connected to the End User Customer's premises, Qwest shall provide access, as an Unbundled Network Element, over the FTTH/FTTC loop to a 64 kbps transmission path capable of voice grade service. 9.2.1.2.3 Retirement of Copper Loops or Copper Subloops and Replacement with FTTH/FTTC Loops. In the event Qwest decides to replace any copper loop or copper Subloop with a FTTH/FTTC Loop, Qwest wil: (i)provide notice of such planned replacement on its web site (ww.qwest.comldisclosures); (ii) provide e-mail notice of such planned retirement to CLECs; and (iii) provide public notice of such planned replacement to the FCC. Such notices shall be in addition to any applicable state Commission notification that may be required. Any such notice provided to the FCC shall be deemed approved on the ninetieth (90th) Day after the FCC's release of its public notice of the fiing, unless an objection is fied pursuant to the FCC's rules. In accordance with the FCC's rules: (i) CLEC objection to a Qwest notice that it plans to replace any copper Loop or copper subloop with a FTH/FTTC Loop shall be filed with the FCC and served upon Qwest no later than the ninth (9th) business day following the release of the FCC's public notice of the filing. and (ii) any such objection shall be deemed denied ninety (90) Days after the date on which the FCC releases public notice of the filing, unless the FCC rules otherwise within that period. 9.2.1.3 Hybrid Loops. A "Hybrid Loop" is an Unbundled Loop composed of both fiber optic cable, usually in the feeder plant, and copper wire or cable, usually in the distribution plant. , 9.2.1.3.1 Broadband Services. When CLEC seeks access to a Hybrid Loop for the provision of broadband services, including DS1 or DS3 capacity, but August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 151 Section 9 Unbundled Network Elements not DSL, Qwest shall provide CLEC with non-discriminatory access on an unbundled basis to time division multiplexing features, functions, and capabilities of that Hybrid Loop, only where impairment has been found to exist to establish a complete transmission path between Qwests Central Offce and an End User Customer's premises. This access shall include access to all features, functions, and capabilties of the Hybrid Loop that are not used to transmit packetized information. 9.2.1.~.2 Narrowband Services. When CLEC seeks access to a Hybrid Loop for the provision of narrowband services, Qwest may either: a) Provide non-discriminatory access, on an unbundled basis, to an entire Hybrid Loop capable of voice-grade service (Le., equivalent to DSO capacity), using time division multiplexing technology; or b) Provide non-discriminatory access to a spare home-run copper loop serving that End User Customer on an unbundled basis. 9.2.1.4 Intentionally Left Blank. 9.2.2 Terms and Conditions 9.2.2.1 Qwest shall provide CLEC, on a non-discriminatory basis, Unbundled Loops (unbundled from local switching and transport) of substantially the same quality as the Loop that Qwest uses to provide service to its own End User Customers. For Unbundled Loops that have a retail analogue, Qwest wil provide these Unbundled Loops in substantially the same time and manner as Qwest provides to its own End User Customers. Unbundled Loops shall be provisioned in accordance with Exhibit C and the performance metrics set forth in Section 20 and with a minimum of service disruption. 9.2.2.1.1 Use of the word "capable" to describe Loops in Section 9.2 means that Qwest assures that the Loop meets the technical standards associated with the specified Network Channel/Network Channel Interface codes, as contained in the relevant technical publications and industry standards. 9.2.2.1.2 Use of the word "compatible" to describe Loops in Section 9.2 means the Unbundled Loop complies with technical parameters of the specified Network Channel/Network Channel Interface codes as specified in the relevant technical publications and industry standards. Qwest makes no assumptions as to the capabilities of GLEC's Central Office equipment or the Customer Premises Equipment. 9.2.2.2 Analog (Voice Grade) Unbundled Loops. Analog (voice grade) Unbundled Loops are available as a two-wire or four-wire voice grade, point-to-point configuration suitable for local exchange type services. For the two-wire configuration, CLEC must specify the signaling option. The actual Loop facilities may utilize various technologies or combinations of technologies. 9.2.2.2.1 If Qwest uses Integrated Digital Loop Carrier (IDLC) systems to provide the Unbundled Loop, Qwest wil first attempt, to the extent possible, to make alternate arrangements such as Line and Station Transfers (LST), to August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 152 Sect 9 Unbundled Netwrk Elements permit CLEC to obtain a contiguous copper Unbundled Loop. If a LST is not available, Owest may also seek alternatives such as Integrated Network Access (INA), hair pinning, or placement of a Central Offce terminal, to permit CLEC to obtain an Unbundled Loop. If no such facilities are available, Owest wil make every feasible effort to provision Unbundled Loops over the IDLe in order to provide the Unbundled Loop for CLEC. 9.2.2.2.1.1 In areas where Owest has deployed amounts of IDLC that are suffcient to cause reasonable concern about CLEC's ability to provide service through available copper facilties on a broad scale, CLEC shall have the ability to gain access to Owest information suffcient to provide CLEC with a reasonably complete identification of such available copper facilities. Owest shall be entitled to mediate access in a manner reasonably related to the need to protect Confidential or Proprietary Information. CLEC shall be responsible for Owests incremental costs to provide such information or access mediation. 9.2.2.2.2 If there are state service quality rules in effect at the time CLEC requests an Analog Unbundled Loop, Owest wil provide an Analog Unbundled Loop that meets the state technical standards. If necessary to meet the state standards, Owest wil, at no cost to CLEC, remove load coils and Bridged Taps from the Loop in accordance with the requirements of the specific technical standard. 9.2.2.3 Digital Capable Loops - DS1 and DS3 Capable Loops, Basic Rate (BRI) ISDN Capable Loops, 2/4 Wire Non-Loaded Loops and xDSL-1 Capable Loops. Unbundled digital Loops are transmission paths capable of carrying specifically formatted and line coded digital signals. Unbundled digital Loops may be provided using a variety of transmission technologies including, but not limited to, metallc wire, metallc wire based digital Loop carrier, and fiber pptic fed digital carrier systems. Owest wil provision digital Loops in a non-discriminatory manner, using the same facilities assignment processes that Owest uses for itself to provide the requisite service. Digital Loops may use a single or multiple transmission technologies. DC continuity does not apply to digital capable Loops. If conditioning is required, then CLEC shall be charged for such conditioning as set forth in Exhibit A if it authorized Owest to perform such conditioning. 9.2.2.3.1 Intentionally Left Blank. 9.2.2.3.1.1 DS1 Unbundled Loops. Subject to the cap described in Section 9.2.2.3.1.1.1, Owest shall provide CLEC with non-discriminatory access to a DS1 Loop on an unbundled basis to any building not served by a Wire Center with at least 60,000 Business Lines and at least four (4) Fiber-based Colloctors. Once a Wire Center exceeds both of these thresholds, no future DS1 Loop unbundling wil be required in that Wire Center. 9.2.2.3.1.1.1 Cap on Unbundled DS 1 Loop Circuits. CLEC may obtain a maximum of ten (10) unbundled DS1 Loops to any single building in which DS1 Loops are available as Unbundled Loops. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 153 Section 9 Unbundled Network Elements 9.2.2.3.1.2 DS3 Unbundled Loops. Subject to the cap described in Section 9.2.2.3.1.2.1, Qwest shall provide CLEC with non- discriminatory access to a DS3 Loop on an unbundled basis to any building not served by a Wire Center with at least 38,000 Business Lines and at least four (4) Fiber-based Collocators. If a Wire Center exceeds both of these thresholds, no future DS3 Loop unbundling is required in that Wire Center. 9.2.2.3.1.2.1 Cap on Unbundled DS3 Loop Circuits. CLEC may obtain a maximum of a single unbundled DS3 Loop to any single building in which DS3 Loops are available as unbundled Loops. 9.2.2.3.2 If CLEC orders a 2/4 wire non-loaded Unbundled Loop for an End User Customer served by a digital loop carrier system, Qwest wil conduct an assignment process which considers the potential for an LST or alternative copper facility. If no copper facility capable of supporting the requested service is available, then Qwest wil reject the order. 9.2.2.4 Non-Loaded Loops. CLEC may request that Qwest provide a non-loaded Unbundled Loop. In the event that no such facilities are available, CLEC may request that Qwest condition existing spare facilities. CLEC may indicate on the LSR that it pre- approves conditioning if conditioning is necessary. If CLEC has not pre-approved conditioning, Qwest wil obtain CLEC's consent prior to undertaking any conditioning efforts. Upon CLEC pre-approval or approval of conditioning, and only if conditioning is necessary, Qwest will dispatch a technician to condition the Loop by removing load coils and excess Bridged Taps to provide CLEC with a non-loaded Loop. CLEC wil be charged the nonrecurring conditioning charge (Le., cable unloading and Bridged Taps removal), if applicable, in addition to the Unbundled Loop installation nonrecurring charge. 9.2.2.4.1 Where Qwest fails to meet a Due Date for performing Loop conditioning, CLEC shall be entitled to a credit equal to the amount of any conditioning charges applied, where it does not secure the Unbundled Loop involved within three (3) months of such Due Date. Where Qwest does not perform conditioning in accord with the standards applicable under this Agreement, CLEC shall be entitled to a credit of one-half (1/2) of the conditioning charges made, unless CLEC can demonstrate that the Loop as conditioned is incapable of substantially performing the functions normally within the parameters applicable to such Loop as this Agreement requires Qwest to deliver it to CLEC. In the case of such fundamental failure, CLEC shall be entitled to a credit of all conditioning charges, except where CLEC asks Qwest to cure any defect and Qwest does so. In the case of such cure, CLEC shall be entitled to the one-half (1/2) credit identified above. 9.2.2.5 When CLEC requests a Basic Rate ISDN capable or an xDSL-I capable Loop, Qwest wil dispatch a technician, if necessary, to provide Extension Technology that takes into account for example: the additional regenerator placement, Central Offce powering, Mid-Span repeaters, if required, and BRITE cards in order to provision the Basic Rate ISDN capable and xDSL-I capable Loop. Extension Technology may be required in order to bring the circuit to the specifications necessary to accommodate the requested service. If the circuit design requires Extension Technology, to bring it up to August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 154 Section 9 Unbundled Netwrk Elements the design standards, it wil be added by Qwest, at no charge. Extension Technology can also be requested by CLEC to meet its specific needs. If Extension Technology is requested by CLEC, but is not required to meet the technical standards, then Qwest wil provide the requested Extension Technology and wil charge CLEC. Qwest wil provision ISDN (BRI) capable and xDSL-1 capable Loops using the specifications in the Technical Publication 77384. Refer to that document for more information. CLEC wil be charged an Extension Technology recurrng charge in addition to the Unbundled Loop recurring charge, if applicable, as specified in Exhibit A of this Agreement. The ISDN Capable Loop may also require conditioning (e.g., removal of load coils or Bridged Taps). 9.2.2.6 For DS1 or DS3 capable Loops, Qwest wil provide the necessary electronics at both ends, including any intermediate repeaters. In addition, CLEC wil have access to these terminations for testing purposes. 9.2.2.6.1 DS1 capable Loops provide a transmission path between a Central Office network interface at a DS 1 panel or equivalent in a Qwest serving Central Office and the network interface at the End User Customer location. DS 1 capable Loops transport bi-directional DS 1 signals with a nominal transmission rate of 1.544 Mbitls. DS1 capable Loops shall meet the design requirements specified in Technical Publication 77384 (Unbundled Loops) and 77375 (DS1). 9.2.2.6.2 DS3 capable Loops provide a transmission path between a Qwest Central Offce network interface and an equivalent network interface at an End User Customer location. DS3 capable Loops transport bi-directional DS3 signals with a nominal transmission rate of 44.736 Mbitls. DS3 capable Loops shall meet the design requirements specified in Technical Publications 77384 (Unbundled Loop) and 77324 (DS3). 9.2.2.7 Qwest is not obligated to provision BRI-ISDN, xDSL-I-capable, DS1 or DS3-capable Loops to End User Customers in areas served exclusively by Loop facilities or transmission equipment that are not compatible with the requested service. 9.2.2.8 Loop Qualification Tools. Qwest offers five (5) Loop qualification tools: the Loop Qualification Tool, Raw Loop Data Tool, POTS Conversion to Unbundled Loop Tool, MegaBit Qualification Tool, and ISDN Qualification TooL. These and any future Loop qualification tools Qwest develops wil provide CLEC access to Loop qualification information in a nondiscriminatory manner and wil provide CLEC the same Loop qualification information available to Qwest. CLEC may request an audit of Qwests company records, back offce systems and databases pertaining to Loop information pursuant to Section 18 of this Agreement. 9.2.2.8.1 Loop Qualification TooL. CLEC may use the Loop Qualification tool to pre-qualify the requested circuit utilizing the existing telephone number or address to determine whether it meets DSL specifications. The quatification process screens the circuit for compliance with the design requirements specified in Technical Publication 77399. 9.2.2.8.2 Raw Loop Data Tools. Qwest offers two (2) types of Raw Loop Data TooL. If CLEC has a digital certificate, CLEC may access the Wire Center Raw Loop Data Tool via www.ecom.qwest.com. The Wire Center Raw Loop August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806003 Owest Fourteen State Negotiations Template, June 23, 2008 155 Section 9 Unbundled Network Elements Data Tool provides CLEC the following information: Wire Center CLLI code, cable name, pair name, terminal address, ML T distance, segment (F1, F2), sub- segment (e.g., 1 of F1), segment length, segment gauge, Bridged Taps length by segment, Bridged Taps offset distance, load coil type, and pair gain type. CLEC may also access the IMA Raw Loop Data Tool for Loop specific information. The IMA Raw Loop Data Tool may be accessed through IMA-GUI or IMA-EDI. This tool provides CLEC the following information: Wire Center CLLI code, cable name, pair name, terminal address, ML T distance, segment (F1, F2), sub- segment (e.g., 1 of F1), segment length, segment gauge, Bridged Taps length by segment, Bridged Taps offset distance, load coil type, number of loads, and pair gain type. 9.2.2.8.3 POTS Conversion to Unbundled Loop TooL. The POTS Conversion to Unbundled Loop Tool is available to CLEC through IMA-GUI or IMA-EDI. This tool informs CLEC whether the facility is copper or pair gain and whether there are load coils on the Loop. 9.2.2.8.4 DSL Qualification TooL. The DSL Qualification Tool is available to CLEC through IMA-GUI or IMA-EDI. This tool provides a "yes/no" answer regarding the Loop's ability to support Qwest DSL service. If the DSL Qualification Tool returns a "no" answer, it provides a brief explanation. 9.2.2.8.5 ISDN Qualification TooL. The ISDN Qualification Tool is available to CLEC through IMA-GUI or IMA-EDI. This tool permits CLEC to view information on multiple lines and wil inform CLEC of the number of lines found. If an ISDN capable Loop is found, the tool identifies the facility and, if applicable, pair gain. 9.2.2.8.6 If the Loop make-up information for a particular facility is not contained in the Loop qualification tools, if the Loop qualification tools return unclear or incomplete information, or if CLEC identifies any inaccuracy in the information returned from the Loop qualification tools, and provides Qwest with the basis for CLEC's belief that the information is inaccurate, then CLEC may request, and Qwest wil perform a manual search of the company's records, back offce systems and databases where Loop information resides. Qwest wil provide CLEC, via email, the Loop information identified during the manual search within fort-eight (48) hours of Qwests receipt of CLEC's request for manual search. The email wil contain the following Loop makeup information: composition of the Loop material; location and type of pair gain devices, the existence of any terminals, such as Remote Terminals or digital loop terminals, Bridged Tap, and load coils; Loop length, and wire gauge. In the case of Loops served by digital loop carrier, the email wil provide the availability of spare feeder and distribution facilities that could be used to provision service to the End User Customer, including any spare facilities not connected to the Switch and Loop makeup for such spare facilties. After completion of the investigation, Qwest wil load the information into the Loop Facilities Assignment and Control System (LFACS) database, which will populate this Loop information into the fields in the Loop qualifcation tools. 9.2.2.9 Provisioning Options. The following provisioning options are available for Unbundled Loop elements. Charges for these Provisioning options vary depending on August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 156 Section 9 Unbundled Network Elements the type of Loop requested. Rates are contained in Exhibit A of this Agreement. Testing parameters are described below and in Qwest Technical Publication 77384, Qwest Interconnection Service - Unbundled Loop. 9.2.2.9.1 Basic Installation. Basic Installation may be ordered for new or existing Unbundled Loops. Upon completion, Qwest wil call CLEC to notify CLEC that the Qwest work has been completed. 9.2.2.9.1.1 For an existing End User Customer, the Basic Installation option is a "lift and lay" procedure. The Central Offce Technician (COT) "lifts" the Loop from its current termination and "lays" it on a new termination connecting to CLEC. There is no associated circuit testing performed. 9.2.2.9.1.2 For new End User Customer service, the Basic Installation option involves the COT and Field Technician (CST/NT) completing circuit wiring and performing the required performance tests to ensure the new circuit meets the required parameter limits. The test results are NOT provided to CLEC. 9.2.2.9.1.3 For basic installation of existing 2/4 wire analog Loops, Qwest provides a Quick Loop with or without Local Number Portability (LNP) option, that enables CLEC to receive the Quick Loop installation interval as set forth in Exhibit C. Quick Loop installation without LNP includes only a simple lift and lay procedure. Quick Loop with LNP installation provides a lift and lay, and the LNP functions. Quick Loop is not available with cooperative testing, coordinated installation, or when unbundling from an IDLC to a copper alternative. 9.2.2.9.2 Basic Installation with Performance Testing. Basic Installation with Performance Testing may be ordered for new or existing Unbundled Loops. 9.2.2.9.2.1 For an existing End User Customer, Basic Installation with Performance Testing is a "lift and lay" procedure. The Central Offce Technician (COT) "lifts" the Loop from its current termination and "lays" it on a new termination connecting CLEC. The COT and ImplementorlTester perform the required performance tests to ensure that the new circuit meets required parameter limits. 9.2.2.9.2.2 The Qwest ImplementorlTester wil read the test results to CLEC on c1ose-out and email the performance test results within two (2) business days to a single, designated CLEC offce email address. 9.2.2.9.2.3 For new End User Customer service, the Basic Installation with Performance Testing option requires a dispatch to the End User Customer premises. The COT and Field Technician complete circuit wiring and perform the required performance tests to ensure the new circuit meets the required parameter limits. These test results are read to CLEC by the Qwest ImplementorlTester on close-out. Within two (2) business days, Qwest wil email the performance test results to a August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-D03 Owest Fourteen State Negotiations Template, June 23, 2008 157 Section 9 Unbundled Network Elements single, designated CLEC offce email address. 9.2.2.9.3 Coordinated Installation With Cooperative Testing. Coordinated Installation With Cooperative Testing may be ordered for new or existing service. For both new and existing service, CLEC must designate a specific "Appointment Time" when it submits the LSR. On the Due Date (DO), at CLEC's designated Appointment Time, the Qwest ImplementorlTester contacts CLEC to ensure CLEC is ready for installation. If CLEC is not ready within thirt (30) minutes of the scheduled Appointment Time, thenCLEC must reschedule the installation by submitting a supplemental LSR for a new Due Date and Appointment Time. If Qwest is not ready within thirt (30) minutes of the scheduled Appointment Time, Qwest wil waive the nonrecurring charge for the installation option, and the Parties wil attempt to set a new appointment for the same day. If Qwest fails to perform cooperative testing due to Qwests fault, Qwest wil waive the nonrecurring charge for the installation option. If CLEC stil desires cooperative testing, the Parties wil attempt to set a new Appointment Time on the same day and, if unable to do so, Qwest wil issue a jeopardy notice and a FOC with a new Due Date. 9.2.2.9.3.1 For an existing End User Customer, Coordinated Installation With Cooperative Testing is a "lift and lay" procedure with cooperative testing. The COT completes the installalion in the Central Office and performs testing that CLEC requests. Upon completion of Qwest performance testing, the Qwest ImplementorlTester wil contact CLEC, read the Qwest test results, and begin CLEC cooperative testing. Within two (2) business days, Qwest wil email the Qwest test results to a single, designated CLEC offce email address. CLEC wil be charged for any Provisioning test CLEC requests that is not defined in the Qwest Technical Publication 77384. 9.2.2.9.3.2 For new End User Customer service, Coordinated Installation With Cooperative Testing may require a dispatch of a technician to the End User Customer premises. The COT and Field Technician complete circuit wiring and perform the required performance tests to ensure that the new circuit meets required parameter limits. Upon completion of Qwest performance testing, the Qwest ImplementorlTester wil contact CLEC, read the Qwest test results, and . begin CLEC cooperative testing. Within two (2) business days, Qwest wil email the Qwest test results to a single, designated CLEC office email address. CLEC wil be charged for any Provisioning test not defined in the Qwest Technical Publication 77384. 9.2.2.9.4 Coordinated Installation Without Cooperative Testing. Coordinated Installation Without Cooperative Testing may be ordered for new or existing service. For both new and existing service, CLEC must designate a specific "Appointment Time" when it submits the LSR. On the Due Date (DO), at CLEC's designated Appointment Time, the Qwest ImplementorlTester contacts CLEC to ensure CLEC is ready for installation. If Cl-EC is not ready within thirt (30) minutes of the scheduled Appointment Time, then CLEC must reschedule the installation by submitting a supplemental LSR. If Qwest is not ready within thirty (30) minutes of the scheduled Appointment Time, Qwest will waive the August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 158 Section 9 Unbundled Netwrk Elements nonrecurring charge for the installation option and the Parties wil attempt to set a new Appointment Time on the same day and, if unable to do so, Owest wil issue a jeopardy notice and a FOC with a new Due Date. 9.2.2.9.4.1 For an existing Unbundled Loop this Coordinated Installation Without Cooperative Testing is a "lift and lay" procedure without a dispatch that offers CLEC the ability to coordinate the conversion actvity. The Owest Implementor advises CLEC when the "lift and lay" procedure is complete. 9.2.2.9.4.2 For new Unbundled Loops, Owest may dispatch a technician to terminate the new circuit at the End User Customer premises. The Field Technician wil not remain on the premises to perform the coordinated installation once the circuit is in place. The COT completes the installation in the Central Offce, and the COT and Implementorrrester complete the required performance tests to ensure that the new circuit meets required parameter limits. CLEC wil not receive test results. When instllation is complete, Owest wil notify CLEC. 9.2.2.9.5 Basic Installation With Cooperative Testing. Basic Installation With Cooperative Testing may be ordered for new or existing Unbundled Loops. 9.2.2.9.5.1 For an existing End User Customer, Basic Installation With Cooperative Testing is a "lift and lay" procedure with cooperative testing on the Due Date. The COT "lifts" the Loop from its current termination and "lays" it on a new termination connecting to CLEC. Upon completion of Owest performance testing, the Owest Implementorrrester wil contact CLEC, read the Owest test results, and begin CLEC coperative testing. Within two (2) business days, Owest wil email the Owest test results to a single, designated CLEC office email address. CLEC and Owest wil perform a loop back acceptance test, accept the Loop and exchange demarcation information. 9.2.2.9.5.2 For new End User Customer service, Basic Installation With Cooperative Testing may require a dispatch to the End User Customer premises. The COT and Field Technician complete circuit wiring and perform the required performance tests to ensure the new circuit meets the required parameter limits. 9.2.2.9.5.3 If Owest fails to perform cooperative testing due to Qwests fault, Owest wil waive the nonrecurring charge for the installation option. If CLEC still desires cooperative testing, the Parties wil attempt to set a new Appointment Time on the same day and, if unable to do so, Owest wil issue a jeopardy notice and a FOC with a new Due Date. 9.2.2.9.6 Performance Testing. performance tests for various Loop types: Owest performs the following a) 2-Wire and 4-Wire Analog Loops August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations T emplate, June 23, 2008 159 Section 9 Unbundled Network Elements No Opens, Grounds, Shorts, or Foreign Volts Insertion Loss = 0 to -8.5 dB at 1004 Hz Automatic Number Identification (ANI) when dial-tone is present b) 2-Wire and 4-Wire Non-Loaded Loops No Load Coils, Opens, Grounds, Shorts, or Foreign Volts Insertion Loss = 0 to -8.5 dB at 1004 Hz Automatic Number Identification (ANI) when dial-tone is present c) Basic Rate ISDN and xDSL-I-Capable Loops No Load Coils, Opens, Grounds, Shorts, or Foreign Volts Insertion Loss = ~ 40 dB at 40 kHz Automatic Number Identification (ANI) when dial-tone is present d) DS 1-Capable Loops No Load Coils, Opens, Grounds, Shorts, or Foreign Volts e) DS3-Capable Loops Continuity Testing 9.2.2.9.7 Project Coordinated Installation: A Project Coordinated Installation permits CLEC to obtain a coordinated installation for Unbundled Loops with or without LNP, where CLEC orders Unbundled DS1-capable, Unbundled DS3-capable or twenty-five (25) or more DSO Unbundled Loops. 9.2.2.9;7.1 The date and time for the Project Coordinated Installation requires up-front planning and may need to be negotiated between Owest and CLEC. ~ii requests wil be processed on a first come, first served basis and are subject to Owests ability to meet a reasonable demand. Considerations such as system down time, Switch upgrades, Switch maintenance, and the possibility of other CLECs requesting the same Frame Due Time (FDT) in the same Switch (Switch contention) must be reviewed. In the event that any of these situations would occur, Owest wil negotiate with CLEC for an agreed upon FDT, prior to issuing the Firm Order Confirmation (FOC). In special cases where CLEC is ordering Unbundled Loop with LNP, the FDT must be agreed upon, the interval to reach agreement wil not exceed two (2) days from receipt of an accurate LSR. In addition, standard intervals wil apply. 9.2.2.9.7.2 CLEC shall request a Project Coordinated Installation by submitting a Local Service Request (LSR) and designating this order as a Project Coordinated Installation in the remarks section of August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 · Owest Fourteen State Negotiations Template, June 23,2008 160 Section 9 Unbundled Netwrk Elements the LSR form. 9.2.2.9.7.3 CLEC wil incur additional charges for the Project Coordinated Installation dependent upon the coordinated time. The rates are based upon whether the request is within Owests standard installation hours or out of hours. Owest standard installation hours for Unbundled Loops are 8:00 a.m. to 5:00 p.m. (local time), Monday through Friday, excluding holidays. Where LNP is included, see Section 10.2.5.4 for rate elements. 9.2.2.9.7.4 Owest wil schedule the appropriate number of employees prior to the cut, normally not to exceed four (4) employees, based upon information provided by CLEC. If the Project Coordinated Installation includes LNP, CLEC wil also have appropriate personnel scheduled for the negotiated FDT. If CLEC's information is modified during the installation, and, as a result, non-scheduled employees are required, CLEC shall be charged a three (3) hour minimum callout charge per each additional non-scheduled employee. If the installation is either cancelled, or supplemented to change the Due Date, within twenty-four (24) hours of the negotiated FDT, CLEC wil be charged a one (1) Person three (3) hour minimum charge. For Project Coordinated Installations with LNP, if the Coordinated Installation is cancelled due to aOwest error or a new Due Date is requested by Owest, within twenty-four (24) hours of the negotiated FDT, Owest may be charged by CLEC one (1) Person three (3) hour minimum charge. 9.2.2.9.7.5 If CLEC orders Project Coordinated Installation with LNP and in the event the LNP conversion is not successful, CLEC and Owest agree to isolate and fix the problem in a timeframe acceptable to CLEC or the End User Customer. If the problem cannot be corrected within an acceptable timeframe to CLEC or the End User Customer, CLEC may request the restoral of Owest service for the ported End User Customer. Such restoration shall begin immediately upon request. If CLEC is in error then a supplemental order shall be provided to Owest. If Owest is in error, no supplemental order or additional order wil be required of CLEC. 9.2.2.9.7.6 -If CLEC orders Project Coordinated Installation with LNP, Owest shall ensure that any LNP order activity requested in conjunction with a Project Coordinated Installation shall be implemented in a manner that avoids interrpting service to the End User Customer. 9.2.2.10 CLEC may request Owest to Commingle DS1 or DSO analog voice grade unbundled Loops with DS3 or DS1 multiplexed facilties ordered by CLEC from Owests special access or private line Tariffs; Terms and conditions for this Commingled arrangement are provided in Section 9.25 of this Agreement. 9.2.2.11 In order to properly maintain and modernize the network, Owest may make necessary modifications and changes to Unbundled Loops, ancilary and Finished Services in its network on an as needed basis. Such changes may result in minor changes to transmission parameters. Changes that affect network Interoperabilty August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 161 Section 9 Unbundled Network Elements require advance notice pursuant to the Notices Section of this Agreement. 9.2.2.12 If there is a conflict between an End User Customer (or its respective agent) and CLEC regarding the disconnection or Provisioning of Unbundled Loops, Owest wil advise the End User Customer to contact CLEC, and Owest wil initiate contact with CLEC. 9.2.2.13 Facilities and lines Owest furnishes on the premises of CLEC's End User Customer up to and including the Loop Demarcation Point are the property of Owest. Owest shall have reasonable access to all such facilities for network management purposes. Owest wil coordinate entry dates and times with appropriate CLEC personnel to accommodate testing, inspection repair and maintenance of such facilties and lines. CLEC wil not inhibit Owests employees and agents from entering said premises to test, inspect, repair and maintain such facilities and lines in connection with such purposes or, upon termination or cancellation of the Unbundled Loop service, to remove such facilties and lines. Such entry is restricted to testing, inspection, repair and maintenance of Owests propert in that facility. Entry for any other purpose is subject to audit provisions in the Audit section of this Agreement. 9.2.2.14 9.2.2.15 Intentionally Left Blank. Reuse of Loop Facilities 9.2.2.15.1 When an End User Customer contacts Owest with a request to convert their local service from CLEC to Owest, Owest wil notify CLEC of the loss of the End User Customer, and wil disconnect the Loop Owest provided to CLEC. Owest will disconnect the Loop only where Owest has obtained proper Proof of Authorization. 9.2.2.15.2 When CLEC contacts Owest with a request to convert an End User Customer from their Current Service Provider to CLEC, CLEC is responsible for notifying the Current Service Provider of the conversion. Owest wil disconnect the Loop Owest provided the Current Service Provider and, at CLEC's request, where technically compatible, wil reuse the Loop for the service requested by CLEC (e.g., resale service). 9.2.2.15.3 When CLEC contacts Owest with a request to convert an End User Customer from Owest to CLEC, at CLEC request, Owest wil reuse the existing Loop facilities for the service requested by CLEC to the extent those facilties are technically compatible with the service to be provided. Upon CLEC request, Owest will condition the existing Loop in accordance with the rates set forth in Exhibit A. 9.2.2.15.4 Upon completion of the disconnection of the Loop, Owest wil send a Loss Notification report to the original competitive Carrier signifying completion of the loss. 9.2.2.16 Lack of Facilities; Priority Right to Facilities. In the event Owest notifies CLEC that facilties ordered are not available from Owest at the time of the order, Owest shall maintain the order as pending for a period of thirty (30) business days. If facilities become available to fill the order within that thirt (30) business day period, Owest shall August 8, 2008/kcd/Greenfly Networks/m/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 162 Section 9 Unbundled Network Elements notify CLEC of such availabilty. CLEC and Owest acknowledge that the availabilty of facilities hereunder is on a first come, first served basis. Any facility orders placed by any other provider, including Owest, which predate CLEC's order shall have priority for any facilities made available under the terms of this section. 9.2.3 Rate Elements The following recurring and nonrecurring rates for Unbundled Loops are set forth in Exhibit A. Recurrng charges vary based on CLEC selected installation options, conditioning, and extension technology. Exhibit A also provides Miscellaneous Charges. 9.2.3.1 2/4 Wire Analog Loop (Voice Grade) Recurring and Nonrecurring rates. 9.2.3.2 2/4 Wire Non-Loaded Loop Recurring and Nonrecurring rates. 9.2.3.3 DS1 and DS3-Capable Loop, Basic Rate (BRI) ISDN and xDSL-I-Capable Loop Recurring and Nonrecurring rates. 9.2.3.3.1 DSO, DS1, and DS3-Capable Loop Conversion. Nonrecurring rates associated with the conversion of special access or private lines to Unbundled Loops. 9.2.3.4 Extension Technology Recurring and Nonrecurring rates for Digital Capable Loops, including Basic Rate (BRI) ISDN and xDSL-1 Capable Loops. 9.2.3.5 Conditioning Nonrecurrng rates for 2/4 wire non-loaded Loops, Basic Rate (BRI) ISDN and xDSL-1 Capable Loop, as requested and approved by CLEC. 9.2.3.6 All miscellaneous services as described in Section 9.1.12 are available with Unbundled Loops. Miscellaneous Charges apply for miscellaneous services. 9.2.3.7 Miscellaneous Charges for Out of Hours Coordinated Installations. 9.2.3.7.1 9.2.3.7.2 Intentionally Left Blank. 9.2.3.7.3 Intentionally Left Blank. Intentionally Left Blank. 9.2.3.7.4 Intentionally Left Blank. 9.2.3.7.5 For coordinated installations scheduled to commence Out of Hours, or rescheduled by CLEC to commence Out of Hours, CLEC wil incur additional labor - installation Miscellaneous Charges in addition to regular nonrecurring charges for the installation. 9.2.3.8 Conversions of private line/special access circuits to Unbundled Loops. 9.2.4 Ordering Process 9.2.4.1 Unbundled Loops are ordered via an LSR. Ordering processes are contained in the Operational Support Systems Section of this Agreement. Detailed August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 163 Section 9 Unbundled Network Elements ordenng processes are found on the Owest wholesale web site. 9.2.4.2 Prior to placing orders on behalf of the End User Customer, CLEC shall be responsible for obtaining and have in its possession a Proof of Authorization. 9.2.4.3 Based on the pre-order Loop make-up, CLEC can determine if the circuit can meet the technical parameters for the specific service CLEC intends to offer. 9.2.4.3.1 Before submitting an order for a 2/4 wire non-loaded Loop, ISDN capable Loop or xDSL-1 capable Loop, CLEC should use one of Owests Loop make-up tools available via IMA-EDI, IMA-GUI, or the web-based application interface to obtain specific information about the Loop CLEC seeks to order. 9.2.4.3.1.1 Based on the Loop make up information providéd through Owest tools, CLEC must determine whether conditioning is required to provide the xDSL service it intends to offer. If Loop conditioning is required, CLEC may authorize Owest to perform such Loop conditioning on its LSR. If CLEC does. not pre-approve Loop conditioning, Owest wil assume that CLEC has determined that Loop conditioning is not necessary to provide the xDSL service CLEC seeks to offer. If CLEC or Owest determines that conditioning is necessary, and CLEC authonzes Owest to perform the conditioning, Owest wil perform the conditioning. CLEC wil be charged for the conditioning in accordance with the rates in Exhibit A. If Owest determines that conditioning is necessary and CLEC has not previously authorized Owest to perform the conditioning on the LSR, Owest. wil send CLEC a rejection notice indicating the need to obtain approval for conditioning. CLEC must submit a revised LSR before the conditioning work wil commence. Once Owest receives the revised LSR, the fifteen (15) business day conditioning interval wil begin as described in Section 9.2.4.9. 9.2.4.3.1.2 For a 2/4 wire non-loaded Loop, ISDN-capable Loop, and xDSL-I-capable Loop, or DS1~capable Loop, Owest wil return a Firm Order Confirmation (FOC) to CLEC within seventy-two (72) hours from receipt of a valid and accurate LSR. Return of such FOC wil indicate that Owest has identified a Loop assignment. Such FOC wil provide CLEC with a firm Due Date commitment or indication that appropriate facilities are not available to fill CLEC's order. 9.2.4.3.1.2.1 If CLEC has pre-approved Loop conditioning, and conditioning is not necessary, Owest wil return the FOC with the standard interval (i.e., five (5) days). 9.2.4.3.1.2.2 If CLEC has not pre-approved Loop conditioning and Owest determines that the Loop contains load coils, Owest wil notify CLEC via a reject notification. CLEC must submit a new version of the LSR approving Loop conditioning. In this scenario, the Application Date wil correspond to the date the new version is received by Owest. 9.2.4.3.1.2.3 Intentionally Left Blank. August 8. 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template. June 23, 2008 164 Section 9 Unbundled Network Elements 9.2.4.3.1.2.4 Intentionally Left Blank. 9.2.4.4 Installation intervals for all Unbundled Loops are defined in Exhibit C. The interval wil start when Qwest receives a complete and accurate LSR. The LSR date is considered the start of the service interval if the order is received prior to 7:00 p.m. For service requests received after 7:00 p.m., the service interval wil begin on the next business day. 9.2.4.4.1 When CLEC places an order for an Unbundled Loop with Qwest that is complete and accurate, Qwest wil reply to CLEC with a Firm Order Confirmation within the time specified in Section 20. The Firm Order Confirmation wil contain the Due Date that specifies the date on which Qwest wil provision the Loop. Qwest wil implement adequate processes and procedures to assure the accuracy of the commitment date. If Qwest must make changes to the commitment date, Qwest wil promptly issue a jeopardy notification to CLEC that wil clearly state the reason for the change in commitment date. Qwest wil also submit a new Firm Order Confirmation that wil clearly identify the new Due Date. 9.2.4.5 Installation intervals for Unbundled Loops apply when Qwest has facilities or network capacit available. 9.2.4.6 Upon CLEC request, Qwest wil convert special access or private line circuits to Unbundled Loops provided the service originates at CLEC's Collocation in the Serving Wire Center. The Loop conversion ordering process applies. 9.2.4.7 Intentionally Left Blank. 9.2.4.8 When ordering Unbundled Loops, CLEC is responsible for obtaining or providing facilities and equipment that are compatible with the service CLEC seeks to provide. 9.2.4.9 the Loop. The installation interval for xDSL Loops depends on the need to condition 9.2.4.9.1 When load coils and Bridged Taps do not exist, CLEC may request the standard Due Date interval, which wil apply upon submission of a complete and accurate LSR. 9.2.4.9.2 When load coils and/or Bridged Taps do exist, CLEC wil request the minimum fifteen (15) business days Desired Due Date. CLEC can determine the existence of load coils or Bridged Taps by using one of the Loop make-up tools. CLEC may pre-approve line conditioning on the LSR and, by doing so, CLEC agrees to pay any applicable conditioning charges. If CLEC did not request the fifteen (15) day interval and Qwest determines that conditioning is required, then the fifteen (15) business day interval starts when the need for conditioning is identified and CLEC approves the conditioning charges. 9.2.4.10 Out of Hours Coordinated Installations 9.2.4.10.1 For purposes of this Section, Qwests standard installation hours August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 165 Section 9 Unbundled Network Elements are 8:00 a.m. to 5:00 p.m. (local time), Monday through Friday, excluding holidays. CLEC may request an out of hours Coordinated Installation outside of Owests standard installation hours. Installations requested outside of standard installation hours are considered to be out of hours Installations. 9.2.4.10.2 Intentionally Left Blank. 9.2.4.10.3 To request out of hours Coordinated Installations, CLEC wil submit an LSR designating the desired appointment time. CLEC must specify an out of hours Coordinated Installation in the "remarks" section of the LSR. 9.2.4.10.4 The date and time for out of hours Coordinated Installations may need to be negotiated between Owest and CLEC because of system downtime, Switch upgrades, Switch maintenance, and the possibilty of other CLECs requesting the same appointment times in the same Switch (Switch contention). 9.2.5 Maintenance and Repair 9.2.5.1 CLEC is responsible for its own End User Customer base and wil have the responsibilty for resolution of any service trouble report(s) from its End User Customers. CLEC will perform trouble isolation on the Unbundled Loop and any associated ancillary services prior to reporting trouble to Owest. CLEC shall have access for testing purposes at the NID or Loop Demarcation Point. Owest wil work cooperatively with CLEC to resolve trouble reports when the trouble condition has been isolated and found to be within a portion of Owests network. Owest and CLEC will report trouble isolation test results to the other. For Unbundled Loops, each Party shall be responsible for the costs of performing trouble isolation on its facilties, subject to Sections 9.2.5.2 and 9.2.5.3. 9.2.5.2 When CLEC requests that Owest perform trouble isolation with CLEC, a Maintenance of Service charge applies if the trouble is found to be on CLEC's side or on the End User Customer's side of the Loop Demarcation Point If the trouble is on the End User Customer's side of the Loop Demarcation Point, CLEC is required to perform its own maintenance. 9.2.5.3 Before submitting a repair request to Owest, CLEC wil isolate trouble to the Owest network and must submit test results indicating the location of the trouble when submitting the repair request. If a trouble ticket with test results is accepted by Owest, and Owest determines that the trouble is on CLEC's or the End User Customer's side of the Loop Demarcation Point, a Maintenance of Service charge applies. If CLEC elects not to perform trouble isolation and Owest performs tests on the Unbundled Loop at CLEC's request, a Maintenance of Service charge applies. Maintenance and Repair processes are set forth in Section 12.3 of this Agreement. 9.2.5.4 Owest wil maintain detailed records of trouble reports of CLEC-ordered Unbundled Loops, comparing CLEC provided data with internal data, and evaluate such reports on at a minimum of a quarterly basis to determine the cause of Loop problems. Owest wil conduct a quarterly root cause analysis of problems associated with Loops provided to CLEC by Owest. Based on this analysis, Owest wil take corrective measure to fix persistent and recurrent problems, reporting to CLEC on the analysis and the process changes that are instituted implemented to fix the problems. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 166 Section 9 Unbundled Netwrk Elements 9.2.5.5 Owest shall allow access to the NID for testing purposes where access at the Demarcation Point is not adequate to allow testing sufficient to isolate troubles; in the event that Owest chooses not to allow such access, it shall waive any trouble isolation charges that may otherwise be applicable. 9.2.6 Spectrum Management 9.2.6.1 Owest wil provide 2/4 Wire non-loaded Loops, ISDN-capable Loops, xDSL-I-capable Loops, DS1-capable Loops, and DS3-capable Loops (collectively referred to in this Section 9.2.6 as "xDSL Loops") in a non-discriminatory manner to permit CLEC to provide Advanced Services to its End User Customers. Such Loops are defined herein and are in compliance with FCC requirements and guidelines recommended by the Network Reliability and Interoperability Council (NRIC) to the FCC, such as guidelines set forth in T1-417. 9.2.6.2 When ordering xDSL Loops, CLEC wil provide Owest with appropriate information using NC/NCI codes to describe the Power Spectral Density Mask (PSD) for the type of technology CLEC wil deploy. CLEC also agrees to notify Owest of any change in Advanced Services technology that results in a change in spectrum management class on the xDSL Loop. Owest agrees CLEC need not provide the speed or power at which the newly deployed or changed technology wil operate if the technology fits within a generic PSD mask. 9.2.6.2.1 CLEC information provided to Owest pursuant to Section 9.2.6.2 shall be deemed Confidential Information and Owest may not distribute, disclose or reveal, in any form, this material other than as allowed and described in subsections of 9.2.6.2. 9.2.6.2.2 The Parties may disclose, on a need to know basis only, CLEC Confidential Information provided pursuant to Section 9.2.6.2, to legal personnel, if a legal issue arises, as well as to network and growth planning personnel responsible for spectrum management functions. In no case shall the aforementioned personnel who have access to such Confidential Information be involved in Owests retail marketing, sales or strategic planning. 9.2.6.3 If CLEC wishes to deploy new technology not yet designated with a PSD mask, Owest and CLEC agree to work cooperatively to determine Spectrum Compatibility. Owest and CLEC agree, as defined by the FCC, that technology is presumed acceptable for deployment when it complies with existing industry standards, is approved by a standards body or by the FCC or Commission, of if technology has been deployed elsewhere without a "significant degradation of service". 9.2.6.4 Owest recognizes that the analog T1 service traditionally used within its network is a "known Disturber" as designated by the FCC. Owest wil place such T1 s, by whomever employed, within binder groups in a manner that minimizes interference. Where such placement is insuffcient to eliminate interference that disrupts other services being provided, Owest shall, whenever it is Technically Feasible, replace its T1s with a technology that wil eliminate undue interference problems. Owest also agrees that any future "known Disturber" defined by the FCC or the Commission wil be managed as required by FCC rules. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23,2008 167 Section 9 Unbundled Network Elements 9.2.6.5 If either Qwest or CLEC claims a service is significantly degrading the performance of other Advanced Services or traditional voice band services, then that Party must notify the causing Carrier and allow the causing Carrier a reasonable opportunity to correct the problem. Upon notification, the causing Carrier shall promptly take action to bring its facilitiesltechnologyinto compliance with industry standards. Upon request, within fort-eight (48) hours, Qwest will provide CLEC with binder group information including cable, pair, Carrier and PSD class to allow CLEC to notify the causing Carrier. 9.2.6.6 If CLEC is unable to isolate trouble to a specific pair within the binder group, Qwest, upon receipt of a trouble resolution request, wil perform a main frame pair by pair analysis and provide results to CLEC within five (5) business days. 9.2.6.7 Intentionally Left Blank. 9.2.6.8 Qwest will not have the authority to unilaterally resolve any dispute over spectral interference among Carriers. Qwest shall not disconnect Carrier services to resolve a spectral interference dispute, except when voluntarily undertaken by the interfering Carrier or Qwest is ordered to do so by the Commission or other authorized dispute resolution body. CLEC may submit any claims for resolution under Section 5.18 of this Agreement. 9.2.6.9 Where CLEC demonstrates to Qwest that it has deployed Central Offce based DSL services serving a reasonably defined area, it shall be entitled to require Qwest to take appropriate measures to mitigate the demonstrable adverse effects on such service that arise from Qwests use of repeaters or remotely deployed DSL service in that area. It shall be presumed that the costs of such mitigation wil not be chargeable to any CLEC or to any other Customer; however, Qwest shall have the right to rebut this presumption, which it may do by demonstrating to the Commission by a preponderance of the evidence that the incremental costs of mitigation would be suffcient to cause a substantial effect upon other Customers (including but not limited to CLECs securing UNEs) if charged to them. Upon such a showing, the Commission may determine how to apportion responsibility for those costs, including, but not limited to CLECs taking services under this Agreement. 9.2.7 Private line/special access circuits may be converted to Unbundled Loops subject to the terms and conditions of this Agreement, including the following criteria: 1) must be Iike-for-Iike facilities, e.g., DS1 private line to DS1 capable Unbundled Loop; 2) must originate at CLEC's Collocation site in the serving Central Offce; and 3) must terminate at an End User Customets' premises. The provisioning intervals for converting from private line/special access to Unbundled Loop are located in the Service Interval Guide (SIG). Additional information can be found in the Product Catalog for Unbundled Loop. 9.3 Subloop Unbundling 9.3.1 Description 9.3.1.1 An Unbundled Subloop is defined as the distribution portion of a copper Loop or hybrid Loop comprised entirely of copper wire or copper cable that acts as a transmission facility between any point that it is Technically Feasible to access at terminals in Qwests outside plant (originating outside of the Central Office), including August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 OWest Fourteen State Negotiations Template, June 23, 2008 168 Section 9 Unbundled Network Elements inside wire owned or controlled by Owest, and terminates at the End User Customer's premises. An accessible terminal is any point on the Loop where technicians can access the wire within the cable without removing a splice case to reach the wire within. Such points may include, but are not limited to, the pole, pedestal, Network Interface Device, minimum point of entry, single point of Interconnection, Remote Terminal, Feeder Distribution Interface (FDI), or Serving Area Interface (SAl). CLEC shall not have access on an unbundled basis to a feeder subloop defined as facilities extending from the Central Offce to a terminal that is not at the End User Customer's premises or multiple tenant environment (MTE). CLEC shall have access to the feeder facilities only to the extent it is part of a complete transmission path, not a subloop, between the Central Offce and the End User Customer's premises or MTE. This section does not address Unbundled Dark Fiber MTE Subloop which is addressed in Section 9.7. 9.3.1.1.1 Building terminals within or physically attached to a privately owned building in a Multiple Tenant Environment (MTE) are one form of accessible terminaL. Throughout Section 9.3 the Parties obligations around such "MTE Terminals" are segregated because Subloop terms and conditions differ between MTE environments and non-MTE environments. 9.3.1.1.2 For any configuration not specifically addressed in this Agreement, the conditions of CLEC access shall be as required by the particular circumstances. These conditions include: (1) the degree of equipment separation required, (2) the need for separate cross connect devices, (3) the interval applicable to any Collocation or other provisioning requiring Owest performance or cooperation, (4) the security required to maintain the safety and reliabilty of the facilties of Owest and other CLECs, (5) the engineering and operations standards and practices to be applied at Owest facilities where they are also used by CLECs for Subloop element access, and (6) any other requirements, standards, or practices necessary to assure the safe and reliable operation of all Carriers' facilities. 9.3.1.1.3 Any Part may request, under any procedure provided for by this Agreement for addressing non-standard services or network conditions, the development of standard terms and conditions for any configuration(s) for which it can provide reasonably clear technical and operational characteristics and parameters. Once developed through such a process, those terms and conditions shall be generally available to any CLEC for any configuration fitting the requirements established through such process. 9.3.1.1.4 Prior to the development of such standard terms and conditions, Owest shall impose in the six (6) areas identified in Section 9.3.1.1.2 above, only those requirements or intervals that are reasonably necessary, and shall make its determinations within ten (10) business days and shall apprise CLEC of the conditions for access. If there is a dispute regarding the conditions for access, Owest shall attempt to accommodate access pending resolution of the specific issues in dispute. 9.3.1.1.4.1 MTE Terminals: Accessible terminals within a building in a MTE environment or accessible terminals physically attached to a building in a MTE environment. Owest Premises located on real property that constitutes a campus environment, yet are not within or August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 169 9.3.1.2 a) b) c) d) 9.3.1.3 9.3.1.4 Section 9 Unbundled Netwrk Elements physically attached to a non-Owest owned building, are not considered MTE Terminals. 9.3.1.1.4.2 Detached Terminals: All accessible terminals other than MTE Terminals. 9.3.1.1.5 Intentionally Left Blank. Standard Subloops available. Two-Wire/Four Wire Unbundled Distribution Loop Intentionally Left Blank Two-Wire/Four Wire Non-loaded Distribution Loop Intrabuilding Cable Loop Standard Subloop Access 9.3.1.3.1 Accessing Subloops in Detached Terminals: Subloop unbundling is available after a CLEC-requested Field Connection Point (FCP) has been installed within or adjacent to the Owest accessible terminaL. The FCP is a Demarcation Point connected to a terminal block from which Cross Connections are run to Owest Subloop elements. 9.3.1.3.2 Accessing Subloops in MTE Terminals: Subloop unbundling is available after CLEC has notified Owest of its intention to Subloop unbundle in the MTE, during or after an inventory of CLEC's terminations has been created, and CLEC has constructed a cross connect field at the building terminaL. Field Connection Point 9.3.1.4.1 Field Connection Point (FCP) is a Demarcation Point that allows CLEC to interconnect with Owest outside of the Central Office location where it is Technically Feasible. The FCP interconnects CLEC facilties to a terminal block within the accessible terminaL. The terminal block allows a technician to access and combine Unbundled Subloop elements. When a FCP is required, it must be in place before Subloop orders are processed. 9.3.1.4.2 Placement of. a FCP within a Owest Premises for the sole purpose of creating a cross connect field to support Subloop unbundling constitutes a "Cross Connect Collocation." 9.3.1.4.2.1 The terms, conditions, intervals and rates for Cross Connect Collocation are found within Section 9.3. 9.3.1.4.2.2 To the extent that CLEC places equipment in a Owest Premises that requires power and or heat dissipation, such Collocation is governed by the terms of Section 8 and does not constitute a Cross Connect Collocation. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 170 Section 9 Unbundled Network Elements 9.3.1.4.3 A FCP arrangement can be established either within a Owest accessible terminal, or, if space within the accessible terminal is legitimately exhausted and when Technically Feasible, CLEC may place the FCP in an adjacent terminaL. CLEC wil have access to the equipment placed within the Collocation for maintenance purpses. However, CLEC wil not have access to the FCP Interconnection point. 9.3.1.5 MTE Point of Interconnecion (MTE-POI) 9.3.1.5.1 A MTE-POI is necessary when CLEC is obtaining access to the Distribution Loop or Intrabuilding Cable Loop from an MTE Terminal. CLEC must create the cross connec field at the building terminal that wil allow CLEC to connect its facilities to Owests Subloops. The Demarcation Point between CLEC and Owests facilities is the MTE-POI. 9.3.1.6 Once a state has determined that it is Technically Feasible to unbundle Subloops at a designated accessible terminal, Owest shall either agree to unbundle at such access point or shall have the burden to demonstrate, pursuant to the Dispute Resolution provisions of this Agreement, that it is not Technically Feasible, or that suffcient space is not available to unbundle Subloop elements at such accessible terminaL. 9.3.1.7 Intentionally Left Blank. 9.3.2 Standard Subloops Available 9.3.2.1 Distribution Loops 9.3.2.1.1 Two-Wire/Four-Wire Unbundled Distnbution Loop: a Owest- provided facility from the Owest accessible terminal to the Demarcation Point or Network Interface Device (NID) at the End User Customer location. The Two- Wire/Four-Wire Unbundled Distribution Loop is suitable for local exchange-type services. CLEC can obtain access to this Unbundled Network Element at any Technically Feasible accssible terminaL. 9.3.2.1.2 Two-Wire/Four-Wire Non-Loaded Distnbution Loop: a Owest- provided facilty without load coils and excess Bridged Taps from the Owest accessible terminal to the Demarcation Point or Network Interface Device (NID) at the End User Customer location. When CLEC requests a Non-Loaded Unbundled Distribution Loop and there are none available, Owest wil contact CLEC to determine if CLEC wishes to have Owest unload a Loop. If the response is affrmative, Owest wil dispatch a technician to "condition" the Distribution Loop by removing load coils and excess Bridged Taps (i.e., "unload" the Loop). CLEC may be charged the cable unloading and Bridged Taps removal nonrecurnng charge in addition to the Uflbundled Loop installation nonrecurring charge. If a Owest technician is dispatched and no load coils or Bridged Taps are removed, the nonrecurring conditioning charge wil not apply. CLEC can obtain access to this Unbundled Network Element at any Technically Feasible accessible terminal. 9.3.2.1.3 Intrabuilding Cable Loop: a Owest-provided facility from the August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 171 Section 9 Unbundled Network Elements building terminal inside a MTE to the Demarcation Point at the End User Customer premises inside the same building. This Subloop element only applies when Owest owns the intrabuilding cable. 9.3.2.1.4 To the extent CLEC accesses a Subloop in a campus environment from an accessible terminal that serves multiple buildings, CLEC can access the Subloop by ordering a Distribution Loop pursuant to either Section 9.3.2.1.1 or 9.3.2.1.2. A campus environment is one piece of property, owned by one (1) Person or entity, on which there are multiple buildings. 9.3.2.2 Intentionally Left Blank. 9.3.2.2.1 Intentionally Left Blank. 9.3.3 MTE Terminal Subloop Access: Terms and Conditions 9.3.3.1 Access to Distribution Loops or Intrabuilding Cable Loops at an MTE Terminal within a non-Owest owned MTE is done through an MTE-POI. Collocation is not required to access Subloops used to access the network infrastructure within an MTE, unless CLEC requires the placement of equipment in a Owest Premises. Cross Connect Collocation, as defined in Section 9.3, refers to creation of a cross connect field and does not constitute Collocation as defined in Section 8. The terms and conditions of Section 8 do not apply to Cross Connect Collocation if required at or near an MTE. 9.3.3.2 To obtain such access, CLEC shall complete the "MTE-Access Ordering Process" set forth in Section 9.3.5.4. 9.3.3.3 The optimum point and method to access Subloop elements wil be determined during the MTE Access Ordering Process. The Parties recognize a mutual obligation to interconnect in a manner that maintains network integrity, reliability, and security. CLEC may access the MTE Terminal as a test access point. 9.3.3.4 CLEC wil work with the MTE building owner to determine where to terminate its facilties within the MTE. CLEC wil be responsible for all work associated with bringing its facilities into and terminating the facilities in the MTE. CLEC shall seek to work with the building owner to create space for such terminations without requiring Owest to rearrange its facilities. 9.3.3.5 If there is space in the building for CLEC to enter the building and terminate its facilties without Owest having to rearrange its facilties, CLEC must seek to use such space. In such circumstances, an inventory of CLEC's terminations within the MTE shall be input into Owests systems to support Subloop orders before Subloop orders are provisioned or in conjunction with the first Subloop order in the MTE. If CLEC requires immediate access to the Subloop, then CLEC may access the Subloop element prior to the completion of the inventory per Section 9.3.5.4.7. Owest shall have five (5) Days from receipt of a written request from CLEC, in addition to the interval set forth in Section 9.3.5.4.1, to input the inventory of CLEC's terminations into its systems. Owest may seek an extended interval if the work cannot reasonably be completed within the stated intervaL. In such cases, Owest shall provide written notification to CLEC of the extended interval Owest believes is necessary to complete the work. CLEC may dispute the need for, and the duration of, an extended interval, in which case Owest must August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 172 Section 9 Unbundled Network Elements request a waiver from the Commission to obtain the extended intervaL. If CLEC submits a Subloop order before Owest inputs the inventory into its systems, Owest shall process the order in accordance with Section 9.3.5.4.1. 9.3.3.6 If CLEC connects Owests Subloop element to CLEC's facilities using any temporary wiring or cut-over devices, CLEC shall remove any remaining temporary wiring or cut-over devices and install permanent wiring within ninety (90) Days. All wiring arrangements, temporary and permanent, must adhere to the National Electric Code. 9.3.3.7 If there is no space for CLEC to place its building terminal or no accessible terminal from which CLEC can access such Subloop elements, and Owest and CLEC are unable to negotiate a reconfigured Single Point of Interconnection (SPOI) to serve the MTE, Owest wil either rearrange facilities to make room for CLEC or con.struct a single point of access that is fully accessible to and suitable for CLEC. Owests obligation to construct a SPOI is limited to those MTEs where Owest has distribution facilties to that MTE and owns, controls, or leases the inside wire at the MTE. In addition, Owest shall have an obligation only when CLEC indicates that it intends to plaæ an order for access to an unbundled Subloop Network Element via a SPOI. In such instances, CLEC shall pay the applicable charge, identified in Exhibit A, which shall be ICB, based on the scope of the work required. 9.3.3.7.1 If Owest must rearrange its MTE Terminal to make space for CLEC, Owest shall have forty-five (45) Days from receipt of a written request from CLEC to complete the rearrangement. Owest may seek an extended interval if the work cannot reasonably be completed within fort-five (45) Days. In such cases, Owest shall provide written notification to CLEC of the extended interval Owest believes is necessary to complete the work. CLEC may dispute the need for, and the duration of, an extended interval, in which case Owest must request a waiver from the Commission to obtain an extended intervaL. 9.3.3.7.2 If Owest must construct a new detached terminal that is fully accessible to and suitable for CLEC, the interval for completion shall be negotiated between the Parties on an Individual Case Basis. 9.3.3.7.3 CLEC may cancel a request to construct an FCP or SPOI prior to Owest completing the work by submitting a wntten notification via ærtified mail to its Owest account manager. CLEC shall be responsible for payment of all costs previously incurred by Owest as well as any costs necessary to restore the propert to its onginal condition. 9.3.3.8 At no time shall either Part rearrange the other Party's facilities within the MTE or otherwise tamper with or damage the other Party's facilties within the MTE. This does not preclude normal rearrangement of wiring or jumpers necessary to connect inside wire or intrabuilding cable to CLEC facilities in the manner descnbed in the MTE Access Protocol. If such damage accidentally occurs, the Part responsible for the damage shall immediately notify the other and shall be financially responsible for restoring the facilities and/or serviæ to its original condition. Any intentional damage may be reported to the proper authonties and may be prosecuted to the full extent of the law. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 173 Section 9 Unbundled Network Elements 9.3.4 Detached Terminal Subloop Access: Terms and Conditions 9.3.4.1 Except as to access at an MTE Terminal, access to unbundled Subloop elements at an accessible terminal must be made through a Field Connection Point (FCP) in conjunction with either a Cross Connect Collocation or, if power and/or heat dissipation is required, a Remote Collocation. 9.3.4.2 To the extent that the accessible terminal does not have adequate capacity to house the network interface associated with the FCP, CLEC may opt to use Adjacent Collocation to the extent it is Technically Feasible. Such adjacent access shall comport with NEBS Level 1 safety standards. 9.3.4.3 Field Connection Point 9.3.4.3.1 Owest is not required to build additional space for CLEC to access Subloop elements. When Technically Feasible, Owest shall allow CLEC to construct its own structure adjacent to Owests accessible terminaL. CLEC shall obtain any necessary authorizations or rights of way required (which may include obtaining access to Owest rights of way, pursuant to Section 10.8 of this Agreement) and shall coordinate its facility placement with Owest, when placing its facilities adjacent to Owest facilities. Obstacles that CLEC may encounter from cities, counties, electric power companies, property owners and similar third parties, when it seeks to interconnect its equipment at Subloop access points, wil be the responsibilty of CLEC to resolve with the municipality, utility, property owner or other third party. 9.3.4.3.2 The optimum point and method to access Subloop elements wil be determined during the Field Connection Point process. The Parties recognize a mutual obligation to interconnect in a manner that maintains network integrity, reliability, and security. 9.3.4.3.3 CLEC must identify the size and type of cable that wil be terminated in the Owest FCP location. Owest wil terminate the cable in the Owest accessible terminal if termination capacity is available. If termination capacity is not available, Owest wil expand the FDI at the request of CLEC if Technically Feasible, all reconfiguration costs to be borne by CLEC. In this situation only, Owest shall seek to obtain any necessary authorizations or rights of way required to expand the terminaL. It wil be the responsibilty. of Owest to seek to resolve obstacles that Owest may encounter from cities, counties, electric power companies, propert owners and similar third parties. The time it takes for Owest to obtain such authorizations or rights of way shall be excluded from the time Owest is expected to provision the Collocation. CLEC wil be responsible for placing the cable from the Owest FCP to its equipment. Owest wil perform all of the initial splicing at the FCP. 9.3.4.3.4 CLEC may cancel a Collocation associated with a FCP request prior to Owest completing the work by submitting a written notifcation via certified mail to its Owest account manager. CLEC shall be responsible for payment of all costs previously incurred by Owest. 9.3.4.3.5 If the Parties are unable to reach an agreement on the design of August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 174 Section 9 Unbundled Network Elements the FCP through the Field Connection Point Process, the Parties may utilze the Dispute Resolution process pursuant to the Dispute Resolution Section of this Agreement. Alternatively, CLEC may seek arbitration under Section 252 of the Act with the Commission, wherein Qwest shall have the burden to demonstrate that there is insuffcient space in the accessible terminal to accommodate the FCP, or thatthe requested Interconnection is not Technically Feasible. 9.3.4.4 At no time shall either Part rearrange the other Part's facilities within the accessible terminal or otherwise tamper with or damage the other Part's facilities. If such damage accidentally occurs, the Part responsible for the damage shall immediately notify the other and shall be financially responsible for restoring the facilities and/or service to its original condition. Any intentional damage may be reported to the proper authorities and may be prosecuted to the full extent of the law. 9.3.5 Ordering/Provisioning 9.3.5.1 All Subloop Types 9.3.5.1.1 CLEC may order Subloop elements through the Operational Support Systems described in Section 12. 9.3.5.1.2 CLEC shall identify Subloop elements by NC/NCI codes. This information shall be kept confidential and used solely for spectrum management purposes. 9.3.5.2 Additional Terms for Detached Terminal Subloop Access 9.3.5.2.1 CLEC may only submit orders for Subloop elements after the FCP is in place. The FCP shall be ordered pursuant to Section 9.3.5.5. CLEC wil populate the LSR with the termination information provided at the completion of the FCP process. 9.3.5.2.2 Qwest shall dispatch a technician to run a jumper between its Subloop elements and CLEC's Subloop elements. CLEC shall not at any time disconnect Qwest facilities or attempt to run a jumper between its Subloop elements and Qwests Subloop elements without specific written authorization from Qwest. 9.3.5.2.3 Once the FCP is in place, the Subloop Provisioning intervals contained in Exhibit C shall apply. 9.3.5.3 Intentionally Left Blank. 9.3.5.4 Additional Terms for MTE Terminal Subloop Access - MTE-Access Ordering Process 9.3.5.4.1 . CLEC shall notify its account manager at Qwest in writing, including via email, of its intention to provide access to End User Customers that reside within a MTE. Upon receipt of such request, Qwest shall have up to ten (10) Days to notify CLEC and the MTE owner whether Qwest believes it or theMTE owner owns the intrabuilding cable. In the event that there has been a August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 175 Section 9 Unbundled Network Elements previous determination of on-premises wiring ownership at the same MTE, Qwest shall provide such notification within two (2) business days. In the event that CLEC provides Qwest with a written claim by an authorized representative of the MTE owner that such owner owns the facilities on the End User Customer side of the terminal, the preceding ten (10) Day period shall be reduced to five (5) Days from Qwests receipt of such claim. 9.3.5.4.1.1 Intentionally Left Blank. 9.3.5.4.2 If the MTE owner owns the facilities on the Customer side of the terminal, CLEC may obtain access to all facilities in the building in accordance with Section 9.5 concerning access to unbundled NIDs. 9.3.5.4.3 If Qwest owns the facilities on the Customer side of the terminal and if CLEC requests space to enter the building and terminate its facilities and Qwest must rearrange facilities or construct new facilities to accommodate such access, CLEC shall notify Qwest. Upon receipt of such notification, the intervals set forth in Section 9.3.3 shall begin. 9.3.5.4.4 CLEC may only submit orders for Subloop elements after the facilities are rearranged and/or a new facility constructed, if either are necessary. CLEC wil populate the LSR with the termination information provided by CLEC at the completion of the inventory process except when submitting LSRs during the creation of the inventory. 9.3.5.4.5 If CLEC orders Intrabuilding Cable Loop, CLEC shall dispatch a technician to run a jumper between its Subloop elements and Qwests Subloop eiements to make a connection at the MTE-POI in accordance with the MTE Access Protocol. If CLEC ordered a Subloop type other than Intrabuilding Cable Loop, Qwest wil dispatch a technician to run a jumper between CLECs Subloop elements and Qwests Subloop elements to make a connection at the MTE-POI. CLEC, at its option, may request that Qwest run the jumper for intrabuilding cable in MTEs when the inventory is done and a complete LSR has been submitted. 9.3.5.4.5.1 When CLEC accesses a MTE Terminal, it shall employ generally accepted best engineering practices in accordance with industry standards. CLEC shall clearly label the cross connect wires it uses. CLEC wiring wil be neatly dressed. When CLEC accesses Subloops in MTE Terminals, it shall adhere to Qwests Standard MTE Access Protocol unless the Parties have negotiated a separate document for such Subloop access. If CLEC requests a MTE Access Protocol that is different from Qwests Standard MTE Access Protocol, Qwest shall negotiate with CLEC promptly and in good faith toward that end. 9.3.5.4.6 Once inventory is complete and, if necessary, the facilties are rearranged and or a new facility constructed and when Qwest runs the jumper, the Subloop Provisioning intervals contained in Exhibit C shall apply. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-D003 Owest Fourteen State Negotiations Template. June 23, 2008 176 Section 9 Unbundled Network Elements 9.3.5.4.7 For access to Owests on-premises MTE wire as a Subloop element, CLEC shall be required to submit an LSR, but need not include thereon the circuit-identifying information or await completion of LSR processing by Owest before secunng such access. Owest shall secure the circuit-identifying information, and wil be responsible for entenng it on the LSR when it is received. Owest shall be entitled to charge for the Subloop element as of the time of LSR submission by CLEC. 9.3.5.5 FCP Ordenng Process 9.3.5.5.1 CLEC s/1all submit a Field Connection Point Request Form to Owest along with its Collocation Application. The FCP Request Form shall be completed in its entirety. 9.3.5.5.2 After construction of the FCP and Collocation are complete, CLEC wil be notified of its termination location, which wil be used for ordering Subloops. 9.3.5.5.2.1 The following constitute the intervals for provisioning Collocation associated with a FCP, which intervals shall begin upon completion of the FCP Request Form and its associated Collocation Application in their entirety: 9.3.5.5.2.1.1 Any Remote Collocation associated with a FCP in which CLEC wil install equipment requiring power and/or heat dissipation shall be in accordance with the intervals set forth in Section 8.4. 9.3.5.5.2.1.2 A Cross Connect Collocation in a detached terminal shall be provisioned within ninety (90) Days from receipt of a wntten request by CLEC. 9.3.5.5.2.1.3 If Owest denies a request for Cross Connect Collocation in a Owest Premises due to space limitations, Owest shall allow CLEC representatives to inspect the entire Premises escorted by Owest personnel within ten (10) Days of CLECs receipt of the denial of space, or a mutually agreed upon date. Owest wil review the detailed space plans (to the extent space plans exist) for the Premises with CLEC during the inspection, including Owest reserved or optioned space. Such tour shall be without charge to CLEC. If, after the inspection of the Premises, Owest and CLEC disagree about whether space limitations at the Premises make Collocation impractical, Owest and CLEC may present their arguments to the Commission. In addition, if after the fact it is determined that Owest has incorrectly identified the space limitations, Owest wil honor the original Cross Connect Collocation Application date for determining RFS unless both Parties agree to a revised date. 9.3.5.5.2.1.4 Payment for the remaining nonrecurring charges shall be upon the RFS date. Upon completion of the August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 177 Section 9 Unbundled Network Elements construction activities and payment of the remaining nonrecurrng charge, Owest wil schedule with CLEC an inspection of the FCP with CLEC if requested. Upon completion of the Acceptance inspection, CLEC wil be provided the assignments and necessary ordering information. With prior arrangements, CLEC can request testing of the FCP at the time of the Acceptance inspection. If Owest, despite its best efforts, including notification through the contact number on the Cross Connect Collocation Application, is unable to schedule the Acceptance inspection with CLEC within twenty-one (21) Days of the RFS, Owest shall activate the applicable charges. 9.3.5.5.2.1.5 Owest may seek extended intervals if the work cannot reasonably be completed within the set intervaL. In such cases, Owest shall provide written notification to CLEC of the extended interval Owest believes is necessary to complete the work. CLEC may dispute the need for and the duration of, an extended interval, in which case Owest must request a waiver from the Commission to obtain an extended intervaL. 9.3.6 Rate Elements Exhibit A provides recurring and nonrecurring rates for Subloop and also provides Miscellaneous Charges. 9.3.6.1 All Subloop Types 9.3.6.1.1 Recurring Charges - CLEC wil be charged monthly recurring charges for each Subloop. 9.3.6.1.2 Nonrecurring Charges - One-time charges apply for specific work activities associated with installation of each Subloop. 9.3.6.2 Intentionally Left Blank. 9.3.6.3 Additional Rate Elements for Detached Terminal Subloop Access 9.3.6.3.1 Cross Connect Collocation Charge: CLEC shall pay the full nonrecurring charge for creation of a Cross Connect Collocation upon submission of the Collocation Application. The FCP Request Form shall not be considered complete until complete payment is submitted to Owest, as described in Section 8.1.1.8.1. 9.3.6.3.2 Any Remote Collocation associated with a FCP in which CLEC wil install equipment requiring power and/or heat dissipation shall be charged for in accordance with the rate elements set forth in Section 8. 9.3.6.3.3 Subloop Nonrecurring Jumper Charge: CLEC wil be charged a nonrecurring basic installation charge for Owest running jumpers within the accessible terminal for each Subloop ordered by CLEC. August 8, 2008/kcd/Greenfly NetworksllD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 178 Section 9 Unbundled Network Elements 9.3.6.4 Additional Rate Elements for MTE Terminal Subloop Access 9.3.6.4.1 CLEC wil be charged the Subloop MTE - POI Site Inventory nonrecurring charge for Owest to complete an inventory of CLEC's facilties within the MTE such that Subloop orders can be submitted and processed. 9.3.6.4.2 CLEC wil be charged the MTE - POI Rearrangement of Facilities nonrecurring charge for Owest to complete a rearrangement of facilities to make room for an MTE for CLEC. 9.3.6.4.3 CLEC wil be charged the MTE - pal Construction of New SPOI nonrecurring charge for Owest to construct a new MTE SPOI for CLEC. 9.3.6.5 Nonrecurring charges apply for conditioning for Distribution Subloop. 9.3.6.6 All miscellaneous services as described in Section 9.1.12 are available with Subloop. Miscellaneous Charges apply for miscellaneous services. 9.3.7 Repair and Maintenance 9.3.7.1 Detached Terminal Subloop Access: Owest wil maintain all of its facilities and equipment in the accessible terminal and CLEC wil maintain all of its facilities and equipment in the accessible terminaL. 9.3.7.2 MTE Terminal Subloop Access: Owest will maintain all of its facilities and equipment in the MTE and CLEC wil maintain all of its facilities and equipment in the MTE. 9.4 Intentionally Left Blank 9.5 Network Interface Device (NID) 9.5.1 Description The Owest NID is defined as any means of Interconnection of on-premises wiring and Qwests distribution plant, such as a cross connect device used for that purpose. Specifically, the NID is a single line termination device or that portion of a multiple line termination device required to terminate a single line or circuit at a premises. If CLEC seeks to access a NID as well as a Subloop connected to that NID, it may do so only pursuant to Section 9.3. If CLEC seeks to access only a NID (i.e., CLEC does not wish to access a Subloop connected to that NID),it may only do so pursuant to this Section 9.5. Owest shall permit CLEC to connect its own Loop facilties to on-premises wiring through Owests NID, or at any other Technically Feasible point. The NID carries with it all features, functions and capabilties of the facilties used to connect the Loop distribution plant to the End User Customer's premises wiring, including access to the Cross Connection field, regardless of the particular design of the NID mechanism. Although the NID provides the connection to the End User Customer's premises wiring, it may not represent the Demarcation Point where Owest ownership or control of the intra-premises wiring ends. The NID contains a protective ground connection that protects the End User Customer's on- premises wiring against lightning and other high voltage surges and is capable of terminating media such as twisted pair cable. If CLEC orders Unbundled Loops on a reuse basis, the existing drop and Qwests NID, as well as any on premises wiring that Qwest owns or controls, August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 179 Section 9 Unbundled Network Elements wil remain in place and continue to carry the signal over the End User Customer's on-premises wiring to the End User Customer's equipment. Notwithstanding the foregoing, an Unbundled Loop and any Subloop terminating at a NID shall include the existing drop and the functionality of the NID as more specifically set forth in Section 9.2. The NID is offered in three (3) varieties: 9.5.1.1 Simple NID - The modular NID is divided into two (2) components, one containing the over-voltage unit (protector) and the other containing the End User Customer's on-premises inside wiring termination, and a modular plug which connects the inside wire to the distribution plant or dial tone source. The non-modular NID is a protector block with the inside wire terminated directly on the distribution facilities. 9.5.1.2 Smart NID - To the extent Qwest has deployed "smart" devices in general meaning a terminating device that permits the service provider to isolate the Loop facilty from the premises wiring for testing purposes, and such devices have spare functioning capacity not currently used by Qwest or any other provider, Qwest shall provide unbundled access to such devices. Qwest shall also continue to allow CLEC, at its option, to use all features and functionality of the Qwest NID including any protection mechanisms, test capabilities, or any other capabilties now existing or as they may exist in the future regardless of whether or not CLEC terminates its own distribution facility on the NID. 9.5.1.3 Multi-Tenant (MTE) NID - The MTE NID is divided into two (2) functional components: one containing the over-voltage unit (protector) and the other containing the terminations of the on-premises inside wiring. Such devices contain the protectors for, and may be located externally or internally to the premises served. 9.5.1.4 Intentionally Left Blank. 9.5.2 Terms and Conditions 9.5.2.1 CLEC may use the existing Qwest NID to terminate its drop if space permits, otherwise a new NID or other Technically Feasible Interconnection point is required. If CLEC installs its own NID, CLEC may connect its NID to the Qwest NID by placing a cross connect between the two. When Provisioning a NID-to-NID connection, CLEC wil isolate the Qwest facility in the NID by unplugging the modular unit. If CLEC requires that a non-modular unit be replaced with a modular NID, Qwest wil penorm the replacement for the charge described in Section 9.5.3.1. If CLEC is a facilities-based provider up to and including its NID, the Qwest facility currently in place, including the NID, wil remain in place. 9.5.2.1.1 Qwest shall allow CLEC to connect its Loops directly to the NID field containing the terminations of the on-premises inside wiring not owned or controlled by Qwest, without restriction. Where Qwest does not own or control the on-premises inside wiring, CLEC and the landowner shall determine procedures for such acæss. 9.5.2.1.2 Qwest shall allow CLEC to use all features and functionality of the Qwest NID including any protection mechanisms, test capabilties, or any other capabilties now existing or as they may exist in the future. 9.5.2.1.3 Pursuant to generally acceptable work practices, and provided August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 180 Section 9 Unbundled Network Elements the inside wire re-termination is required to meet service requirements of either Parties' End User Customer, either Part may remove the inside wire from the NID and connect that wire to that Part's own NID. Future installation of Owest NIDs wil be such that it wil not unnecessarily impede access to the End User Customer's wiring. 9.5.2.1.4 CLEC may enter the subscriber access chamber or End User Customer side of a dual chamber NID enclosure for the purpose of NID-to-NID connections. 9.5.2.1.5 Upon CLEC request, Owest wil make other rearrangements to the inside wire terminations or terminal enclosure. Charges wil be assessed per Section 9.5.3.4. No such charge shall be applicable if Owest initiates the rearrangement of such terminations. In all such instances, rearrangements shall be performed in a non-discriminatory fashion and timeframe and without an End User Customer's perceivable disruption in service. Owest wil not make any rearrangements of wiring that is provided by another Carrier that relocates the other Carrier's test access point without notifying the affected Carrier promptly after such rearrangement if CLEC has properly labeled its cross connect wires. 9.5.2.2 Owest wil retain sole ownership of the Owest NID and its contents on Owests side. Owest is not required to proactively conduct NID change-outs, on a wide scale basis. At CLEC's request, Owest wil change the NID on an individual request basis by CLEC and charges wil be assessed per Section 9.5.3.5 except where Section 9.5.5.1 applies. Owest is not required to inventory NID locations on behalf of CLEC. 9.5.2.3 When CLEC accesses a Owest NID, it shall employ generally accepted best engineering practices and comply with industry standards should such standards exist when it physically connects its NID (or equivalent) to the Owest NID and makes Cross Connections necessary to provide service. At MTE NIDs, CLEC shall clearly label the cross connect wires it uses to provide service. Owest shall label its terminals when a technician is dispatched. 9.5.2.4 All services fed through a protector field in a Owest NID located inside a building wil interface on an industry standard termination block and then extend, via a Cross Connection to the End User Customer's in-premises wiring. All services fed through a protector field in a Owest NID that is attached to a building wil interface on industry standard lugs or a binding post type of termination and then extend, via a Cross Connection, to the End User Customer's on-premises wiring. 9.5.2.5 If so requested by CLEC, Owest shall allow CLEC to connect its Loops directly to the protector field at Owest NIDs that have unused protectors and are not used by Owest or any other Telecommunications Carrier to provide service to the premises. If CLEC accesses the Owest protector field, it shall do so on the distribution side of the protector field only where spare protector capacity exists. In such cases, CLEC shall only access a Owest NID protector field in cable increments appropriate to the NID. If twenty-five (25) or more metallc cable pairs are simultaneously terminated at the MTE NID, additions must be in increments of twenty-five (25) additional metallc pairs. In all cases, Telecommunications cables entering a Owest NID must be terminated in compliance with FCC 88-57, section 315 of the National Electric Safety Code and section 800.30 of the National Electric Code. August 8, 2008/kcd/Greenßy Networks/ID/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23, 2008 181 Section 9 Unbundled Network Elements 9.5.3 Rate Elements Exhibit A provides recurring and nonrecurring rates for access or modifications to an existing NID, and Exhibit A also provides Miscellaneous Charges. 9.5.3.1 If CLEC requests the current simple NID be replaced with a different simple NID, pursuant to Section 9.5.2.1, additional labor - other Miscellaneous Charges wil be assessed with CLEC paying only for the portion of the change-out that is specific to and for the functionality that supports CLEC requirements. 9.5.3.2 Recurring rates apply for unbundled access to the protector field in a Owest NID, pursuant to Section 9.5.2.5. As of the Effective Date of this Agreement, Owest has not implemented charges for this recurring rate element, but reserves the right to assess such a charge in the future. 9.5.3.3 When CLEC requests that Owest perform the work to connect its NID to the Owest NIDi the costs associated with Owest performing such work wil be charged to CLEC as additional labor - other Miscellaneous Charges. 9.5.3.4 When Owest makes rearrangements to the inside wire terminations or terminal enclosure pursuant to Section 9.5.2.1.5, charges wil be assessed as additional labor - other Miscellaneous Charges. 9.5.3.5 CLEC wil be charged for any change-out Owest performs pursuant to Section 9.5.2.2. CLEC wil be biled only for the portion of the change-out that is specific to CLEC's request for modified/additional capacity. Charges wil be assessed as additional labor - other Miscellaneous Charges. 9.5.4 Ordering Process 9.5.4.1 Intentionally Left Blank. 9.5.4.2 CLEC may access a MTE NID after determining that the terminal in question is a NID, per the process identified in Section 9.3. If the terminal is a NID and CLEC wishes to access the End User Customer field of the NID, no additional verification is needed by Owest. CLEC shall tag its jumper wire. 9.5.4.2.1 When CLEC seeks to connect to a cross connect field other than to the End User Customer field of the NID, CLEC shall submit a LSR for connection to the NID. Owest shall notify CLEC, within ten (10) business days, if the connection is not Technically Feasible. In such cases, Owest shall inform CLEC of the basis for its claim of technical infeasibility and, at the same time, identify all alternative points of connection that Owest would support. CLEC shall have the option of employing the alternative terminal or disputing the claim of technical infeasibility pursuant to the Dispute Resolution provisions of this Agreement. No additional verification is needed by Owest and CLEC shall tag its jumper wire. 9.5.4.3 Subject to the terms of Section 9.5.4.2, CLEC may perform a NID-to-NID connection, according to Section 9.5.2.3, and access the End User Customer field of the NID without notice to Owest. CLEC may access the protector field of the NID by August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 182 Section 9 Unbundled Network Elements submitting a LSR. 9.5.5 Maintenance and Repair 9.5.5.1 If Qwest is dispatched to an End User Customets location on a maintenance issue and finds the NID to be defective, Qwest wil replace the defective element or, if beyond repair, the entire device at no cost to CLEC. If the facilities and lines have been removed from the protector field or damaged by CLEC, CLEC wil be responsible for all costs associated with returning the facilities and lines back to their original state. This work is biled to CLEC as additional labor - other Miscellaneous Charges. Maintenance and Repair processes are contained in the Access to OSS Section of this Agreement. 9.6 Unbundled Dedicated Interoffce Transport (UDIT) Qwest shall provide access to Unbundled Dedicated Interoffce Transport (UDIT) in a non- discriminatory manner according to the following terms and conditions. 9.6.1 Description 9.6.1.1 Unbundled Dedicated Interoffce Transport (UDIT) provides CLEC with a Network Element of a single transmission path between Qwest Wire Centers in the same LATA and state. UDIT provides a path between one (1) CLEC's Collocation in one (1) Qwest Wire Center and a different CLEC's Collocation in another Qwest Wire Center. UDIT is a distance-sensitive, flat-rated bandwidth-specific interoffce transmission path designed to a DSX in each Qwest Wire Center. UDIT is available in DSO through DS3 bandwidths. CLEC can assign channels and transport its choice of voice or data. Specifications, interfaces and parameters are described in Qwest Technical Publication 77389. 9.6.2 Terms and Conditions 9.6.2.0 Intentionally Left Blank. 9.6.2.0.1 Qwest shall unbundle DS1 transport between any pair of Qwest Wire Centers except where, through application of "Tiet' classifications, as defined in Section 4 of this Agreement, both Wire Centers defining the Route are Tier 1 Wire Centers. As such, Qwest must unbundle DS1 transport if a Wire Center at either end of a requested Route is not a Tier 1 Wire Center, or if neither is a Tier 1 Wire Center. 9.6.2.0.1.1 On Routes for which no unbundling obligation for DS3 dedicated transport circuits exists but for which DS1 Dedicated Transport is available on an unbundled basis, CLEC may obtain a maximum of ten. (10) unbundled DS1 Dedicated Transport circuits. 9.6.2.0.2 Qwest shall unbundle DS3 transport between any pair of Qwest Wire Centers except where, through application of "Tier" classifications, as defined in Section 4 of this Agreement, both Wire Centers defining the Route are either Tier 1 or Tier 2 Wire Centers. As such, Qwest must unbundle DS3 August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 183 Section 9 Unbundled Network Elements transport if a Wire Center on either end of a requested Route is a Tier 3 Wire Center. 9.6.2.0.2.1 CLEC may obtain a maximum of twelve (12) unbundled DS3 dedicated transport circuits on each Route where DS3 dedicated transport is available on an unbundled basis. 9.6.2.0.3 Intentionally Left Blank. 9.6.2.0.4 All services provided in this Section 9.6 are subject to the Ratcheting critena as provided in Section 9.1.1.9 of this Agreement. 9.6.2.0.5 All services provided in this Section 9.6, when combined with high capacity Loops, are subject to the Service Eligibility Criteria as provided in Section 9.1.1.10 of this Agreement. 9.6.2.1 To the extent that CLEC is ordering access to a UNE Combination, and Cross Connections are necessary to combine UNEs, Qwest wil perform requested and necessary Cross Connections between UNEs in the same manner that it would perform such Cross Connections for its End User Customers or for itself. If not ordered as a combination, CLEC is responsible for performing Cross Connections at its Collocation or other mutually determined Demarcation Point between UNEs and ancilary or Finished Services, and for transmission design work including regeneration requirements for such connections. Such Cross Connections wil not be required of CLEC when CLEC orders a continuous UDIT element from one point to another. 9.6.2.2 Intentionally Left Blank. 9.6.2.3 With the exception of combinations provided through the UNE Combinations Section 9.23, CLEC may utilze any form of Collocation at both ends of the UDIT. Qwests design wil ensure the cable between the Owest-provided active elements and the DSX will meet the proper signal level requirements. Channel regeneration wil not be charged for separately for. Interconnection between a Collocation space and Qwests network. Cable distance limitations are based on ANSI Standard T1.102.1993 "Digital Hierarchy - Electrical Interface; Annex 8." 9.6.2.4 Intentionally Left Blank. 9.6.2.5 Intentionally Left Blank. 9.6.2.6 Intentionally Left Blank. 9.6.2.7 Intentionally Left Blank. 9.6.2.8 Intentionally Left Blank. 9.6.2.9 Upon CLEC request, Owest wil convert special access or private line circuits to UDIT, provided the service originates at CLEC's Collocation in the Serving Wire Center. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23.2008 184 Section 9 Unbundled Network Elements 9.6.3 Rate Elements Exhibit A provides recurring and nonrecurring rates for UDIT and also provides Miscellaneous Charges. 9.6.3.1 DS 1 UDIT includes the following rate elements: a) DS1 Transport Termination (Fixed) Rate Element. This recurring rate element provides a 1.544 Mbps termination at a DSX or DCS. In addition to the fixed rate element, a per-mile rate element, as described below, also applies. b) DS1 Transport Facilities (Per Mile) Rate Element. This recurring rate element provides a transmission path of 1.544 Mbps between Qwest Wire Centers. This is a mileage sensitive element based on the V&H coordinates of the DS1 UDIT. The mileage is calculated between the originating and terminating Owest Wire Centers. c) Intentionally Left Blank. d) DS 1 Nonrecurrng Charge. One-time charges apply for a specific work activity associated with installation ofthe DS1 service. e)Intentionally Left Blank. DS3 UDIT rates include the following rate elements:9.6.3.2 a) DS3 Transport Termination (Fixed) Rate Element. This recurring rate element provides a 44.736 Mbps termination. In addition to the fixed rate element, a per-mile rate element, as described below, also applies. b) DS3 Transport Facilities (Per Mile) Rate Element. This recurring rate element provides an interoffce transmission path of 44.736 Mbps between Qwest Wire Centers. This is a mileage sensitive element based on the V&H coordinates of the DS3 UDIT. The mileage is calculated between the originating and terminating Qwest Wire Centers. c) Intentionally Left Blank. d) DS3 Nonrecurring Charge. One-time charges apply for a specific work activity associated with installation of the DS3 service. e)Intentionally Left Blank. DSO UDIT includes the following rate elements:9.6.3.3 a) DSO Transport Termination (Fixed). This recurring rate element provides a 64 Kbps termination. In addition to the fixed rate element, a per-mile rate element, as described below, also applies. b) DSO Transport Facilities (Per Mile). This recurring rate element provides a transmission path of 64 Kbps between Owest Wire Centers. This is a mileage sensitive element based on the V&H coordinates of the DSO UDIT. The August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 185 Section 9 Unbundled Network Elements mileage is calculated between the originating and terminating Owest Wire Centers. c) DSO Nonrecurring Charges. One-time charges apply for a specific work activity associated with installation ofthe DSO service. d) Low Side Channelization. Recurring charges apply for low side multiplexed channel cards and settings at each end of the DSO UDIT. 9.6.3.4 Intentionally Left Blank. 9.6.3.5 Intentionally Left Blank. 9.6.3.5.1 Intentionally Left Blank. 9.6.3.6 Nonrecurring charges apply for rearrangements of UDIT. 9.6.3.7 Intentionally Left Blank. Intentionally Left Blank.9.6.3.8 9.6.3.9 The following miscellaneous services, as described in Section 9.1.12, are available with UDIT. Miscellaneous Charges apply for miscellaneous services. a)Additional labor - other b)Cancellation c)Design Change d)Dispatch e)Expedite f)Maintenance of Service. 9.6.3.10 A nonrecurring charge is applied to the conversion of an existing private line/Special Access circuit to UDIT. 9.6.4 Ordering Process 9.6.4.1 Ordering processes and installation intervals are as follows: 9.6.4.1.1 UDIT is ordered via the Access Service Request (ASR) process. Ordering processes are contained in the Access to OSS Section of this Agreement. 9.6.4.1.2 Intentionally Left Blank. 9.6.4.1.3 The interval wil start when Owest receives a complete and accurate ASR. This date is considered the start of the installation interval if the order is received prior to 3:00 p.m. The installation interval wil begin onjhe next August 8, 2008/kcd/Greenfly NetworkslID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 186 Section 9 Unbundled Network Elements business day for service requests received after 3:00 p.m. The installation intervals have been established and are set forth in Exhibit C of this Agreement. 9.6.4.1.4 Intentionally Left Blank. 9.6.4.1.5 An order may be canceled any time up to and including the Due Date/Service Date. Cancellation Miscellaneous Charges apply for such cancellations except when: a) The original Due Date or CLEC-initiated subsequent Due Date was, or CLEC has been notified by Owest that such Due Date wil be, delayed ten (10) business days or longer; or b) The original Due Date has been scheduled later than the expiration of the standard interval set forth in Exhibit C and CLEC cancels its order no later than ten (10) days before such original Due Date. 9.6.4.1.6 Definitions of the most common critical dates that occur during the ordering and installation process are included in the Definitions Section of this Agreement. 9.6.4.2 UDIT is ordered with basic installation. Owest wil install the UDIT extending connections to CLEC Demarcation Point and wil notify CLEC when the work activity is complete. 9.6.4.3 Intentionally Left Blank. 9.6.4.4 Intentionally Left Blank. 9.6.4.5 Owest wil perform industry standard tests, set forth in Technical Publication 77389, when installng UDIT service. 9.6.4.6 To convert an existing private line/special access circuit to UDIT, CLEC must submit two (2) ASRs to change the circuit identification, Network Channel Interface Code (NCI) and billng. 9.6.4.7 CLEC wil submit an Access Service Request (ASR) for rearrangement including appropriate termination information (e.g., Connecting Facility Assignment (CFA) or Network Channel Codes/Network Channel Interface Codes (NC/NCI) codes). 9.6.5 Maintenance and Repair 9.6.5.1 The Parties wil perform cooperative testing and trouble isolation to identify where trouble points exist. CLEC Cross Connections wil be repaired by CLEC and Owest Cross Connections wil be repaired by Owest. Maintenance and Repair processes are contained in the Access to ass Section of this Agreement. 9.6.6 Rearrangement 9.6.6.1 CLEC can submit requests through the ASR process to move or rearrange UDIT terminations on CLEC's Demarcation Point or to change UDIT options. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 187 Secion 9 Unbundled Network Elements These rearrangements are available through a single Wire Center or dual Wire Center request. Single Wire Center rearrangements are limited to the change in options or movement of terminations within a single Wire Center. Dual Wire Center rearrangements are used to change options or movement of terminations in two (2) Wire Centers. Rearrangement is only available for in-place and working UDITs. 9.6.6.2 The rearrangement of terminations or option changes are completed as an "uncoordinated change" (basic request) and wil be completed within the normal intervals outlined in Exhibit C. If CLEC desires a coordinated rearrangement of terminations or options changes, additional labor installation as identified in Exhibit A shall apply. 9.6.6.3 CLEC wil submit an ASR with the rearrange USOC and appropriate termination information (e.g., CFA) or NC/NCI codes (Network Channel Codes/Network Channel Interface Codes). 9.7 Unbundled Dark Fiber Dedicated dark fiber shall be made available to CLEC on an unbundled basis as set forth below. Dark fiber transport consists of unactivated optical interoffce transmission facilities. 9.7.1 Description Unbundled Dark Fiber (UDF) is a deployed, unlit strand or strands of fiber that connects two (2) Wire Centers within Qwests network within the same LATA or state. UDF exists in two (2) distinct forms: (a) UDF interoffce facility (UDF-IOF), which constitutes a deployed route between two (2) Qwest Wire Centers; and (b) UDF MTE Subloop that begins at or near an MTE premises to provide access to MTE premises wiring. Deployed Dark Fiber facilities shall include all local exchange Dark Fiber Qwest owns directly or to which it has a right to access under agreements with any other party affliated or not, that do not prohibit Qwests ability to provide access to another Person or entity. Deployed Dark Fiber facilties shall not be limited to facilitiés owned by Qwest, but will include in place and easily called into service facilities to which Qwest has otherwise obtained a right of access, including but not limited to capitalized Indefeasible Right to Use (IRUs) or capitalized leases. Qwest shall not be required to extend access in a manner that is inconsistent with the restrictions and other terms and conditions that apply to Qwests access; however, in the case of access obtained from an Affliate: (a) the actual practice and custom as between Qwest and the Affliate shall apply, in the event that it provides broader access than does any documented agreement that may exist, and (b) any terms restricting access by CLEC that are imposed by the agreement with the Affliate (excluding good-faith restrictions imposed by any agreement with a third part from whom the Affliate has gained rights of access) shall not be applied to restrict CLEC access. 9.7.2 Terms and Conditions 9.7.2.0 Qwest shall unbundle dark fiber transport between any pair of Qwest Wire Centers except where, through application of "Tier" classifications described in Section 4 of this Agreement, both Wire Centers defining the Route are either Tier 1 or Tier 2 Wire Centers. As such, Qwest must unbundle dark fiber transport if a Wire Center on either end of a requested Route is a Tier 3 Wire Center. 9.7.2.1 Qwest wil provide CLEC with non-discriminatory access to UDF in August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 188 Section 9 Unbundled Network Elements accordance with Section 9.1. Owest wil provide UDF of substantially the same quality as the fiber facilities that Owest uses to provide retail service to its own End User Customers. 9.7.2.2 Owest provides access to unbundled Dark Fiber at: 9.7.2.2.1 Accessible terminations such as fiber distribution panels. 9.7.2.2.2 A point of technically feasible access is any point in Owests outside plant at or near an MTE premises where a technician can access the wire or fiber within the cable without removing a splice case to reach the wire or fiber within to access the wiring in the MTE premises. Such points include, but are not limited to, a pole or pedestal, the network interface device, the minimum point of entry, the single point of interconnection, and the feeder/distribution interface. 9.7.2.2.3 Intentionally Left Blank. 9.7.2.3 Owest wil provide CLEC with access to deployed Dark Fiber facilities. CLEC shall be responsible for obtaining and connecting electronic equipment, whether light generating or light terminating equipment, to the Dark Fiber at both ends, provided that if CLEC requests Owest to obtain and connect the electronic equipment, Owest wil follow the requirements of Section 9.19 in deciding whether or not to build the facilities for CLEC. 9.7.2.4 Owest wil provide Unbundled Dark Fiber to CLEC in increments of one (1) or two (2) strands. CLEC may obtain up to twenty-five percent (25%) of available Dark Fibers or four (4) Dark Fiber strands, whichever is greater, in each fiber cable segment over a twelve (12) month period. Before CLEe may order additional UDF on such fiber cable segment, CLEC must demonstrate effcient use of existing fiber in each cable segment. Effcient use of interoffce cable segments is defined as providing a minimum of OC-12 termination on each fiber pair. Effcient use of UDF MTE Subloop fiber is defined as providing a minimum of OC-3 termination on each fiber pair. CLEC may designate five percent (5%) of its fibers along a fiber cable segment, or two (2) strands, whichever is greater, for maintenance spare, which fibers or strands are not subject to the termination requirements in this paragraph. 9.7.2.5 awest shall not have an obligation to unbundle Dark Fiber in the following circumstances: a) awest wil not unbundle Dark Fiber that Owest utilzes for maintenance or reserves for maintenance spare for Owests own use. Owest shall not reserve more than five percent (5%) of the fibers in a sheath, or two (2) strands, whichever is greater, for maintenance or maintenance spare for Owests own use. b) awest wil not be required to unbundle Dark Fiber if Owest demonstrates to the Commission by a preponderance of the evidence that such unbundling would create a likely and foreseeable threat to its ability to meet its Carrier of last resort obligations as established by any regulatory authority. Owest shall initiate such proceeding within seven (7) Days of denying CLEC's August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23,2008 189 Section 9 Unbundled Network Elements request (by written notice) to unbundle Dark Fiber where such fiber is available. In this proceeding, Owest shall not object to using the most expeditious procedure available under state law, rule or regulation. Owest shall be relieved of its unbundling obligations, related to the specific Dark Fiber at issue, pending the proceeding before the Commission. If Owest fails to initiate such pending proceeding within such seven (7) Day period, CLEC's request to unbundle Dark Fiber shall be reinstated and the ordering and Provisioning processes of Section 9.7.3 shall continue. 9.7.2.6 Intentionally Left Blank. 9.7.2.7 Specifications, interfaces and parameters for Dark Fiber are described in Owests Technical Publication 77383. 9.7.2.8 Owest. CLEC is responsible for trouble isolation before reporting trouble to 9.7.2.9 Intentionally Left Blank. 9.7.2.10 Upon thirty (30) Days notification to CLEC, Owest may initiate a proceeding to reclaim Dark Fiber strands from CLEC that were not serving End User Customers at the time of Owests notice to CLEC. In such proceeding, Owest shall have the burden to prove that Owest needs such fiber strands in order to meet its Carrier of last resort obligations as established by any regulatory authority. In such proceeding, CLEC shall not object to using the most expeditious procedure available under state law, rule or regulation. CLEC shall be entitled to retain such strands of UDF for any purpose permitted under this Agreement pending the proceeding before the Commission; provided, however, that such use shall be at CLEC's sole risk of any reclamation approved by the Commission, including the risk of termination of service to End User Customers. CLEC may designate five percent (5%) of its fibers along a fiber cable segment, or two (2) strands, whichever is greater, for maintenance spare, which fibers or strands are not subject to the reclamation requirements in this paragraph. 9.7.2.11 Intentionally Left Blank. 9.7.2.12 CLEC must have established Collocation or other Technically Feasible means of network demarcation pursuant to Section 9.1.4 of this Agreement at both terminating points of the UDF-IOF. No Collocation is required in intermediate Wire Centers within a UDF or at Wire Centers where CLEC's UDFs are cross connected. CLEC has no access to UDF at those intermediate Wire Centers. 9.7.2.12.1 CLEC-to-CLEC connections with UDF for the mutual exchange of traffic is permissible pursuant to the provisions in Section 9.7. 9.7.2.13 CLEC is responsible for all work activities at the MTE premises. All negotiations with the premises End. User Customer and or premises owner are solely the responsibilty of CLEC. 9.7.2.14 Intentionally Left Blank. 9.7.2.15 Access to Dark Fiber MTE Subloops at or near an MTE Terminal within a August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 190 Section 9 Unbundled Network Elements non-awest owned MTE is done through an MTE-POI. Collocation is not required to access MTE Subloops. 9.7.2.16 CLEC wil incur all costs associated with disconnecting the UDF from its side of the network Demarcation Point. 9.7.2.17 awest and CLEC wil jointly participate in continuity testing within the Provisioning interval established in Exhibit C. awest and CLEC must coordinate on the date and time for this continuity testing. As part of their respective duties regarding this continuity test, awest shall furnish a light detector at one (1) termination point of the UDF, and CLEC shall furnish light generating equipment at the other termination point of the UDF as described below: 9.7.2.17.1 CLEC may identify on its order the Wire Center at which awest must provide a light detector and the Wire Center at which CLEC wil provide light generating equipment. If CLEC does not identify the Wire Center on its order, awest and CLEC shall mutually agree on the Wire Center at which CLEC will provide the light generating equipment. 9.7.2.17.2 Intentionally Left Blank. 9.7.2.17.3 Intentionally Left Blank. 9.7.2.18 If, within ten (10) Days of the date awest provisioned an order for UDF, CLEC demonstrates that the UDF pair(s) provisioned over requested route do not meet the minimum parameters set forth in Technical Publication 77383, and if the trouble is in the awest UDF facility, not due to fault on the part of CLEC, then awest wil at no additional cost, attempt to repair the UDF as it relates to awest cross connects and jumpers. If awest cannot repair the UDF to the minimum parameters set forth in Technical Publication 77383, awest wil replace the UDF if suitable UDF pair(s) are available, at no additional nonrecurring charge. If awest cannot replace the UDF upon receipt of CLEC's disconnect order, awest wil refund the nonrecurring charges associated with the Provisioning excluding IRI, FVap and Field Verification and wil discontinue all recurring charges. 9.7.2.19 Intentionally Left Blank. 9.7.2.20 Intentionally Left Blank. 9.7.3 Ordering Processes Ordering processes and installation intervals are as follows: 9.7.3.1 The first step of the UDF ordering process is the inquiry process. The UDF inquiry is used to determine the availabilty of UDF. 9.7.3.1.1 CLEC must submit a UDF inquiry and CLEC must specify the two (2) locations and the number of fibers requested. 9.7.3.1.2 awest wil notify CLEC, within the interval set forth in Exhibit C of this Agreement, that: (i) UDF is available to satisfy CLEC's request, (ii) UDF is August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 191 Section 9 Unbundled Network Elements not available to satisfy CLEC's request; or (iii) Qwest, in writing, denies CLEC's request pursuant to Section 9.7 .2.5(b). Qwest shall provide written notice of denials pursuant to (iii) above. 9.7.3.1.3 If there is UDF available, the UDF simple inquiry response and the complex inquiry response will contain up to five (5) available UDF routes between the CLEC-specified end locations. If additional routes are available, Qwest wil notify CLEC that such additional routes exist and negotiate how that additional information wil be made available. 9.7.3.2 CLEC wil establish network Demarcation Points to accommodate UDF optical terminations via Collocation or other Technically Feasible means or network demarcation pursuant to Section 9.1.4 of this Agreement. If Collocation and or other network demarcation arrangements have not been completed, CLEC must have obtained preliminary APOT address information (CFA - Connecting Facility Assignment) for its network Demarcation Points in each Qwest Wire Center where the UDF terminates prior to placing an order for UDF. When preliminary APOT has been established and delivered to CLEC, Qwest can begin processing the UDF Provisioning order upon receipt of the UDF Provisioning request. If the preliminary APOT address is changed by CLEC, a new Provisioning time line for UDF must be established. 9.7.3.3 Based on the CLEC request, (UDF-IOF or UDF MTE Subloop), there are two (2) possible termination scenarios. 9.7.3.3.1 Termination at an MTE. CLEC shall access the UDF MTE Subloop on the MTE Premises at a Technically Feasible point if possible. If access is not Technically Feasible on the MTE Premises, then CLEC may request access to UDF MTE Subloop at a Technically Feasible point near the MTE Premises. Qwest wil prepare and submit to CLEC a quotation along with the original Field Verification Quote Preparation form (FVQP) within the interval set forth in Exhibit C. Quotations are on an Individual Case Basis (ICB) and wil include costs and an interval in accordance with Exhibit C. 9.7.3.3.2 Intentionally Left Blank. 9.7.3.3.3 Termination at Qwest Wire Center. If spare fiber is available, and CLEC chooses to proceed, and the request is for UDF terminations at a Qwest Wire Center, Qwest wil begin the Provisioning process upon notifcation from CLEC to proceed and the receipt of fifty percent (50%) of the nonrecurring charges. The notification to proceed is accomplished by completing, signing and returning the original inquiry request to the account manager. Provisioning intervals for this type of request are set forth in Exhibit C. CLEC wil be notified that Provisioning is complete and the remaining nonrecurring charges and associated recurring charges wil be biled. 9.7.3.4 An order may be canceled any time up to and including the Service Date. 9.7.3.5 CLEC may reserve Dark Fiber for CLEC during Collocation builds. Prior to reserving space, CLEC must place an inquiry pursuant to Section 9.7.3.1 of this Agreement and receive a UDF inquiry response that reflects that the route to be reserved is available. CLEC is also strongly encouraged to request a field verification August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 192 Section 9 Unbundled Network Elements that the route to be reserved is available. If CLEC does not obtain a field verification, CLEC assumes the risk that records upon which the UDF inquiry response is based may be in error. CLEC may reserve UDF for thirt (30), sixty (60), or ninety (90) Days. CLEC may extend or renew reservations if there is delay in completion of the Collocation build. All applicable UDF recurring charges specified in Section 9.7.5.2 wil be assessed at the commencement of the reservation. Nonrecurnng charges for Provisioning and cross connects wil be assessed at the time of installation. 9.7.4 Maintenance and Repair 9.7.4.1 The Parties wil perform cooperative testing and trouble isolation to identify where trouble points exist. CLEC Cross Connections wil be repaired by CLEC and Qwest Cross Connections wil be repaired by Qwest. Maintenance and Repair processes are contained in the Access to ass Section of this Agreement. 9.7.4.2 If it is determined that the UDF does not meet the minimum parameters of Technical Publication 77383 without fault of CLEC, and if the trouble is in the Qwest UDF facility, then Qwest wil attempt to repair the UDF as it relates to Qwest cross connects and jumper at no additional cost. If Qwest cannot repair the UDF to the minimum parameters set forth in Technical Publication 77383, then Qwest wil replace the UDF at no additional cost if suitable UDF pair(s) are available. If Qwest cannot replace the UDF with available pairs, then it, upon receipt of CLEC's disconnect order, wil discontinue the recurring charges effective as of the date of the commencement of the trouble. 9.7.5 Rate Elements Exhibit A provides recurring and nonrecurring rates for Dark Fiber and also provides Miscellaneous Charges. 9.7.5.1 Dark Fiber includes the following rate elements: a) Initial Records Inquiry (IRI). This rate element is a pre-order work effort that investigates the availabilty of UDF. This is a one-time charge for each route check requested by CLEC. A simple IRI determines if UDF is available between two (2) Qwest Wire Centers. A complex IRI is used to determine if a UDF MTE Subloop is available. Qwest wil bil CLEC the IRI immediately upon receipt of the inquiry. The IRI is a record search and does not guarantee the availability of UDF. b) Field Verification and Quote Preparation (FVQP). This rate element is a pre-order work effort to estimate the cost of providing UDF access to CLEC at locations other than Qwest Wire Centers. Qwest wil prepare a quotation which wil explain what work activities, timeframes, and additional costs, including recurring and non-recurring costs, are associated with providing access to this FOP location. This quotation wil be good for thirty (30) Days. The FVQP is not necessary when the request is between Qwest Wire Centers (i.e., simple IRI). If FVQP is applicable pursuant to this section and CLEC orders UDF that has been reserved after a Field Verification has been performed, then the charge for FVQP wil be reduced by the amount of the Engineering Verification charge assessed in the context of the reservation. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 193 Section 9 Unbundled Network Elements c) Engineering Verification. This rate element is an additional records check for Unbundled Dark Fiber MTE Subloop. 9.7.5.2 The following rate elements are used once the availabilty of UDF has been established and CLEC chooses to access UDF. 9.7.5.2.1 Unbundled Dark Fiber - Single Strand - IOF Rate Elements a) UDF-IOF Termination (Fixed) Rate Element. This rate element is a recurring rate element and provides a termination at the interoffce FDP within the Owest Wire Center. Two (2) UDF-IOF terminations apply per cross connect provided on the facility . Termination charges apply for each intermediate offce terminating at an FDP or like cross connect point. b) UDF-IOF Fiber Transport, (Per Strand) Rate Element. This recurring rate element applies per strand. This rate element provides a transmission path between Owest Wire Centers. This rate element is mileage sensitive based on the route miles of the UDF rounded up to the next mile. c) UDF-IOF Fiber Cross Connect Rate Element. This rate element has both a recurring and nonrecurring component and is used to extend the optical connection from the IOF FDP to CLEC's optical Demarcation Point (ICDF). A minimum of two (2) UDF-IOF fiber cross connects apply per strand. Cross connect charges apply for each intermediate offce terminating at an FDP or like cross connect point. The nonrecurring rate wil not be charged for cross connects already in place prior to CLEC's order for UDF-IOF. 9.7.5.2.2 Intentionally Left Blank. 9.7.5.2.3 Intentionally Left Blank. 9.7.5.2.4 Order. Unbundled Dark Fiber - Order Charge, First Strand/Route, Per 9.7.5.2.4.1 This rate element is the nonrecurring component assessed for installation of Unbundled Dark Fiber, by the strand. The element applies for the first strand that is requested to terminate at a single location. 9.7.5.2.5 Unbundled Dark Fiber - Order Charge, Each Additional Strand/Route, Per Order. 9.7.5.2.5.1 This rate element is the nonrecurring component assessed for installation of each additional Unbundled Dark Fiber strand. The element applies to each additional strand ordered to the same location, on the same request. 9.7.5.2.6 Unbundled Dark Fiber per Pair - IOF Rate Elements August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 194 Section 9 Unbundled Network Elements 9.7.5.2.6.1 UDF-IOF Termination (Fixed) Rate Element. This rate element is a recurrng rate element and provides a termination at the interoffce FDP within the Qwest Wire Center. Two UDF-IOF terminations apply per pair at each end of the facility . Termination charges apply for each intermediate Central Offce terminating at an FDP or like cross connect point. 9.7.5.2.6.2 UDF-IOF Fiber Transport, (Pair) Rate Element. This rate element is a recurring component and applies per pair. This rate element provides a transmission path between Qwest Wire Centers. The recurring component of this rate element is mileage sensitive based on the route miles of the UDF rounded up to the next mile. 9.7.5.2.7 UDF-IOF Fiber Cross Connect Rate Element. 9.7.5.2.7.1 This rate element has both a recurrng and nonrecurring component and is used to extend the optical connection from the IOF FDP to CLEC's optical Demarcation Point. A minimum of two (2) UDF- IOF fiber cross connects apply per pair. Cross connect charges apply for each intermediate Central Offce terminating at an FDP or like cross connect point. The nonrecurring rate wil not be charged for cross connects already in place prior to CLEC's order for UDF-IOF. 9.7.5.2.8 Order. Unbundled Dark Fiber - Order Charge, First Pair/Route, Per 9.7.5.2.8.1 This rate element is the nonrecurnng component assessed for installation of Unbundled Dark Fiber, by the pair. The element applies for the first pair that is requested to terminate at a single location. 9.7.5.2.9 Unbundled Dark Fiber- Order Charge, Each Additional Pair/Route, Per Order, Per Location, Per Request. 9.7.5.2.9.1 This rate element is the nonrecurring component assessed for installation of each additional Unbundled Dark Fiber pair. The element applies to each additional pair ordered to the same location, or subsequent locations for CLEC. 9.7.5.2.10 Unbundled Dark Fiber Splice. 9.7.5.2.10.1 This rate element is the nonrecurring charge assessed for the splice loction, if required, to make the UDF MTE subloop accessible. This rate element is for the work performed at the accessible first manhole or splicing location associated with an UDF MTE subloop order. 9.7.5.2.11 Unbundled Dark Fiber MTE Subloop. 9.7.5.2.11.1 This rate element includes recurring and nonrecurring charges assessed for the UDF MTE subloop and it is ICB (Individual Case Basis). August 8, 2008/kcd/Greenfly NetworkslID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 195 Section 9 Unbundled Network Elements 9.7.5.2.12 Miscellaneous Services. The following miscellaneous services,as described in Section 9.1.12, are available with Dark Fiber. Miscellaneous Charges apply for miscellaneous services. a) Cancellation b) Dispatch c) Maintenance of Service. 9.8 Intentionally Left Blank 9.9 Intentionally Left Blank 9.10 Intentionally Left Blank 9.11 Intentionally Left Blank 9.12 Intentionally Left Blank 9.13 Intentionally Left Blank 9.14 Intentionally Left Blank 9.15 Intentionally Left Blank 9.16 Intentionally Left Blank 9.17 Intentionally Left Blank 9.18 Additional Unbundled Elements CLEC may request non-discriminatory access to and, where appropriate, development of, additional UNEs not covered in this Agreement pursuant to the Bona Fide Request Process. 9.19 Construction Charges Owest wil assess whether to build for CLEC in the same manner that it assesses whether to build for itself. Owest wil conduct an individual financial assessment of any request that requires construction of network capacity, facilities, or space for access to or use of UNEs. When Owest constructs to fulfill CLEC's request for UNEs, Owest wil bid this construction on a case-by-case basis. Qwest wil charge for the construction through nonrecurring charges as described in this Section 9.19. When CLEC orders the same or substantially similar service available to Owest End User Customers, nothing in this Section shall be interpreted to authorize Owest to charge CLEC for special construction where such charges are not provided for in a Tariff or where such charges would not be applied to a Qwest End User Customer. 9.19.1 Owest reserves the right to determine if Owest wil undertake requested construction. Some circumstances under which Owest wil reject a construction request include, but are not limited to, if it is determined that the requested element wil jeopardize the reliabilty of Qwests existing network, endanger Owests employees or consumers, is not consistent with August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 196 Section 9 Unbundled Netwrk Elements the National Electrcal Code (NEC), or does not meet Network Equipment Building Standards (NEBS) requirements. If Qwest agrees to construct a network element, the following wil apply. 9.19.2 CLEC may request that Qwest construct new facilties for use in providing services offered as Unbundled Network Elements (UNEs) using the CLEC-Requested Unbundled Network Elements Construction ("CRUNEC") method. CRUNEC is not required for requests that can be resolved through facility work or assignments. CRUNEC is not available for requests for facilities that are not offered as UNEs. Qwests CRUNEC applies to the following Wholesale products and services: · Enhanced Extended Loop (EEL) . Unbundled Subloop . Unbundled Dark Fiber (UDF) . Unbundled Dedicated Interoffice Transport (UDIT) . Unbundled Local Loop 9.19.2.1 To make a request for construction of facilities, CLEC must submit a CRUNEC request by contacting the Qwest service manager. 9.19.3 Rates for CRUNEC 9.19.3.1 A Records Quote Preparation Fee (RQPF) applies, and is a nonrecurring charge assessed prior to preparation of a Records Quotation, which is a high level overview and estimate of the cost of construction. This construction estimate. is based on records only and is not binding on Qwest. Credit in the amount of the RQPF wil be applied to the Construction Quote Preparation Fee that is described below. 9.19.3.2 The Construction Quote Preparation Fee (CQPF) is a nonrecurring charge assessed prior to preparation of the CRUNEC quotation. The CRUNEC quotation provides the amount CLEC will pay should it agree to pursue construction. Credit in the amount of the CQPF wil be applied to the cost of construction if CLEC accepts the quoted CRUNEC price and agrees to pursue construction. 9.19.3.2.1 CLEC may choose to first receive a Records Quotation, or may choose to forego the Records Quotation and pay the CQPF for the CRUNEC quotation, at any time after receiving notification that facilties are not available to complete a service request. 9.19.3.3 Qwest wil retain the CQPF if CLEC chooses not to proceed with the construction. At any point after remitting payment for construction, if CLEC decides to begin but then to discontinue construction, Qwest wil refund the Construction payment, excluding expenditures already incurred by Qwest for work completed (including work Engineered, Furnished and/or Installed (EF&I)). Qwest wil provide a brief description of work completed. 9.19.3.3.1 EF&I is defined as: · Engineering labor to analyze the needs for the requested UNE and design and issue the required work orders August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 197 Section 9 Unbundled Network Elements · Furnished material cost · Installation labor costs to complete the work order 9.19.3.4 The amount of the CRUNEC quotation is determined using the same financial analysis criteria, and costs to recover for EF&I, that Qwest uses to assess whether to build the equivalent facilities for itself. 9.19.3.5 Rates are included in Exhibit A to this Agreement 9.20 Intentionally Left Blank 9.21 Line Splitting 9.21.1 Description Line Splitting provides CLEC/DLEC with the opportunity to offer advanced data service simultaneously with voice service when CLEC obtains switching as a Network Element pursuant to a separate written agreement Line Splitting uses the frequency range above the voice band on a single Loop for the advanced data service. The advanced data service may be provided by the Customer of record or another data service provider chosen by the Customer of record. A Splitter must be inserted into the Loop to accommodate establishment of the advanced data service. The Splitter separates the voice and data traffc and allows the copper Loop to be used for simultaneous DLEC data transmission and CLEC provided voice service to the End User. "CLEC" wil herein be referred to as the voice service provider while "DLEC" wil be referred to as the advanced data service provider. CLEC and DLEC may be the same entity. 9.21.2 Terms and Conditions 9.21.2.1 General 9.21.2.1.1 The Customer of record (the voice service provider) wil order the insertion of a Splitter. Qwest is not responsible for providing the Splitter, fiter(s) and/or other equipment necessary for the End User to receive separate voice and data service across a single copper Loop. 9.21.2.1.2 To order Line Splitting, CLEC/DLEC must have a Splitter installed in the Qwest Wire Center that serves the End User. The POTS Splitter must meet the requirements for Central Offce equipment Collocation set by the FCC or be compliant with ANSI T1.413. 9.21.2.1.3 CLEC/DLEC may provide any xDSL services that are compatible with CLEC's voice service in accordance with ANSI T1.413 or IEEE 820 or other industry standards. 9.21.2.1.4 There may be only one DLEC at any given time that provides advanced data service on any given Line Splitting arrangement 9.21.2.1.5 The Customer of record wil be able to request conditioning on the Unbundled Loop portion of the Line Splitting arrangement Qwest wil perform requested conditioning of shared Loops to remove load coils and excess Bridged Taps. If CLEC requests conditioning and such conditioning significantly August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 198 Section 9 Unbundled Network Elements degrades the voice services on the Loop to the point that it is unacceptable to CLEC, CLEC shall pay the conditioning rate set forth in Exhibit A to recondition the Loop. 9.21.2.1.6 Splitters may be installed in awest Wire Centers at the discretion of CLEC/DLEC: via the standard Collocation arrangements set forth in the Collocation Section; of this Agreement. Under either option, Splitters wil be appropriately hard-wired or pre-wired so that awest is not required to inventory more than two (2) points of termination. For Line Splitting, awest shall use the same number of Cross Connections and the same length of the tie pairs as it uses for other split services under this Agreement. 9.21.2.1.7 Intentionally Left Blank 9.21.2.1.8 Splitter Collocation requirements are covered in the Shared Loop Section of this Agreement. 9.21.3 Rate Elements The following Line Splitting rate elements are contained in Exhibit A of this Agreement. 9.21.3.1 Recurring Rates for Line Splitting. 9.21.3.1.1 Interconnection TIE Pairs (ITP). A monthly recurring charge to recover the costs associated with the use of 2 ITPs, one for voice and one for voice/data. 9.21.3.1.2 OSS Charge - A monthly recurring charge to recover the cost of the OSS modifications necessary to provide access to the high frequency portion of the Loop. See Section 9.4.4 of Exhibit A. 9.21.3.2 Nonrecurring Rates for the Line Splitting 9.21.3.2.1 Basic Installation Charge for Line Splitting - A nonrecurring charge for each Line Splitting arrangement installed wil apply. 9.21.3.2.2 Charge for conditioning Loop associated with Line Splitting - A nonrecurring charge for either conditioning the Loop by removing load coils and/or excess Bridged Taps; or reconditioning the line if necessary to assure the quality of the voice service on the voice service. 9.21.3.3 Nonrecurring Rates for Maintenance and Repair 9.21.3.3.1 Trouble Isolation Charge - A nonrecurring charge for Trouble isolation wil be applied in accordance with the Access to OSS- Maintenance and Repair Section. 9.21.3.3.2 Additional Testing - The Customer of record may request awest to perform additional testing, and awest may decide to perform the requested testing on a case-by-case basis. A nonrecurring charge will apply in accordance with Exhibit A, Section 9.20.4. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 199 Section 9 Unbundled Network Elements 9.21.3.4 Rates for Splitter Collocation are included in Section 8.1.20 of Exhibit A of this Agreement. 9.21.3.5 Exhibit A identifies the rates that have been approved by the Commission. The other rates are interim and wil be subject to true-up based on either mutually agreed permanent rates or permanent rates established in a cost proceeding conducted by the Commission. In the event interim rates are established by the Commission before permanent rates are set, the interim rates set forth in Exhibit A wil be changed to reflect the interim rates set by the Commission; however, no true up wil be performed unti mutually agreed to permanent rates are established or permanent rates are established by the Commission. 9.21.4 Ordering Process 9.21.4.1 Line Splitting 9.21.4.1.1 As a part of the pre-order process, CLEC/DLEC may access Loop characteristic information through the Loop Qualification and Raw Loop Data Tools described in the Support Functions Section. The Customer of record wil determine, in its sole discretion and at its risk, whether to add data services to any specific Loop. 9.21.4.1.2 The Customer of record wil provide on the LSR, the appropriate frame terminations that are dedicated to Splitters. Qwest wil administer all cross connects/jumpers on the COSMIC/MDF and IDF. 9.21.4.1.3 Basic Installation "lift and lay" procedure wil be used for all Line Splitting orders. Under this approach, a Qwest technician "lifts" the Loop from its current termination in a Qwest Wire Center and "lays" it on a new termination connecting to CLEC's/DLEC's collocated equipment in the same Wire Center. 9.21.4.1.4 The Customer of record shall not place orders for Line Splitting until all work necessary to provision Line Splitting in a given Qwest Wire Center, including, but not limited to, Splitter installation and tie cable reclassification or augmentation has been completed. 9.21.4.1.5 If the voice service is disconnected on a Line Splitting arrangement, the Line Splitting arrangement shall terminate. CLEC may arrange to provide DSL service to the End User Customer through purchase of another product. 9.21.4.1.6 The Customer of record (the voice service provider) shall submit the appropriate LSR's associated with establishing Line Splitting. 9.21.5 Biling 9.21.5.1 For Connectivity Biling, Recording, and Exchange of Information, see Section 21. August 8, 2008/kcd/Greenfly Networks/ID/CDS-0808060003 Owest Fourteen State Negotiations Template, June 23, 2008 200 Section 9 Unbundled Network Elements 9.21.5.2 Qwest shall bil the Customer of record for all recurring and nonrecurring Line Splitting rate elements. 9.21.6 Repair and Maintenance 9.21.6.1 Qwest wil allow CLEC/DLEC to access Line Splitting at the point where the combined voice and data Loop is cross-connected to the Splitter. 9.21.6.2 The Customer of record wil be responsible for reporting to Qwest voice service troubles provided over Line Splitting. Qwest wil be responsible to repair troubles on the physical line between Network Interface Devices at the Customer premises and the demarcation point in Qwest Wire Centers. CLECIDLEC wil be responsible for repairing data services provided on Line Splitting. Qwest, CLEC and DLEC each wil be responsible for maintaining its equipment. The entity that controls the Splitters wil be responsible for their maintenance. 9.21.6.3 Intentionally Left Blank 9.21.6.4 When Splitters are installed in Qwest Wire Centers via Common Area Splitter Collocation, CLEC/DLEC wil order and install additional Splitter cards as necessary to increase the capacity of the Splitters. CLEC/DLEC wil leave one (1) unused, spare Splitter card in every shelf to be used for repair and maintenance until such time as the card must be used to fill the shelf to capacity. 9.21.6.5 When Splitters- are installed in Qwest Wire Centers via standard Collocation arrangements, CLEC/DLEC may install test access equipment in its Collocation areas in those Wire Centers for the purpose of testing Line Splitting. This equipment must meet the requirements for Central Offce equipment set by the FCC. 9.21.6.6 Qwest, CLEC and DLEC wil work together to address End User initiated repair requests and to prevent adverse impacts to the End User. 9.21.7 Customer of Record and Authorized Agents 9.21.7.1 "Customer of record" is defined for purposes of this section as the CLEC that is providing the voice service. Qwest wil bil the Customer of Record for Line Splitting. The Customer of record may designate an authorized agent pursuant to the terms of sections 9.21.7.2 and 9.21.7.3 to perform Ordering and/or Maintenance and Repair functions. 9.21.7.2 In order for the authorized agent of the Customer of record to perform ordenng and/or Maintenance and Repair functions, the Customer of record must provide its authorized agent the necessary access and security devices, including but not limited to user identifications, digital certificates and SecurlD cards, that will allow the authonzed agent to access the records of the Customer of record. Such access wil be managed by the Customer of Retard. 9.21.7.3 The Customer of Record shall hold Qwest harmless with regard to any harm to Customer of Record as a direct and proximate result of the acts or omissions of the authonzed agent of the Customer of Record or any other person who has obtained from the Customer of Record the necessary access and security devices through the August a, 200a/kcd/Greenfly Networks/ID/CDS-ûa0806-û003 Owest Fourteen State Negotiations Template, June 23,2008 201 Section 9 Unbundled Network Elements Customer of Record, including but not limited to user identifications, digital certificates and SecurlD cards, that allow such person to access the records of the Customer of Record unless such access and security devices were wrongfully obtained by such Person through the wilful or negligent behavior of Qwest. 9.22 Intentionally Left Blank 9.23 Unbundled Network Element Combinations 9.23.1 General Terms 9.23.1.1 Qwest shall provide CLEC with non-discriminatory access to combinations of Unbundled Network Elements, including but not limited to, Enhanced Extended Loop (EEL), according to the following terms and conditions. 9.23.1.2 Qwest will offer to CLEC UNE Combinations, on rates, terms and conditions that are just, reasonable and non-discriminatory in accordance with the terms and conditions of this Agreement and the requirements of Section 251 and Section 252 of the Act, the applicable FCC rules, and other Applicable Laws. The methods of access to UNE Combinations described in this section are not exclusive. Qwest wil make available any other form of access requested by CLEC that is consistent with the Act and the regulations thereunder. CLEC shall be entitled access to all combinations functionality as provided in FCC rules and other Applicable Laws. Qwest shall not require CLEC to access any UNE Combinations in conjunction with any other service or element unless specified in this Agreement or as required for Technical Feasibility reasons. Qwest shall not place any use restrictions or other limiting conditions on UNE Combinations accessed by CLEC, except as specified in this Agreement or required by Existing Rules. 9.23.1.2.1 Changes in law, regulations or other "Existing Rules" relating to UNEs and UNE Combinations, including additions and deletions of elements Qwest is required to unbundle and/or provide in a UNE Combination, shall be incorporated into this Agreement pursuant to Section 2.2. CLEC and Qwest agree that the UNEs identified in Section 9 are not exclusive and that pursuant to changes in FCC rules, or the Bona Fide Request process, CLEC may identify and request that Qwest furnish additional or revised UNEs to the extent required under Section 251(c)(3) of the Act. Failure to list a UNE herein shall not constitute.a waiver by CLEC to obtain a UNE subsequently defined by the FCC. 9.23.1.2.2 CLEC may Commingle UNEs and combinations of UNEs with wholesale services and facilties (e.g., switched and special access services offered pursuant to Tariff), and request Qwest to penorm the necessary functions to provision such Commingling. CLEC wil be required to provide the Connecting Facility Assignment (CFA) of CLEC's network demarcation (e.g., Collocation or multiplexing facilities) for each UNE, UNE Combination, or wholesale service when requesting Qwest to penorm the Commingling of such services. Qwest shall not deny access to a UNE on the grounds that the UNE or UNE Combination shares part of Qwests network with access services. All requests for combinations and Commingling wil be subject to the terms and conditions in Section 9.1. In addition to the UNE Combinations provided by Qwest to CLEC hereunder, Qwest shall permit CLEC to combine any UNE provided by Qwest August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 202 Section 9 Unbundled Netwrk Elements with another UNE provided by Qwest or with compatible network components provided by CLEC or provided by third parties to CLEC in order to provide Telecommunications Services. Notwithstanding the foregoing, CLEC can connect its UNE Combination to Qwests Directory Assistance and operator services platforms. 9.23.1.3 When ordered as combinations of UNEs, Network Elements that are currently combined and ordered together wil not be physically disconnected or separated in any fashion except for technical reasons or if requested by CLEC. Network Elements to be provisioned together shall be identified and ordered by GLEC as such. When CLEC orders in combination UNEs that are currently interconnected and functional, such UNEs shall remain interconnected or combined as a working service without any disconnection or disruption of functionality. 9.23.1.4 When ordered in combination, Qwest wil combine for CLEC UNEs that are ordinarily combined in Qwests network, provided that facilities are available. 9.23.1.5 When ordered in combination, Qwest wil combine for CLEC UNEs that are not ordinarily combined in Qwests network, provided that facilities are available and such combination: 9.23.1.5.1 Is Technically Feasible; 9.23.1.5.2 Would not impair the abilty of other Carriers to obtain access to UNEs or to interconnect with Qwests network; and 9.23.1.5.3 Would not impair Qwests use of its network. 9.23.1.6 When ordered in combination, Qwest wil combine CLEC UNEs with Qwest UNEs, provided that facilities are available and such combination: 9.23.1.6.1 Is Technically Feasible; 9.23.1.6.2 Shall be performed in a manner that provides Qwest access to necessary facilties; 9.23.1.6.3 Would not impair the ability of other Carriers to obtain access to UNEs or to interconnect with Qwests network; and 9.23.1.6.4 Would not impair Qwests use of its network. 9.23.2 Description UNE Combinations are available in, but not limited to, the following standard products: EEL, subject to the limitations set forth below. If CLEC desires access to a different UNE Combination, CLEC may request access through the Special Request Process set forth in this Agreement. Qwest wil provision UNE Combinations pursuant to the terms of this Agreement without requiring an amendment to this Agreement, provided that all of the UNEs included in the combination request, and their associated Billng rate elements are contained in this Agreement. If Qwest develops additional UNE Combination products, CLEC can order such products August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 203 Section 9 Unbundled Network Elements without using the Special Request Process, but CLEC may need to submit a New Customer Questionnaire and execute an amendment before ordering such products. 9.23.3 Terms and Conditions 9.23.3.1 Qwest shall provide non-discriminatory access to UNE Combinations on rates, terms and conditions that are non-discriminatory, just and reasonable. The quality of a UNE Combination Qwest provides, as well as the access provided to that UNE Combination, wil be equal between all Carriers requesting access to that UNE Combination; and, where Technically Feasible, the access and UNE Combination provided by Qwest wil be provided in "substantially the same time and mannet' to that which Qwest provides to itself. In those situations where Qwest does not provide access to UNE Combinations itself, Qwest wil provide access in a manner that provides CLEC with a meaningful opportunity to compete. 9.23.3.2 9.23.3.3 9.23.3.4 9.23.3.5 9.23.3.6 Intentionally Left Blank. Intentionally Left Blank. Intentionally Left Blank. Intentionally Left Blank. Intentionally Left Blank. 9.23.3.7 Enhanced Extended Loop (EEL) -- EEL is a combination of Loop and dedicated interoffce transport and may also include multiplexing. EEL transport and Loop facilities may utilize DSO through DS3 bandwidths. The terms and conditions of Section 9.6 shall apply to the Unbundled Dedicated Interoffce Transport portion of the EEL. The terms and conditions of Section 9.2 shall apply to the Loop portion of the EEL. EEL is offered as a conversion from private line/special access or as new installation subject to the terms of Section 9.1.1. 9.23.3.7.1 Service Eligibility Criteria in Section 9.1.1.10 apply to combinations of high capacity (DS1 and DS3) Loops and interoffce transport (high capacity EELs). This includes new UNE EELs, EEL conversions (including commingled EEL conversions) or new commingled EELs (e.g., high capacity loops attached to special access transport). CLEC cannot utilze combinations of Unbundled Network Elements that include DS 1 or DS3 Unbundled Loops and DS1 or DS3 Unbundled Dedicated Interoffce Transport (UDIT) to create high capacity EELs unless CLEC certifies to Qwest that the EELs meet the Service Eligibilty Criteria in Section 9.1.1.10. 9.23.3.7.2 Intentionally Left Blank. 9.23.3.7.2.1 9.23.3.7.2.2 Intentionally Left Blank. Intentionally Left Blank. Intentionally Left Blank.9.23.3.7.2.3 August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 204 Section 9 Unbundled Network Elements 9.23.3.7.2.4 Intentionally Left Blank. 9.23.3.7.2.5 Intentionally Left Blank. 9.23.3.7.2.6 Intentionally Left Blank. 9.23.3.7.2.7 Intentionally Left Blank. 9.23.3.7.2.8 Intentionally Left Blank. 9.23.3.7.2.9 Intentionally Left Blank. 9.23.3.7.2.10 Intentionally Left Blank. 9.23.3.7.2.11 CLEC may request the conversion of an existing private line/special access service to an EEL. Retail and/or resale private line circuits (including multiplexing) may be converted to EEL if the conversion is Technically Feasible and they meet the terms of Section 9.1.1. Qwest wil provide CLEC with conversions to EELs according to the standard intervals set forth in Exhibit C. Work performed by Qwest to provide Commingled EELs at CLEC's request or to provide services that are not subject to standard provisioning intervals wil not be subject to performance measures and remedies, if any, contained in this Agreement or elsewhere, by virtue of that service's inclusion in a requested Commingled EEL service arrangement. Provisioning intervals applicable to services included in a requested Commingled service arrangement wil not begin to run until CLEC provides a complete and accurate service request, necessary CFAs to Qwest, and Qwest completes work required to provide for the Commingling that is in addition to work required to provision the service as a stand-alone facility or service. 9.23.3.7.2.11.1 Intentionally Left Blank. 9.23.3.7.2.12 EEL is a combination of Loop and dedicated interoffice transport used for the purpose of connecting an End User Customer to CLEC's Collocation. EEL can also be ordered asa new installation of circuits for the purpose of CLEC providing services to End User Customers. 9.23.3.7.2.12.1 9.23.3.7.2.12.2 Terms and Conditions Intentionally Left Blank. 9.23.3.7.2.12.3 One (1) end of the interoffce facility of a high capacity EEL must originate at CLEC's Collocation in a Wire Center other than the Serving Wire Center of the Loop. 9.23.3.7.2.12.4 EEL combinations consist of Loops and interoffice transport of the same bandwidth (Point-to-Point EEL). High capacity point-to-point EELs must originate from CLEC's Collocation in a Wire Center other than the Serving Wire Center of August 8, 2008/kcd/Greenfly NetworkslID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 205 Section 9 Unbundled Network Elements the Loop. When multiplexing is requested, EEL may consist of Loops and interoffce transport of different bandwidths (multiplexed EEL). 9.23.3.7.2.12.5 Intentionally Left Blank. 9.23.3.7.2.12.6 Installation intervals are set forth in Exhibit C and in the Service Interval Guide (SIG) on the following web site address: http://ww.qwest.com/carrier/guides/sig/index.html. 9.23.3.7.2.12.7 Intentionally Left Blank. 9.23.3.7.2.12.8 EEL is available only where existing facilities are available. 9.23.3.7.2.12.9 Rearrangements may be requested for work to be performed by Owest on an existing EEL or on some private line/special access circuits when coupled with a conversion-as- specified request to convert to EEL. 9.23.3.8 Ordering 9.23.3.8.1 9.23.3.8.2 Intentionally Left Blank. CLEC wil submit EEL orders using the LSR process. 9.23.3.8.3 Owest wil install the appropriate channel card based on the DSO EEL Loop LSR order and apply the charges. 9.23.3.8.4 Intentionally Left Blank. 9.23.3.8.5 One (1) LSR is required when CLEC orders Point-to-Point EEL. Multiplexed EEL and EEL Loops must be ordered on separate LSRs. 9.23.3.8.6 Out of Hours Project Coordinated Installations: CLEC may request project coordinated installations outside of Owests standard installation hours. This permits CLEC to obtain a coordinated installation for EEL where CLEC requests work to be performed outside of Owests standard installation hours. For purposes of this Section, Owests standard installation hours are 8:00 a.m. to 5:00 p.m. (local time), Monday through Friday, excluding holidays. Installations commencing outside of these hours are considered to be out of hours project coordinated installations. 9.23.3.8.6.1 The date and time for the out of hours project coordinated installation requires up-front planning and shall be negotiated between Owest and CLEC. All requests wil be processed on a first come, first served basis and are subject to Owests abilty to meet a reasonable demand. Considerations such as volumes, system down time, Switch upgrades, Switch maintenance, and the possibility of other CLECs requesting the same appointment times in the same Switch (Switch contention) must be reviewed. August 8, 2008/kcd/Greenfly NetworksIlD/CDS~080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 206 Section 9 Unbundled Network Elements 9.23.3.8.6.2 To request out of hours project coordinated installations, CLEC wil submit an LSR designating the desired appointment time. CLEC must specify an out of hours project coordinated Installation in the "remarks" section of the LSR. 9.23.3.9 Rate Elements Exhibit A provides recurrng and nonrecurring rates for EEL and also provides Miscellaneous Charges. 9.23.3.9.1 EEL Loop. The EEL Loop is the Loop connection between the End User Customer premises and the Serving Wire Center. EEL Loop is available in OSO, OS1, and OS3 bandwidths. Recurring and nonrecurring charges apply. 9.23.3.9.2 EEL Transport. EEL Transport consists of the dedicated interoffce facilities between Qwest Wire Centers. EEL Transport is available in OSO, OS1, and OS3 bandwidths. Recurring charges apply. 9.23.3.9.3 EEL Multiplexing. EEL multiplexing is offered in OS3 to OS1 and OS1 to OSO configurations. EEL multiplexing is ordered with EEL Transport. Recurring and nonrecurring charges apply. 9.23.3.9.4 OSO Low Side Channelization and OSO MUX Low Side Channelization. EEL OSO Channel Cards are required for each OSO EEL Loop. Channel Cards are available for Analog Loop Start, Ground Start, Reverse Battery, and No Signaling. 9.23.3.9.5 Intentionally Left Blank. 9.23.3.9.6 Rearrangements. Nonrecurring charges apply for work penormed by Qwest on an existing EEL or on private line/special access circuits when coupled with a conversion-as-specified request to convert to EEL. 9.23.3.9.7 Nonrecurring charges apply for conversions of private line/Special Access to EEL. 9.23.3.9.8 Miscellaneous Charges. The following miscellaneous services, as described in Section 9.1.12, are available with EEL. Miscellaneous Charges apply for miscellaneous services. a) Additional labor - installation Miscellaneous Charges apply for out- of-hours project coordinated installations scheduled to commence out of hours, or rescheduled by CLEC to commenæ out of hours, in addition to standard nonrecurring charges for the installation b) Additional labor - other Miscellaneous Charges apply for Optional Testing c) Canællation August 8, 2008/kcd/Greenfly NetworkslID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 207 Section 9 Unbundled Network Elements d) Design change e) Dispatch f) Expedite g) Maintenance of Service. 9.23.3.10 CLEC may request access to and, where appropnate, development of, additional UNE Combinations. For UNEs Owest currently combines in its network, CLEC can use the Special Request Process (SRP) set forth in Exhibit F. For UNEs that Owest does not currently combine, CLEC must use the Bona Fide Request Process (BFR). In its BFR or SRP request, CLEC must identify the specific combination of UNEs, identifying each individual UNE by name as .described in this Agreement. 9.23.3.11 Intentionally Left Blank. 9.23.3.12 If CLEC is obtaining services from Owest under an arrangement or agreement that includes the application of termination liability assessment (TLA) or minimum period charges, and if CLEC wishes to convert such services to UNEs or a UNE Combination, 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, Tanff or arrangement. Nothing herein shall be construed as expanding the rights otherwise granted by this Agreement or by law to elect to make such conversions. 9.23.3.13 For installation of new UNE Combinations, CLEC wil not be assessed UNE rates for UNEs ordered in combination until access to all UNEs that make up such combination have been provisioned to CLEC as a combination. 9.23.3.14 9.23.3.15 Intentionally Left Blank. Intentionally Left Blank. 9.23.3.16 In the event Owest terminates the Provisioning of any UNE Combination service to CLEC for any reason, CLEC shall be responsible for providing any and all necessary notice to its End User Customers of the termination. In no case shall Owest be responsible for providing such notice to CLEC's End User Customers. Owest shall only be required to notify CLEC of Owests termination of the UNE Combination service on a timely basis consistent with Commission rules and notice requirements. 9.23.3.17 CLEC, or CLEC's agent, shall act as 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, Billing, collection and inquiry. CLEC shall inform its End User Customers that they are End User Customers of CLEC. CLEC's End User Customers contacting Owest wil be instructed to contact CLEC, and Owests End User Customers contacting CLEC wil be instructed to contact Owest. In responding to calls, neither Party shall make disparaging remarks about each other. 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 August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 208 Section 9 Unbundled Network Elements to prohibit Qwest or CLEC from discussing its products and services with CLEC's or Qwests End User Customers who call the other Part seeking such information. 9.23.4 Rates and Charges 9.23.4.1 The rates and recurring and nonrecurring charges for the individual Unbundled Network Elements that comprise UNE Combinations are contained in Exhibit A, and Exhibit A also provides Miscellaneous Charges. 9.23.4.1.1 Recurring monthly charges for each Unbundled Network Element that comprise the UNE Combination shall apply when a UNE Combination is ordered. 9.23.4.1.2 Nonrecurring charges, if any, wil apply based upon the cost to Qwest of Provisioning the UNE Combination and providing access to the UNE Combination. 9.23.4.1.3 Miscellaneous Charges wil apply based upon Qwest providing miscellaneous services, if made available, with UNE combination. 9.23.4.2 If the Commission takes any action to adjust the rates previously ordered, Qwest wil make a compliance filing to incorprate the adjusted rates into Exhibit A. Upon the compliance filing by Qwest, the Parties wil abide by the adjusted rates on a going-forward basis, or as ordered by the Commission. 9.23.4.3 CLEC shall be responsible for Billng its End User Customers served over UNE Combinations for surcharges required of CLEC by statute, regulation or otherwise required. 9.23.4.4 Intentionally Left Blank. Intentionally Left Blank.9.23.4.5 9.23.4.6 Qwest shall have a reasonable amount of time to implement system or other changes necessary to bil CLEC for Commission-ordered rates or charges associated with UNE Combinations. 9.23.5 Ordering Process 9.23.5.1 UNE Combinations and associated products and services are ordered via an LSR or ASR, as appropriate. Ordering processes are contained in this Agreement and in the PCAT. The following is a high-level description of the ordering process: 9.23.5.1.1 Intentionally Left Blank. 9.23.5.1.2 Intentionally Left Blank. 9.23.5.1.3 Step 1: Complete product questionnaire with account team representative. 9.23.5.1.4 Step 2: Obtain Biling Account Number (BAN) through account team representative. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 209 Section 9 Unbundled Network Elements 9.23.5.1.5 Step 3: Allow two (2) to three (3) weeks from Owests receipt of a completed questionnaire for accurate loading of UNE Combination rates to the Owest Biling system. 9.23.5.1.6 Step 4: After account team notification, place UNE Combination orders via an LSR or ASR, as appropriate. 9.23.5.1.7 Additional information regarding the ordering processes are located at: http://ww.qwest.com/wholesale/solutions/clecFacilty/une_p_c.html. 9.23.5.2 Prior to placing an order on behalf of each End User Customer, CLEC shall be responsible for obtaining and have in its possession a Proof of Authorization as set forth in this Agreement. 9.23.5.3 Standard service intervals for each EEL are set forth in Exhibit C. For UNE Combinations with appropriate retail analogues, CLEC and Owest wil use the standard Provisioning interval for the equivalent retail service. CLEC and Owest can separately agree to Due Dates other than the standard intervaL. 9.23.5.4 Due Date intervals are established when Owest receives a complete and accurate Local Service Request (LSR) or Access Service Request (ASR) made through the IMA, EDI or Exact interfaces or through facsimile. For EEL, the date the LSR or ASR is received is considered the start of the service interval if the order is received on a business day prior to 3:00 p.m. For EEL, the service interval wil begin on the next business day for service requests received on a non-business day or after 3:00 p.m. on a business day. Business days exclude Saturdays, Sundays, New Year's Day, Memorial Day, Independence Day (4th of July), Labor Day, Thanksgiving Day and Christmas Day. 9.23.5.5 9.23.5.6 Intentionally Left Blank. Intentionally Left Blank. 9.23.5.7 For EELs, CLEC shall provide Owest and Owest shall provide CLEC with points of contact for order entry, problem resolution, repair, and in the event special attention is required on service request. 9.23.6 Billng 9.23.6.1 Owest shall provide CLEC, on a monthly basis, within seven (7) to ten (10) Days of the last day of the most recent Billng period, in an agreed upon standard electronic Billng format, Biling information including (1) a summary bil, and (2) individual End User Customer sub-account information consistent with the samples available for CLEC review. 9.23.7 Maintenance and Repair 9.23.7.1 Owest wil maintain facilities and equipment that comprise the service provided to CLEC as a UNE Combination. CLEC or its End User Customers may not rearrange, move, disconnect or attempt to repair Owest facilities or equipment, other than by connection or disconnection to any interface between Owest and the End User Customer, without the written consent of Owest. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806~0003 Qwest Fourteen State Negotiations Template, June 23, 2008 210 Section 9 Unbundled Network Elements 9.24 Loop Splitting 9.24.1 Description Loop Splitting provides CLEC/DLEC with the opportunity to offer advanced data service simultaneously with voice service over an existing Unbundled Loop by using the frequency range above the voice band on the copper Loop. The advanæd data service may be provided by the Customer of Record (the voice service provider) or another data service provider chosen by the Customer of Record. The Splitter separates the voice and data traffic and allows the copper Loop to be used for simultaneous DLEC data transmission and CLEC provided voice service to the End User Customer. "CLEC" wil herein be referred to as the voice service provider while "DLEC" will be referred to as the advanced data service provider. CLEC and DLEC may be the same entity. 9.24.1.1 With regard to Qwests current requirement that Loop Splitting be offered over an existing Unbundled Loop, Qwest acknowledges that there are ongoing industry discussions regarding the Provisioning of Loop Splitting over a new Unbundled Loop. If as a result of those discussions, a process is developed for Loop Splitting over a new Loop, Qwest will amend its Agreement to eliminate the limitation of Loop Splitting to existing Unbundled Loops. 9.24.2 Terms and Conditions 9.24.2.1 General 9.24.2.1.1 Qwest is not responsible for providing the Splitter, filter(s) and/or other equipment necessary for the End User Customer to receive separate voice and data service across a single copper Loop. 9.24.2.1.2 To order Loop Splitting, CLEC/DLEC must have a Splitter installed in the Qwest Wire Center that serves the End User Customer. The Splitter must meet the requirements for Central Offce equipment Collocation set by the FCC or be compliant with ANSI T1.413. 9.24.2.1.3 There may only be one DLEC at any given time that provides advanced data service on àny given Unbundled Loop. 9.24.2.1.4 If Loop Splitting is requested for an analog Loop, the Loop must be converted to a 2/4 wire non-loaded Loop. 9.24.2.1.4.1 The Customer of Record wil be able to request conditioning of the Unbundled Loop. Qwest wil perform requested conditioning of Unbundled Loops to remove load coils and excess Bridged Taps under the terms and conditions associated with Loop conditioning contained in Section 9.2 of this Agreement. 9.24.2.1.4.2 If requested conditioning significantly degrades the existing service over the Unbundled Loop to the point that it is unacceptable to CLEC, Customer of Record shall pay to convert back to an analog Loop. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 211 Section 9 Unbundled Network Elements 9.24.2.1.5 Splitters may be installed in Qwest Wire Centers at the discretion of CLEC/DLEC via the standard or Common Area Splitter Collocation arrangements set forth in the Collocation Section of this Agreement. Under either option, Splitters wil be appropriately hard-wired or pre-wired so that points of termination are kept to a minimum. For Loop Splitting, Qwest shall use the same length of tie pairs as it uses for other split services provided under this Agreement, except for the additional CLEC-to-CLEC connection, which is required for Loop Splitting. 9.24.3 Rate Elements Recurring and nonrecurring charges for the following Loop Splitting rate elements are contained in Exhibit A, and Exhibit A also provides Miscellaneous Charges. 9.24.3.1 Recurring Rates 9.24.3.1.1 Interconnection Tie Pairs (ITP) - A monthly recurring charge to recover the costs associated with the use of ITPs. 9.24.3.1.2 ass Charge - A monthly recurring charge to recover the cost of the ass modifications necessary to provide access to the high frequency portion of the Unbundled Loop. 9.24.3.2 Nonrecurring Rates 9.24.3.2.1 Basic Installation Charge - A nonrecurring charge for Loop Splitting installed wil apply. 9.24.3.3 Miscellaneous Charges. All miscellaneous services as described in Section 9.1.12 are available with Subloop. Miscellaneous Charges apply for miscellaneous services. 9.24.3.4 Rates for Splitter Collocation are included in Exhibit A of this Agreement. 9.24.3.5 All of these rates are interim and wil be subject to true-up based on either mutually agreed permanent rates or permanent rates established in a cost proceeding conducted by the Commission. In the event interim rates are established by the Commission before permanent rates are set, the interim rates set forth in Exhibit A wil be changed to reflect the interim rates set by the Commission; however, no true up wil be performed until mutually agreed to permanent rates are established or permanent rates are established by the Commission. 9.24.4 Ordering Process 9.24.4.1 Loop Splitting 9.24.4.1.1 As a part of the pre-order process, CLEC/DLEC may access Loop characteristic information through the Loop Information Tool described in the Access to ass Section. The Customer of Record wil determine, in its sole discretion and at its risk, whether to add data services to any specific Unbundled Loop. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 212 Section 9 Unbundled Network Elements 9.24.4.1.2 The Customer of Record wil provide on the LSR, the appropriate frame terminations that are dedicated to Splitters. Owest wil administer all cross connects/jumpers on the COSMIC/MDF and IDF. 9.24.4.1.3 Basic Installation "lift and lay" procedure wil be used for all Loop Splitting orders. Under this approach, a Owest technician "lifts" the Loop from its current termination in a Owest Wire Center and "lays" it on a new termination connecting to CLEC's/DLEC's collocated equipment in the same Wire Center. 9.24.4.1.4 The Customer of Record shall not place orders for Loop Splitting until all work necessary to provision Loop Splitting in a given Owest Wire Center, including, but not limited to, Splitter installation and tie cable reclassification or augmentation has been completed. 9.24.4.1.5 The Customer of Record shall submit the appropriate LSRs associated with establishing Unbundled Loop and Loop Splitting. 9.24.4.1.6 If the voice service is disconnected on a Loop Splitting arrangement, the Loop Splitting arrangement shall terminate. CLEC may arrange to provide DSL service to the End User Customer through purchase of another product. 9.24.5 Biling 9.24.5.1 Owest shall provide a bil to the Customer of Record, on a monthly basis, within seven (7) to ten (10) Days of the last day of the most recent Biling period, in an agreed upon standard electronic Biling format. 9.24.5.2 Owest shall bil the Customer of Record for all recurring and nonrecurring Loop Splitting rate elements. 9.24.6 Repair and Maintenance 9.24.6.1 Owest wil allow CLEC/DLEC to access Loop Splitting at the point where the combined voice and data Loop is cross connected to the Splitter. 9.24.6.2 The Customer of Record wil be responsible for reporting to Owest service troubles provided over Loop Splitting. Owest wil be responsible to repair troubles on the physical line between Network Intenace Devices at the End User Customer premises and the point of demarcation in Owest Wire Centers. Owest, CLEC and DLEC each wil be responsible for maintaining its equipment. The entity that controls the Splitters wil be responsible for their maintenance. 9.24.6.3 Owest, CLEC and DLEC wil continue to develop repair and maintenance procedures for Loop Splitting and agree to document final agreed to procedures in a methods and procedures document that wil be made available on Owests web site. 9.24.7 Customer of Record and Authorized Agents 9.24.7.1 "Customer of Record" is defined for the purposes of this section as the voice service provider. Owest wil bil the Customer of Record for Loop Splitting. The August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 213 Secton 9 Unbundled Network Elements Customer of Record may designate an authorized agent pursuant to the terms' of sections 9.24.7.2 and 9.24.7.3 to perform ordering and/or Maintenance and Repair functions. 9.24.7.2 In order for the authorized agent of the Customer of Record to perform ordering and/or Maintenance and Repair functions, the Customer of Record must provide its authorized agent the necessary access and security devices, including but not limited to user identifications, digital certificates and SecurlD cards, that wil allow the authorized agent to access the records of the Customer of Record. Such access wil be managed by the Customer of Record. 9.24.7.3 The Customer of Record shall hold Qwest harmless with regard to any harm Customer of Record receives as a direct and proximate result of the acts or omissions of the authorized agent of the Customer of Record or any other Person who has obtained from the Customer of Record the necessary access and security devices, including but not limited to user identifications, digital certificates and SecurlD cards, that allow such Person to access the records of the Customer of Record unless such access and security devices were wrongfully obtained by such Person through the wilful or negligent behavior of Qwest. 9.25 Loop-Mux Combination (LMC) 9.25.1 Description 9.25.1.1 Loop-mux combination (LMC) is an unbundled Loop as defined in Section 9.2 of this Agreement (referred to in this Section as an LMC Loop) Commingled with a private line (PLT), or with a special access (SA), Tariffed DS1 or DS3 multiplexed facility with no interoffce transport. The PL T/SA multiplexed facility is provided as either an Interconnection Tie Pair (ITP) or Expanded Interconnection Termination (EICT) from the high side of the multiplexer to CLEC's Collocation. The multiplexer and the Collocation must be located in the same Qwest Wire Center. 9.25.1.2 LMC provides CLEC with the abilty to access End User Customers and aggregate DS 1 or DSO unbundled Loops to a higher bandwidth via a PLT/SA DS1 or DS3 multiplexer. There is no interoffce transport between the multiplexer and CLEC's Collocation. 9.25.1.3 Qwest offers the LMC Loop as a billng conversion or as new provisioning. 9.25.2 Terms and Conditions 9.25.2.1 An Extended Enhanced Loop (EEL) may be commingled with the PLT/SA multiplexed facility. 9.25.2.2 LMC Loops will be provisioned where existing facilties are available. 9.25.2.3 The PL T/SA DS1 or DS3 multiplexed facility must terminate in a Collocation. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 214 Secion 9 Unbundled Network Eleents 9.25.2.4 The multiplexed facility is subject to all terms and conditions (ordering, provisioning, and biling) of the appropriate Tariff. 9.25.2.5 The multiplexer and the Collocation must be located in the same Qwest Wire Center. 9.25.2.6 Rearrangements may be requested for work to be performed by Qwest on an existing LMC Loop, or on some private line/special access circuits, when coupled with a conversion-as-specified request to convert to LMC Loop. 9.25.3 Rate Elements Exhibit A provides recurring and nonrecurrng rates for LMC and also provides Miscellaneous Charges. 9.25.3.1 The LMC Loop is the Loop connection between the End User Customer Premises and the multiplexer in the serving Wire Center where CLEC is Collocated. LMC Loop is available in DSO and DS1. Recurring and non- recurring charges apply. 9.25.3.2 DSO Mux Low Side Channelization. LMC DSO channel cards are required for each DSO LMC Loop connected to a 1/0 LMC multiplexer. Channel cards are available for analog loop start, ground start, reverse battery, and no signaling. See channel performance for recurring charges. 9.25.3.3 Nonrecurrng charges apply for billng conversions to LMC Loop. 9.25.3.4 Nonrecurrng charge apply for rearrangements of an existing LMC Loop, or on some private line/special access circuits, when coupled with a conversion-as-specified request to convert to LMC Loop. 9.25.3.5 Nonrecurring charges apply for conversion of private line/special access to LMC. 9.25.3.6 Miscellaneous Charges. The following miscellaneous services, as described in Section 9.1.12, are available with LMC. Miscellaneous Charges apply for miscellaneous services. a) Additional labor - installation Miscellaneous Charges apply for out- of-hours project cordinated installations scheduled to commence out of hours, or rescheduled by CLEC to commence out of hours, in addition to standard nonrecurring charges for the installation b) Additional labor - other Miscellaneous Charges apply for Optional Testing c) Cancellation d) Design change August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 215 Section 9 Unbundled Network Elements e) Dispatch f) Expedite g) Maintenance of Service 9.25.4 Ordering Process 9.25.4.1 Ordering processes for LMC Loop(s) are contained in this Agreement and in Qwests Product Catalog (PCAT). The following is a high-level description of the ordering process: 9.25.4.1.1 Step 1: Complete product questionnaire for LMC Loop(s) with account team representative. 9.25.4.1.2 Step 2: Obtain biling account number (BAN) through account team representative. 9.25.4.1.3 Step 3: Allow two (2) to three (3) weeks from Qwests receipt of a completed questionnaire for accurate loading of LMC rates to the Qwest biling system. 9.25.4.1.4 Step 4: After account team notification, place LMC Loop orders via an LSR. 9.25.4.2 Prior to placing an order on behalf of each End User Customer, CLEC shall be responsible for obtaining and have in its possession a Proof of Authorization (POA) as set forth in this Agreement. 9.25.4.3 Standard service intervals for LMC Loops are in the Service Interval Guide (SIG) available at ww.qwest.com/wholesale. 9.25.4.4 Due date intervals are established when Qwest receives a complete and accurate LSR made through the IMA or EDI interfaces or through facsimile. For LMC Loops, the date the LSR is received is considered the start of the service interval if the order is received on a business day prior to 3:00 p.m. For LMC Loops, the service interval wil begin on the next business day for service requests received on a non"business day or after 3:00 p.m. on a business day. Business days exclude Saturdays, Sundays, New Yeats Day, Memorial Day, Independence Day (4th of July), Labor Day, Thanksgiving Day and Christmas Day. 9.25.4.5 Out of Hours Project Coordinated Installations: CLEC may request an out of hours project coordinated Installation. This permits CLEC to obtain a coordinated installation for LMC Loops with installation work performed by Qwest outside of Qwests standard installation hours. For purposes of this Section, Qwests standard installation hours are 8:00 a.m. to 5:00 p.m. (local time), Monday through Friday, except holidays. Installations commencing outside of these hours are considered to be out of hours project coordinated installations. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 216 Section 9 Unbundled Network Elements 9.25.4.5.1 The date and time for the out of hours project coordinated installation requires up-front planning and shall be negotiated between Qwest and CLEC. All requests wil be processed on a first come, first served basis and are subject to Qwests abilty to meet a reasonable demand. Considerations such as volumes, system down time, Switch upgrades, Switch maintenance, and the possibilty of other CLECs requesting the same appointment times in the same Switch (Switch contention) must be reviewed. 9.25.4.5.2 To request out of hours project coordinated installations, CLEC wil submit an LSR designating the desired appointment time. CLEC must specify an out of hours project coordinated Installation in the "remarks" section of the LSR. 9.25.5 Billng 9.25.5.1 Qwest shall provide CLEC, on a monthly basis, within seven to ten (7 to 10) Days of the last day of the most recent biling period, in an agreed upon standard electronic billng format, billng information including (1) a summary bil, and (2) individual End User Customer sub-account information. 9.25.6 Maintenance and Repair 9.25.6.1 Qwest wil maintain facilties and equipment for LMC Loops provided under this Agreement. Qwest wil maintain the multiplexed facility pursuant to the Tariff. CLEC or its End User Customers may not rearrange, move, disconnect or attempt to repair Qwest facilities or equipment, other than by connection or disconnection to any intenace between Qwest and the End User Customer, without the prior written consent of Qwest. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 217 Sectio 10 Ancilary Services Section 10.0 - ANCILLARY SERVICES 10.1 Interim Number Portabilty 10.1.1 Description J 10.1.1.1 Interim Number Portability (INP) service is an arrangement that allows an End User Customer to retain its dialed telephone number when switching to another service provider. INP service can be provided by Qwest to CLEC or by CLEC to Qwest. For the purposes of this section, the Part porting traffc to the other Part shall be referred to as the "INP Provider" and the Party receiving INP traffc for termination shall be referred to as the "INP Requestor." 10.1.1.2 INP applies to those situations where an End User Customer elects to transfer to a New Service Provider and such End User Customer also wishes to retain its existing telephone number. INP consists of INP Provider's provision to the INP Requestor the capability to route calls placed to telephone numbers assigned to the INP Provider's Switches to the INP Requestor's Switches. INP is available only for working telephone numbers assigned to the INP Providets End User Customers who request to transfer to the INP Requestots service. Local Interconnect Service (US) is required for INP. 10.1.1.3 INP is available as INP-Remote Call Forwarding (INP-RCF), Direct Inward Dialing (DID), and Directory Number Route Index (DNRI) and NXX Migration. DNRI is available as either direct to an End Offce Switch or through a Tandem Switch, also referred to as DNRI Tandem (RIPH) or portability hub. NXX Migration, or Local Exchange Routing Guide Reassignment, reassigns the entire Central Offce Code (NXX) to CLEC's Switch if the NXX Code is used solely for one (1) End User Customer. 10.1.1.4 Remote Call Forwarding (RCF) 10.1.1.4.1 RCF permits a call to an INP Providets assigned telephone number to be translated to the INP Requestor's dialable local telephone number. With the RCF solution, a permanent RCF is established in Qwests Switch forwarding any incoming call to the telephone number assigned and maintained in CLEC's Switch. 10.1.1.4.2 INP via RCF also requires offce equipment (DE), on a per telephone number basis. The INP Requestor wil need to provide a forecast of deployment sites and estimated quantities of ported telephone numbers to assist in an assessment of available porting methods. Each request for INP via RCF wil be analyzed by the Infrastructure Availability Center, lAC, to determine if DE is available. 10.1.1.5 Direct Inward Dialing (DID) DID permits incoming calls to be ported to the INP Requestots Switch via a DID trunk configuration. Each DID trunk group used for INP is dedicated to carrying DID INP traffc between Qwests End Ofce Switch and CLEC's End Offce Switch. The traffc on these trunks cannot overflow to other trunks. In addition, inter-Switch signaling for DID is limited to multi-frequency (MF). This precludes passing the Callng Line 10 to CLEC's August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-D003 Owest Fourteen State Negotiations Template, June 23, 2008 218 Section 10 Ancilary Services End Offce Switch. With DID, because there is no SS7 capability, there are CLASS feature limitations. For DID, the INP Provider will deliver the dialed telephone number to the INP Requestor's Central Offce. 10.1.1.6 Directory Number Route Indexing (DNRI) DNRI permits incoming calls to be ported to the INP Requestor's End Offce Switch via a route index. A permanent route index is assigned to the End User Customer's ported telephone number in the INP Provider's End Offce Switch. The INP Provider wil deliver the dialed seven digit telephone number to the INP requestor's Central Offce. INP Requestor may terminate the call as desired. Additional capacity for simultaneous call forwarding is available where Technically Feasible. The INP Requestor will need to specify the number of simultaneous calls to be forwarded for each telephone number ported. DNRI Tandem Switch routing requires an additional thirt (30) Days lead time to establish technical requirements for routing the ported calls. 10.1.2 Terms and Conditions 10.1.2.1 Owest and CLEC wil provide INP service in a non-discriminatory manner and with as little impairment of functioning, quality, reliabilty and convenience as possible. 10.1.2.2 Owest wil coordinate INP with Unbundled Loop cutovers in a reasonable amount of time and with minimum service disruption. 10.1.2.3 The Parties shall provide INP on a reciprocal basis to each other to the extent Technically Feasible, and in accordance with rules and regulations as, from time to time, prescribed by the FCC and/or the Commission. 10.1.2.4 Until the long term number portabilty solution, referred to as Local Number Portabilty (LNP), is implemented by the industry pursuant to regulations issued by the FCC or the Commission, the Parties agree to provide INP to each other through RCF, DID, DNRI and NXX migration. Local Interconnect Service (US) is required for INP. 10.1.2.5 Once Local Number Portability has been implemented within a Wire Center, INP wil no longer be available for ordering within that Wire Center. 10.1.2.6 Upon LNP implementation, the INP offerings wil be withdrawn subject to advance notice to the other Party. Both Parties wil conform to the Western Region LNP Technical and Operations team guidelines and agreements for completion of INP to LNP conversion activity. 10.1.2.7 The INP Requestor's designated INP End Offce Switch must return answer and disconnect supervision to the INP Provider's End Ofce Switch. 10.1.2.8 The INP Requestor wil provide to the E911 database provider the network telephone number that the INP Requestor assigned to the INP Provider- assigned, ported telephone number. Updates to and maintenance of the INP information to the E911 database are the responsibilty of the INP Requestor. For consistency in administration, the INP Requestor shall enter into a separate agreement August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 219 Section 10 Ancilary Services with the E911 database provider. 10.1.2.9 Qwest wil update its Line Information Database (UDS) listings for ported telephone numbers as directed by CLEC. Qwest wil restrict or cancel callng cards associated with these ported telephone numbers. LIDS updates shall be completed by the Parties on the same business day each INP arrangement is activated. 10.1.2.10 An INP telephone number may be assigned by INP Requestor only to the INP Requestor's End User Customers located within the INP Provider's Local Callng Area and toll rating area that is associated with the NXX Code of the ported telephone number. 10.1.2.11 INP is applicable only if the INP Requestor is engaged in a reciprocal traffc exchange arrangement with the INP Provider. 10.1.2.12 Only the existing INP Provider assigned End User Customer telephone number may be used as a ported telephone number for INP. 10.1.2.13 An INP telephone number must be active and assigned to an End User Customer to accommodate INP. 10.1.2.14 INP services shall not be re-sold, shared or assigned by either Part to another LEC or CLEC. 10.1.2.15 INP is not offered for NXX Codes 555, 976, 960, and coin telephones, and Service Access Codes (Le., 500, 700, 8XX, 900). INP is not available for Feature Group A seven-digit telephone numbers, including Foreign Exchange. Furthermore, INP . telephone numbers may not be used for mass callng events. 10.1.2.16 The ported telephone number wil be returned to the End Offce Switch which originally had the ported telephone number when the End User Customer disconnects service from the INP Requestor. The INP Requestor shall not retain it and reassign it to another End User Customer. The normal intercept announcement wil be provided by the INP Provider for the period of time until the telephone number is reassigned by the INP Provider. 10.1.2.17 Forecasts for INP must be included in the forecasting process detailed in Section 7 of this Agreement. 10.1.2.18 NXX Migration, or Local Exchange Routing Guide Reassignment, reassigns the entire Central Offce Code (NXX) to CLEC's End Offce Switch if the NXX Code is used solely for one (1) End User Customer. Where one Party has activated an entire NXX Code for a single End User Customer, or activated a substantial portion of an NXX Code for a single End User Customer with the remaining telephone numbers in that NXX Code either reserved for future use or otherwise unused, if such End User Customer chooses to receive service from the other Part, the first Party shall cooperate with the second Party to have the entire NXX Code reassigned to an End Ofce Switch operated by the second Party through the NANP administrator. In addition, both Parties agree to cooperate in arranging necessary updates and industry notification in the LERG (and associated industry databases, routing tables, etc.). Such transfer wil be accomplished with appropriate coordination between the Parties and subject to August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 220 Section 10 Ancilary Servces appropriate industry lead-times (as identified in the LERG guidelines and the Central Office Code Administration guidelines) for movement of NXX Codes from one End Offce Switch to another. Other applications of NXX Code migration wil be discussed by the Parties as circumstances arise. 10.1.3 Ordering 10.1.3.1 Both Parties shall comply with ordering standards as developed by the industry.INP service is órdered via a Local Service Request and associated Number Portabilty forms. Specific details regarding the ordering of INP serVice is contained in the PCAT. 10.1.3.2 CLEC may order INP service either manually or through an electronic interface. The electronic gateway solution for ordering service is described in Section 12 of this Agreement. 10.1.3.3 Service intervals for INP are described below. These intervals apply when facilities and network capacity is available. Where facilities or network capacity is not available, intervals are on an Individual Case Basis (ICB). Orders received after 3:00 P.M. are considered the next business day. The following service intervals have been established for Interim Number Portability: Number of Lines Interval Simple (1 FR/1 FB) 1-49 lines 50 or more lines 3 business days ICB Complex (PBX TrunksllSDN) 1-8 lines or trunks 9-16 lines or trunks 17-24 lines or trunks 25 or more lines or trunks 5 business days 6 business days 7 business days ICB Centrex 1-10 lines 11-20 lines 21 or more lines 5 business days 10 business days ICB Out of Hours Conversions Any quantity ICB 10.1.3.4 Owest wil provide FOCs to CLECs within a reasonable time, no later than 48 hours after receipt of complete and accurate orders for regular POTS or simple business End User Customers. The FOC interval for all other complex orders will be within a reasonable time, no later than 8 business days from receipt of complete and accurate orders. The FOC for ICB orders wil reflect an ICB FOC date. 10.1.3.5 For purposes of this Section, Owests normal business hours are 7:00 a.m. to 7:00 p.m., local time, Monday through Friday. CLEC may also request a Frame Due Time (FDT) of 5:00 a.m. as a normal business hour, Monday through Friday. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 221 Section 10 Ancilary Services Requests for Frame Due Times other than the 5:00 a.m. or 7:00 a.m. to 7:00 p.m. normal business hours shall be considered an out of hours cut. 10.1.3.6 CLEC shall request service within the normal business hours by submitting a Local Service Request (LSR) and designating the requested Frame Due Time. Requests for Frame Due Times within normal business hours wil be proactively managed by Qwest to ensure that the Frame Due Time is met. 10.1.3.7 Out of Hours Cut 10.1,3.7.1 Out-of-hours cuts permit CLEC to select either a coordinated or non-coordinated cut for INP service outside of Qwests normal business hours. For planning purposes, CLEC shall provide Qwest with a forecast of out-of-hours coordinated cuts at least two weeks prior to CLEC placing an order in a particular state. Forecasts should include the anticipated Frame Due Times and volumes to be ported out of hours. 10.1.3.7.2 CLEC shall request out of hours cuts by submitting a Local Service Request (LSR) and designating the desired FDT outside of the normal business hours. In the Remarks section of the LSR, CLEC must specify an Out of Hours cut and the type of cut (coordinated or non-coordinated). 10.1.3.7.3 The date and time for the coordinated cut may need to be negotiated between Qwest and CLEC because of system downtime, Switch upgrades, Switch maintenance, and the possibilty of other CLECs requesting the same FDT in the same Switch (Switch contention). Because of this up-front coordination and FDT negotiation efforts, Firm Order Confirmation (FOC) of the FDT wil require additional time. In the event that this situation would occur, Qwest wil negotiate with CLEC to provide the FOC within a reasonable time frame. 10.1.3.7.4 Non-Coordinated Out of Hours Cut 10.1.3.7.4.1 CLEC shall request out of hours non-coordinated cuts by submitting a LSR and designating a 1 :00 a.m. FDT (Due Date) which is outside of the normal business hours. Non-coordinated cuts allow CLEC to request a Qwest FDT of 1 :00 a.m. where the actual cut occurs between the hours of 1 :00 a.m. and 7:00 a.m., with the cut completed by 7:30 a.m. of that Day (if the requested date is a business day, or by 7:30 a.m. of the next business day). 10.1.3.7.4.2 Conversion desk activities and escalation processes for non-coordinated out of hour cuts are accomplished during the business day prior to the cut. 10.1.3.7.4.3 CLEC wil not incur additional charges for non- coordinated out of hours cuts. 10.1.3.7.5 Coordinated Out of Hours Cut 10.1.3.7.5.1 CLECs shall request a coordinated out of hours cut August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 222 Section 10 Ancillary Services by submitting a LSR and designating the requested FDT. 10.1.3.7.5.2 Out of hours coordinated cuts wil be managed by a Qwest project manager. Coordination of this effort requires an up-front internal planning session. Any changes to the original FDT wil be negotiated with CLEC and wil occur prior to issuing an FOC. 10.1.3.7.5.3 out of hours cuts. CLEC wil incur additional charges for coordinated 10.1.3.8 End User Customer Impacts 10.1.3.8.1 The INP Requestor is responsible for all dealings with and on behalf of its End User Customers, including all End User Customer account activity (e.g., End User Customer inquiries and complaints). 10.1.3.8.2 Each Part is responsible for obtaining a Proof of Authorization from its End User Customers who request a transfer of the End User Customer's telephone number from the other Part. 10.1.3.8.3 The INP Provider wil work cooperatively with the INP Requestor to ensure a smooth End User Customer transition and to provide for coordination with other facilties (e.g., Loops). 10.1.3.8.4 If an End User Customer requests transfer of service from the INP Requestor back to the INP Provider, the INP Provider may rely on that End User Customer request to institute cancellation of the INP service. The INP Provider wil provide at least 48 hours notice to the INP Requestor of the cancellation of INP service, and wil work cooperatively with the INP Requestor to ensure a smooth End User Customer transition and to provide for coordination with other facilities (e.g., Loops). 10.1.3.8.5 The INP Requestor wil submit to the INP Provider a disconnect order for each ported telephone number that is relinquished by the INP Requestor's End User Customers. Qwest wil provide an electronic interface for the purpose of ordering INP service. This interface may be accomplished by either a GUI (Graphical User Interface) or EDI (Electronic Data Interchange). 10.1.4 Maintenance and Repair 10.1.4.1 CLEC is responsible for its own End User Customers and wil have the responsibility for resolution of any service trouble report(s) from its End User Customers. End User Customers of CLEC wil be instructed to report all cases of trouble to their Service Provider. 10.1.4.2 CLEC and Qwest wil provide to their respective End User Customers the correct telephone numbers to call for access to their respective repair bureaus. CLEC and Qwest wil provide their repair contact telephone numbers to one another on a reciprocal basis. 10.1.4.3 Qwest will work cooperatively with CLEC to resolve trouble reports when August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 223 Section 10 Ancilary Services the trouble condition has been isolated and found to be within a portion of the Qwest network. Qwest wil penorm standard tests to isolate and repair the trouble. For INP trouble reports, Qwest wil not be responsible for testing the Unbundled Loop leased by CLEC. 10.1.4.4 The trouble ticket wil be closed by the functional group that corrected the trouble. This group wil also contact CLEC to inform them that the ticket has been closed. Current trouble codes and analysis codes wil be entered to the trouble ticket. 10.1.5 Rate Elements 10.1.5.1 INP Rate Elements In accordance with Commission requirements, Qwest recovers an appropriate allocation of its INP costs through charges to CLEC for each NXX Code assigned to CLEC. Per Commission Orders, a true-up wil be completed semi-annually. The true-up is a mechanism for readjusting the monthly charge based on forecasted quantities, to account for actual quantities during the year. The Parties wil comply with the FCC rules and Commission decisions on cost recovery for Interim Number Portabilty. Exhibit A of this Agreement contains Interim Number Portability rates. 10.1.5.1.1 In accordance with Commission requirements, Qwest recovers an appropriate allocation of its INP costs through charges to CLEC for each NXX Code assigned to CLEC. Per Commission Orders, a true-up will be completed semi-annually. The true-up is a mechanism for readjusting the monthly charge based on forecasted quantities, to account for actual quantities during the year. 10.1.5.1.2 Charges for Coordinated Out of Hours Cuts. Charges for coordinated out of hours cuts shall be based upon actual hours worked at Qwests overtime rate, time and one-half rates for timeframes outside of Qwests normal hours except for Sundays and Holidays. Charges for coordinated out of hours cuts on Sundays and Holidays shall be based upon Qwests overtime premium rate, which is double time. Overtime rates wil be multiplied by the number of Qwest personnel actively participating in the cut, multiplied by the number of hours required for the cut. Exhibit A of this Agreement contains overtime rates for coordinated out of hours cuts. 10.1.5.1.2.1 Qwest wil schedule the appropriate number of employees prior to the cut, based upon information provided by CLEC. If such information requires modification during the cut and, as a result, non-scheduled employees are required, CLEC shall be charged a four hour minimum callout. 10.1.5.2 Switched Access Revenues. Qwest wil comply with the FCC and Commission rules regarding the sharing of terminating Switched Access revenues. Once the End Offce Switch is converted to long term number portabilty (LNP), CLEC has the abilty to directly bil the Interexchange Carrier, and no sharing of terminating Switched Access revenues is required. 10.1.5.2.1 The Switched Acæss rate elements are identified in Qwests Switched Access Tarif. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23,2008 224 Sectio 10 Ancilary Services 10.1.5.2.2 Owest wil use ARMIS data to determine the average Minutes of Use (MOU) by junsdiction. ARMIS data is updated on a yearly basis. 10.1.5.2.3 The number of lines to be used in determining the amount of terminating Switched Access wil be extracted from the Owest corporate data warehouse once each month. This database contains biled information for posted orders. 10.1.5.2.4 The calculation of the terminating Switched Access charges, along with the appropriate data for the preceding month wil be provided to CLEC to support the payment. Owest wil pay the pass through amounts to CLEC within one month. Disputes wil be processed as though this credited amount were a biled amount under this Agreement. 10.2 Local Number Portbilty 10.2.1 Description 10.2.1.1 Local Number Portabilty (LNP) is defined by the FCC as the ability of users of Telecommunications Services to retain, at the same location, existing Telecommunications numbers without impairment of quality, reliability, or convenience when switching from one Telecommunications Carrier to another. Owest wil allow CLEC to port telephone numbers for its End User Customers in the same manner as Owest ports telephone numbers for Owest End User Customers. CLEC may port telephone numbers into and out of Owest End Offce Switches on behalf of an End User Customer using the FCC rules and industry guidelines as described in the following Sections. 10.2.1.2 Owest uses the Location Routing Number (LRN) -architecture. Under the LRN architecture, each End Offce Switch is assigned a unique ten-digit LRN, the first six digits of which identify the location of that End Offce Switch. The LRN technology is a triggering and addressing method which allows the re-homing of individual telephone numbers to other End Offce Switches and ensures the proper routing of calls to ported telephone numbers through the use of a database and the signaling network. The LRN solution interrupts call processing through the use of an Advanced Intellgent Network (AIN) trigger, commonly referred to as the LRN tngger. Dunng this interruption, a query is launched to the LNP database in the signaling network and the call is re-addressed using the LRN information for the ported telephone number. The LRN wil route the call to the proper End Ofce Switch destination. The actual routing of the call with either the dialed telephone number, for calls to non-ported telephone numbers, or the LRN, for calls to ported telephone numbers, observes the rules, protocols and requirements of the existing Public Offce Dialing Plan (PODP). 10.2.2 Terms and Conditions 10.2.2.1 Owest wil provide Local Number Portabilty (LNP), also known as long- term number portabilty, in a non-discnminatory manner in compliance with the FCC's rules and regulations and the guidelines of the FCC's North American Numbenng Council's (NANC) Local Number Portability Administration (LNPA) Working Group and the Industry Numbenng Committee (INC) of the Allance for Telecommunications Industry Solutions (ATIS). Unless specifically excluded in Section 10.2.2.6, all telephone August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 225 Section 10 Ancilary Services numbers assigned to an End User Customer are available to be ported through LNP. Mass callng events shall be handled in accordance with the industry's non-LRN recommendation (NANC's High Volume Call-In Networks dated February 18,1998). 10.2.2.2 Each Party shall use reasonable efforts to facilitate the expeditious deployment of LNP. The Parties shall comply with the processes and implementation schedules for LNP deployment prescribed by the FCC. In accordance with industry guidelines, the publications of LNP capable End Office Switches and the schedule and status for future deployment will be identified in the Local Exchange Routing Guide (LERG). 10.2.2.3 In connection with the provision of LNP, the Parties agree to support and comply with all relevant requirements or guidelines that are adopted by the FCC, or that are agreed to by the Telecommunications industry as a national industry standard. 10.2.2.4 Owest wil coordinate LNP with Unbundled Loop cutovers in a reasonable amount of time and with minimum service disruption, pursuant to Unbundled Loop provisions identified in Section 9 of this Agreement. CLEC wil coordinate with Owest for the transfer of the Owest Unbundled Loop coincident with the transfer of the End User Customer's service to Owest in a reasonable amount of time and with minimum service disruption. For coordination with Loops not associated with Owests Unbundled Loop offering, CLEC may order the LNP managed cut, as described in Section 10.2.5.4. 10.2.2.4.1 Parties understand that LNP order activity must be coordinated with facilities cutovers in order to ensure that the End User Customer is provided with uninterrupted service. If the Party porting the telephone number experiences problems with its port or provision of its Loop, and needs to delay or cancel the port and any Loop disconnection, that Party shall notify the other Party immediately. Parties wil work cooperatively and take prompt action to delay or cancel the port and any Loop disconnection in accordance with industry (LNPA's National Number Porting Operations Team), accepted procedures to minimize End User Customer service disruptions. 10.2.2.4.2 Parties shall transmit a port create subscription or port concurrence message to the NPAC, in accordance with the FCC's LNPA Working Group's guidelines. Owest wil routinely send a concurrence message within the time frames established by the industry. 10.2.2.5 The Parties agree to implement LNP within the guidelines set forth by the generic technical requirements for LNP as specified in Section 21 of this Agreement. . 10.2.2.6 Neither Part shall be required to provide Local Number Portability for telephone numbers that are excluded by FCC rulings (e.g. 500 and 900 NPAs, 950 and 976 NXX number services). 10.2.2.7 After an End Offce Switch becomes equipped with LNP, all NXXs assigned to that End Offce Switch wil be defined as portable, to the extent Technically Feasible, and translations wil be changed in each Party's Switches so that the portable NXXs are available for LNP database queries. When an NXX is defined as portable, it will also be defined as portable in all LNP-capable End Offce Switches that have direct trunks to the End Offce Switch associated with the portable NXX. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 226 Section 10 Ancilary Services 10.2.2.8 Each Part shall offer Local Number Portabilty to End User Customers for any portion of an existing DID block without being required to port the entire block of DID telephone numbers. Each Party shall permit End User Customers who port a portion of DID telephone numbers to retain DID service on the remaining portion of the DID telephone numbers. 10.2.2.9 At the time of porting a telephone number via LNP from Owest, Owest shall ensure that the L1DB entry for that telephone number is de-provisioned if the Owest L1DB is not being used by CLEC. 10.2.2.10 Both Parties agree to follow the LNP End Offce Switch request process established by the Parties and in compliance with industry guidelines. 10.2.2.11 NXX Migration, or Local Exchange Routing Guide Reassignment, reassigns the entire Central Offce Code (NXX) to CLEC's End Offce Switch if the code is used solely for one End User Customer. Where one Part has activated an entire NXX for a single End User Customer, or activated a substantial portion of an NXX for a single End User Customer with the remaining telephone numbers in the NXX either reserved for future use or otherwise unused, if such End User Customer chooses to receive service from the other Part, the first Part shall cooperate with the second Part to have the entire NXX reassigned to an End Offce Switch operated by the second Party through the NANP administrator. In addition, both Parties agree to cooperate in arranging necessary updates and industry notification in the LERG (and associated industry databases, routing tables, etc.). Such transfer wil be accomplished with appropriate coordination between the Parties and subject to appropriate industry lead- times (as identified in the LERG and the Central Offce Code Administration guidelines) for movement of NXXs from one End Offce Switch to another. Other applications of NXX migration wil be discussed by the Parties as circumstances arise. 10.2.2.12 In connection with all LNP requests, the Parties agree to comply with the National Emergency Number Association (NENA) recommended standards for service provider Local Number Portability (NENA-02-011), as may be updated from time to time, regarding unlocking and updating End User Customers' telephone number records in the 911/Automatic Location Information (ALI) database. The Current Service Provider shall send the 911 unlock record on the completion date of the order to the 911 database administrator. 10.2.2.13 Porting of Reserved Numbers. The End User Customers of each Part may port Reserved Numbers from one Part to the other Party via LNP. Owest wil port telephone numbers previously reserved by the End User Customer via the appropriate retail Tariffs until these reservations expire. Owest wil reserve telephone numbers in accordance with the FCC's rules. 10.2.2.14 Limits on Subscriber Relocation. Owest and CLEC agree that an End User Customer may geographically relocate at the same time as it ports its telephone number, using LNP, to the New Service Provider; provided, however, that the Current Service Provider may require that the End User Customer's relocation at the time of the port to the New Service Provider be limited to. the geographic area represented by .the NXX of the ported telephone number. The Current Service Provider may not impose a relocation limitation on the New Service Provider or the New Service Provider's subscribers that is more restrictive than that which the Current Service Provider would August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 227 Section 10 Anilary Services impose upon its own subscribers with telephone numbers having the same NXX as the telephone number(s) being ported. In addition, the Current Service Provider may not impose any restrictions on relocation within the same Rate Center by a ported End User Customer while that End User Customer is served by the New Service Provider. 10.2.3 Service Management System 10.2.3.1 Each Party shall sign the appropriate NPAC user agreement(s) and obtain certification from the appropnate NPAC administrator(s) that the Party or the Party's Service Order Administration (SOA) and Local Service Management System (LSMS) vendor(s) has systems and equipment that are compatible with the NPAC'sestablished protocols and that the application of such systems and equipment is compatible with the NPAC. 10.2.3.2 Each Part shall cooperate to facilitate the administration of the SMS through the process prescribed in the documents referenced in Section 21. 10.2.4 Database and Query Services 10.2.4.1 The LNP database provides the call routing information used by Qwests End Offce Switches and Tandem Switches to route CLEC's End User Customer's calls to a ported telephone number or to terminate calls to CLEC's End User Customers using a ported telephone number. Qwest shall perform default LNP queries where CLEC is unable to perform its own query. CLEC shall perform default LNP queries where Qwest is unable to perform its own query. Qwest query services and charges are defined in FCC Tariff #5, including End Offce and Tandem Switch Default Query Charges which are contained in Tariff Section 13 (Miscellaneous Service) and Database Query Charges which are contained in Tariff Section 20 (CCSAC Service Applications). 10.2.4.2 For local calls to a NXX in which at least one (1) telephone number has been ported via LNP at the request of CLEC, the Part that owns the originating Switch shall query an LNP database as soon as the call reaches the first LNP-capable Switch in the call path. The Party that owns the originating Switch shall query on a local call to a NXX in which at least one (1) telephone number has been ported via LNP pnor to any attempts to route the call to any other Switch. Prior to the first telephone number in a NXX being ported via LNP at the request of CLEC, Qwest may query all calls directecl to the NXX, subject to the Biling provisions as discussed in Section 10.2.4.1 and provided that Qwest queries shall not adversely affect the quality of service to CLEC's End User Customers as compared to the service Qwest provides its own End User Customers. 10.2.4.3 A Party shall be charged for a LNP query by the other Part only if the Part to be charged is the N-1 Carrier and it was obligated to perform the LNP query but failed to do so. Parties are not obligated to perform the LNP query prior to the first port requested in a NXX. 10.2.4.4 On calls originating from a Party's network, the Party wil populate, if Technically Feasible, the Jurisdiction Information Parameter (JIP) with the first six digits of the originating LRN in the SS7 Initial Address Message. 10.2.4.5 Each Part shall cooperate in the process of porting telephone numbers from one Carrier to another so as to limit service outage for the ported End User August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 228 Section 10 Ancilary Services Customer. Owest shall update its LNP database from the NPAC SMS data within fifteen (15) minutes of receipt of a download from the NPAC SMS. 10.2.5 Ordering 10.2.5.1 Both Parties shall comply with ordering standards as developed by the industry and as described in Section 12 of this Agreement. LNP service is ordered via a Local Service Request and associated LNP forms. CLEC may order LNP either manually or through an electronic interface. The electronic gateway solution for ordering service is described in Section 12 of this Agreement. 10.2.5.2 Standard Due Date Intervals. Service intervals for LNP are described below. These intervals include the time for Firm Order Confirmation (FOC). Orders received after 7:00 p.m. (Mountain time) are considered the next business day. The following service intervals have been established for LNP: Telephone Numbers To Port Interval* Simple (1 FR/1 FB)1-5 3 business days (includes FOC 24 hr interval) 6-50 4 business days (includes FOC 24 hr interval) 51 or more Project Basis Complex (PBX 1-25 5 business days Trunks, ISDN,(includes FOC Centrex)24 hr interval) 26 or more Project Basis *Intervals for LNP with Unbundled Loops shall be governed by Section 9.2 of the Agreement. 10.2.5.3 Most LNP order activity is flow-through, meaning that the ten (10) digit unconditional trigger, or Line Side Attribute (LSA) trigger, can be set automatically. CLEC may request any Due Date/Frame Due Time (DD/FDT) where the trigger can be set automatically, although there may be some instances when Owest or the Number Portability Administration Center/Service Management System (NPAC/SMS) wil provide prior electronic notice of specific blocks of time which cannot be used as a DD/FDT due to scheduled maintenance or other circumstances. If the DD/FDT on a flow-though cut is outside Owests normal business hours for LNP, Owest wil have personnel available in the repair center to assist in the event that CLEC expenences problems during the cut. In addition, Owest allows CLEC to request a managed cut on a 24 X 7 basis in those situations where a cut would otherwise have been flow-through, but where CLEC has a business need to have Owest personnel dedicated to the cut. The terms and conditions for managed cuts are described in 10.2.5.4. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 229 Section 10 Anilary Services 10.2.5.3.1 Qwest wil set the ten (10) digit unconditional trigger for telephone numbers to be ported, unless technically infeasible, by 11 :59 p.m. (local time) on the business day preceding the scheduled port date. (A 10-digit unconditional trigger cannot be set for DID services in AXE10 and DMS10 End Offce Switches thus managed cuts are required, at no charge.) The ten (10) digit unconditional trigger and End Offce Switch translations associated with the End User Customer's telephone number wil not be removed, nor wil Qwest disconnect the End User Customer's Biling and account information, until 11 :59 p.m. (local time) of the next business day after the Due Date. CLEC is required to make timely notifications of Due Date changes or cancellations by 8:00 p.m. (mountain time) on the Due Date through a supplemental LSR order. In the event CLEC does not make a timely notification, CLEC may submit a late notification to Qwest as soon as possible but in no event later than 12:00 p.m. (mountain time) the next business day after the Due Date to Qwests Interconnect Service Center in the manner set forth below. For a late notification properly submitted, Qwest agrees to use its best efforts to ensure that the End User Customer's service is not disconnected prior to 11 :59 p.m. of the next business day following the new Due Date or, in the case of a cancellation, no disruption of the End User Customer's existing service. Late notifications must be made by callng Qwests Interconnect Service Center followed by CLEC submitting a confirming supplemental LSR order. 10.2.5.4 LNP Managed Cut With CLEC-Provided Loop: A managed cut permits CLEC to select a project managed cut for LNP. Managed cuts are offered on a 24 X 7 basis. 10.2.5.4.1 The date and time for the managed cut requires up-front planning and may need to be coordinated between Qwest and CLEC. All requests wil be processed on a first come, first served basis and are subject to Qwests ability to meet a reasonable demand. Considerations such as system downtime, Switch upgrades, Switch maintenance, and the possibilty of other CLECs requesting the same FDT in the same End Ofce Switch (Switch contention) must be reviewed. In the event that any of these situations would occur, Qwest wil coordinate with CLEC for an agreed upon FDT, prior to issuing the Firm Order Confirmation (FOC). In special cases where a FDT must be agreed upon, the interval to reach agreement wil not exceed two (2) days. In addition, standard intervals wil apply. 10.2.5.4.2 CLEC shall request a managed cut by submitting a Local Service Request (LSR) and designating this order as a managed cut in the remarks section of the LSR form. 10.2.5.4.3 CLEC wil incur additional charges for the managed cut dependent upon the For. The rates are based upon whether the request is within Qwests normal business hours or out of hours. Qwests normal business hours are 7:00 a.m. to 7:00 p.m., End User Customer local time, Monday through Friday. The rate for managed cuts during normal business hours is the standard rate. The rate for managed cuts out of hours, except for Sundays and Holidays, is the overtime rate. Sundays and Holidays are at premium rate. 10.2.5.4.4 Charges for managed cuts shall be based upon actual hours August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-D003 Owest Fourteen State Negotiations Template, June 23, 2008 230 Section 10 Ancillary Serices worked in one-half (Y2) hour increments. Exhibit A of this Agreement contains the rates for managed cuts. CLEC understands and agrees that in the event CLEC does not make payment for managed cuts, unless disputed as permitted under Section 5.4 of this Agreement, Owest shall not accept any new LSR requests for managed cuts. 10.2.5.4.5 Owest wil schedule the appropriate number of employees prior to the cut, normally not to exceed three (3) employees, based upon information provided by CLEC. CLEC wil also have appropriate personnel scheduled for the negotiated FDT. If CLEC's information is modified during the cut, and, as a result, non-scheduled employees are required, CLEC shall be charged a three (3) hour minimum callout charge per each additional non-scheduled employee. If the cut is either cancelled, or supplemented to change the Due Date, within twenty-four (24) hours of the negotiated FDT, CLEC wil be charged a one person three (3) hour minimum charge. If the cut is cancelled due to a Owest error or a new Due Date is requested by Owest within twenty-four (24) hours of the negotiated FDT, Owest may be charged by CLEC one person three (3) hour minimum charge as set forth in Exhibit A. 10.2.5.4.6 In the event that the LNP managed cut conversion is not successful, CLEC and Owest agree to isolate and fix the problem in a timeframe acceptable to CLEC or the End User Customer. If the problem cannot be corrected within an acceptable timeframe to CLEC or the End User Customer, CLEC may request the restoral of Owest service for the ported End User Customer. Such restoration shall begin immediately upon request. If CLEC is in error then a supplemental order shall be provided to Owest. If Owest is in error, no supplemental order or additional order wil be required of CLEC. 10.2.5.4.7 Owest shall ensure that any LNP order activity requested in conjunction with a managed cut shall be implemented in a manner that avoids interrupting service to the End User Customer, including, without limitation, ensuring that the End User Customer's Owest Loop wil not be disconnected prior to confirmation that CLEC's Loop has been successfully installed. 10.2.6 Maintenance and Repair 10.2.6.1 Each Part is responsible for its own End User Customers and wil have the responsibility for resolution of any service trouble report(s) from its End User Customers. End User Customers wil be instructed to report all cases of trouble to their Current Service Provider. 10.2.6.2 Eaèh Part wil provide its respective End User Customers the correct telephone numbers to call for access to its respective repair bureau. Each Part wil provide its repair contact telephone numbers to one another on a reciprocal basis. 10.2.6.3 Owest wil work cooperatively with CLEC to isolate and resolve trouble reports. When the trouble condition has been isolated and found to be within a porton of the Owest network, Owest wil perform standard tests and isolate and repair the trouble within twenty-four (24) hours of receipt of the report. 10.2.6.4 Owest wil proactively test new Switch features and service offerings to August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 231 Section 10 Ancilary Services ensure there are no problems with either the porting of telephone numbers or calls from Owest End User Customers to CLEC End User Customers with ported telephone numbers or vice versa. 10.2.7 Rate Elements 10.2.7.1 Owest wil comply with FCC and Commission rules on cost recovery for Local Number Portability. 10.3 911/E911 Service 10.3.1 Description 10.3.1.1 911 and E911 provides an End User Customer access to the applicable emergency service bureau, where available, by dialing a 3-digit universal telephone number (911 ). 10.3.1.2 Automatic Location Identification/Data Management System (ALI/DMS). The ALI/DMS database contains End User Customer information (including name, address, telephone number, and sometimes special information from the Current Service Provider or End User Customer) used to determine to which Public Safety Answering Point (PSAP) to route the calL. The ALI/DMS database is used to provide more routing flexibility for E911 calls than Basic 911. 10.3.1.3 Basic 911 directly connects to the PSAP all 911 calls from one or more local exchange End Offce Switches that serve a geographic area. E911 provides additional Selective Routing flexibilty for 911 calls. E911 uses End User Customer data, contained in the ALI/DMS, to determine to which Public Safety Answering Point (PSAP) to route the calL. 10.3.2 Terms and Conditions 10.3.2.1 Owest wil provide nondiscriminatory access to the same Basic 911 or Enhanced 911 features, functions and services that Owest provides to its End User Customers. E911 functions provided to CLEC shall be at the same level of accuracy and reliability as for such support and services that Owest provides to its End User Customers for such similar functionality. 10.3.2.2 In counties where Owest has obligations under existing agreements as the primary provider of the 911 system to the county, CLEC wil participate in the provision of the 911 System as described in Section 10.3. 10.3.2.3 services. Owest shall conform to all state regulations concerning emergency 10.3.2.4 Owest shall route E911 calls to the appropriate PSAP. 10.3.2.5 Each Part wil be responsible for those portions of the 911 system for which it has total control, including any necessary maintenance to each Part's portion of the 911 system. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 232 Secton 10 Ancilary Services 10.3.2.6 Owest wil provide CLEC with the identification of the Owest 911 controllng office that serves each geographic area served by CLEC. 10.3.2.7 Owest wil provide CLEC with the ten-digit telephone numbers of each PSAP agency, for which Owest provides the 911 function, to be used by CLEC to acquire emergency telephone numbers for operators to handle emergency calls in those instances where CLEC's End User Customer dials "0" instead of "911". It shall be the responsibilty of CLEC to verify or confirm the appropriate use of the contact information provided by Owest with each PSAP prior to offering 911 calls or publication of such data. 10.3.2.8 If a third party is the primary service provider to a county, CLEC wil negotiate separately with such third party with regard to the provision of 911 service to the county. All relations between such third party and CLEC are separate from this Agreement and Owest makes no representations on behalf of the third part. 10.3.2.9 If CLEC is the primary service provider to the county, CLEC and Owest wil negotiate the specific provisions necessary for providing 911 service to the county and wil include such provisions in an amendment to this Agreement. 10.3.2.10 CLEC wil separately negotiate with each county regarding the collection and reimbursement to the county of applicable End User Customer taxes for 911 service. 10.3.2.11 CLEC is responsible for network management of its network components in compliance with the Network Reliability Council Recommendations and meeting the network standard of Owest for the 911 call delivery. 10.3.2.12 The Parties shall provide a single point of contact to coordinate all activities under this Agreement. 10.3.2.13 Neither Part wil reimburse the other for any expenses incurred in the provision of E911 services. All costs incurred by the Parties for 911/E911 services shall be biled to the appropriate PSAP. 10.3.2.14 Owests designated E911 database provider, an independent third part, wil be responsible for maintaining the E911 database. CLEC shall have non- discriminatory unbundled access to the E911 database, including the listings of other LECs for purposes of providing 911 services related to the public health, safety and welfare. 10.3.3 E911 Database Updates 10.3.3.1 CLEC exchanges to be included in Owests E911 Database wil be indicated via written notice to the appropriate 911 authority (state agency or PSAP administrator or county) and wil not require an amendment to this Agreement. 10.3.3.2 Owests designated E911 database provider, an independent third part, wil be responsible for maintaining the E911 database. Owest, or its designated database provider, wil provide to CLEC an initial copy of the most recent Master Street Address Guide (MSAG), and subsequent versions on a quarterly basis, at no charge. MSAGs provided outside the quarterly schedule wil be provided and charged on an August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 233 Section 10 Ancilary Services Individual Case Basis. The data will be provided in computer readable format. Owest shall provide CLEC access to the Master Street Address Guide at a level of accuracy and reliability that is equivalent to the access Owest provides to itself. 10.3.4 E911 Database Updates for Facilties-Based CLECs 10.3.4.1 Owest wil ensure that the 911 database entries for CLEC wil be maintained with the same accuracy and reliability that Owest maintains for Owests own End User Customers. 10.3.4.2 For Selective Routing table updates, facilities-based CLECs wil negotiate directly with Owests database provider for the input and validation of End User Customer data into' the Owest Automatic Location Identification (ALI) database. CLEC wil negotiate directly with the PSAP (or PSAP agency's) OMS/ALI provider for input of End User Customer data into the ALI database. In most cases the Selective Routing table updates and the ALI database wil be managed by the same provider. CLEC assumes all responsibility for the accuracy of the data that CLEC provides for MSAG preparation and E911 Database operation. 10.3.4.3 If it is facilities-based, CLEC wil provide End User Customer data to Owests agent for the Owest ALI database utilizing NENA-02-010 Recommended Formats and Protocols For ALI Data Exchange standards. Owest wil furnish CLEC any variations to NENA recommendations required for ALI database input. 10.3.4.4 If it is facilities-based, CLEC wil provide End User Customer data to Owests database provider for Owests ALI database that is MSAG valid and meets all components of the NENA-02-011 Recommended Data Standards for Local Exchange Carriers, ALI Service Providers and 9-1-1 Jurisdictions standard format, as specified by Owest. 10.3.4.5 If it is facilties-based, CLEC wil update its End User Customer records provided to Owests database provider for Owests ALI database to agree with the 911 MSAG standards for its service areas. 10.3.4.6 Owests E911 database administrator, an independent third party, shall resolve failed Local Number Portability migrate records in accordance with the NENA standard, NENA-02-011 Sections 228.1-2, for Owest records where Owest is the donor company as defined in the NENA standard. The Owest E911 database administrator wil compare CLEC's (i.e., recipient company as defined in the NENA standard) failed migrate records to the Regional Number Portability Administration Center's (NPAC) database once each business day to determine if the migrate record (i.e., ported telephone number) has been activated by the recipient company. If the migrate record has been activated by CLEC in the NPAC, the record shall be unlocked and the migrate record processed. If, at the end of ten (10) business days, the NPAC database does not show the migrate record as activated or the record owner identification does not match, the migrate record wil be rejected. The E911 database administrator wil send reports regarding GLEC's failed migrate records (i.e., 755 error code) and rejected migrate records (i.e., 760 error code) to CLEC or CLEC's designated database administrator. Owests E911 database administrator wil also resolve failed migrate records for CLEC, if valid based on the NPAC database. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 234 Section 10 Ancilary Services 10.3.5 E911 Database Updates for Resale Based CLECs 10.3.5.1 For resold services, Qwest, or its designated database provider, will provide updates to the ALI database in a manner that is at the same level of accuracy and reliability as such updates are provided for Qwests End User Customers. For resold accounts, CLEC shall provide Qwest with accurate End User Customer location information to be updated to the ALI/OMS database. Qwest shall use its current process to update and maintain End User Customer information in the ALI/OMS database. 10.3.6 E911 Database Accuracy 10.3.6.1 E911 Database accracy shall be measured jointly by the PSAPs and Qwests database provider in a format supplied by Qwest. The reports shall be forwarded to CLEC by Qwests database provider. when relevant and wil indicate incidents when incorrect or no ALI data is displayed. The reports provided to CLEC shall contain CLEC-specific information regarding CLEC's accounts. 10.3.6.2 Each discrepancy report wil be jointly researched by Qwest and CLEC. Corrective action wil be taken immediately by the responsible Part. 10.3.6.3 Each Part providing updates to the E911 database wil be responsible for the accuracy of its End User Customer records. Each Party providing updates specifically agrees to indemnify and hold harmless the other Part from any claims, damages, or suits related to the accuracy of End User Customer data provided for inclusion in the E911 Database. 10.3.6.4 Qwest and its vendor wil provide non-discriminatory error correction for records submitted to the Automatic Location Identification (ALI) database. For resold accounts, if vendor detects errors, it wil attempt to correct them. If vendor is unable to correct the error, vendor wil contact Qwest for error resolution. For errors referred to Qwest, Qwest will provide the corrections in a non-discriminatory manner. If Qwest is unable to resolve the error, Qwest wil contact the Resale-CLEC for resolution. In the case of facilties-based CLECs, the vendor wil interface directly with CLEC to resolve record errors. 10.3.7 E911 Interconnection 10.3.7.1 If required by CLEC, Qwest shall interconnect direct trunks from CLEC's network to the Basic 911 PSAP, or the E911 tandem. Such trunks may alternatively be provided by CLEC. If provided by Qwest, such trunks wil be provided on a non- discriminatory basis. Qwest shall provide special protection identification for CLEC 911 circuits in the same manner as Qwest provides for its 911 circuits. 10.3.7.1.1 The Parties shall establish a minimum of two (2) dedicated trunks from CLEC's Central Offce to each Qwest 911/E911 Selective Router (Le., 911 Tandem Offce) that serves the areas in which CLEC provides Exchange Service, for the provision of 911/E911 services and for access to all subtending PSAPs (911 Interconnection Trunk Groups). CLEC can order diverse routing for 911/E911 circuits, if facilities are available. When Qwest facilities are available, Qwest wil comply with diversity of facilities and systems as ordered by CLEC. Where there is alternate routing of 911/E911 calls to a PSAP in the event of August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 235 Section 10 Ancilary Services failures, Owest shall make that alternate routing available to CLEC. 10.3.7.1.2 911 Interconnection Trunk Groups must be, at a minimum, DSO level trunks configured as a 2-wire analog interface oras part of a digital (1.544 Mbps) interface. Either configuration must use Centralized Automatic Message Accounting (CAMA) type signaling with MF tones that wil deliver Automatic Number Identification (ANI) with the voice portion of the cali, or Signaling System 7 (SS7) if available (i.e., other signaling technology as available). All 911 Interconnection trunk groups must be capable of transmitting and receiving Baudot code necessary to support the use of Telecommunications Devices for the Deaf (TTY ITDDs). 10.3.7.1.30west shall begin restoration of 911/E911 trunking facilities immediately upon notification of failure or outage. Owest must provide priority restoration of trunks or network outages on the same terms and conditions it provides itself. CLEC wil be responsible for the isolation, coordination, and restoration of all 911 network maintenance problems to CLEC's demarcation. Owest wil be responsible for the coordination and restoration of all 911 network maintenance problems beyond the demarcation. Owest repair service includes testing and diagnostic service from a remote location, dispatch of or in-person visit(s) of personneL. Where an on-site technician is determined to be required, a technician wil be dispatched without delay. CLEC is responsible for advising Owest of the circuit identification when notifying Owest of a failure or outage. The Parties agree to work cooperatively and expeditiously to resolve any 911 outage. Owest wil refer network trouble to CLEC if no defect is found in Owests network. The Parties agree that 911 network problem resolution wil be managed in an expeditious manner at all times. 10.3.7.2 For CLEC-identified 911 trunk blockages, Owest agrees to take corrective action using the same trunking service procedures used for Owests own E911 trunk groups. 10.3.7.3 The Parties wil cooperate in the routing of 911 traffc in those instances where the ALI/ANI information is not available on a particular 911 call. 10.3.7.4 For facilities-based C,LEC using its own switch(es), Owest shall provide 911 Interconnection, including the provision of dedicated trunks from CLEC End Offce Switch to the 911 control office, at Parity with what Owest provides itself. 10.3.7.5 For CLEC's resale local exchange lines, Owest shall provide access to the same 911 trunks used for Owests retail End User Customers which extend from the Owest End Office Switch to the Basic 911 PSAP or the E911 Tandem Switch. CLEC access to such 911 trunks shall be on a shared, non-discriminatory basis. 10.3.8 E911 and Number Portabilty 10.3.8.1 When a Owest telephone number is ported out, receiving CLEC shall be responsible to update the ALI/DMS database. When CLEC's telephone number is ported in, Owest shall be responsible to update the ALI/DMS database. 10.3.8.2 When Remote Call Forwarding (RCF) is used to provide number August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 236 Section 10 Ancilary Services portabilty to the End User Customer and a remark or other appropriate field information is available in the database, the shadow or "forwarded-to" number and an indication that the number is ported shall be added to the End User Customer record by CLEC. 10.3.9 Private Switch/Automatic Location Identifcation (PS/ALI) Service 10.3.9.1 PSi ALI Description 10.3.9.1.1 Private Switch/Automatic Location Identifcation (PS/ALI) Service provides End User Customers using a private telephone Switch, such as Private Branch Exchanges (PBXs) and some Centrex/Centron, with the Selective Routing and/or Automatic Location Identification (SRIALI) feature(s) of E911 for individual telephone stations served by the PBX or Centrex/Centron. The PS/ALI capability allows for the storage and retrieval of Automatic Location Identification and/or the Selective Routing of that call to the appropriate Public Safety Answering Point (PSAP). 10.3.9.1.2 CLEC's PS/ALI End User Customer systems are viewed as a Serving Wire Center within the E911 network. The Automatic Number Identification (ANI) generated by the PBX/Centrex/Centron wil be read, processed, and utilized as if it were a typical End Offce Switch. The E911 SR wil route the E911 PS/ALI call to the appropriate PSAP based on the ANI received, or the default Emergency Service Number (ESN). Upon receipt of the information, the PSAP forwards the ANI information to the ALI database over an existing data network, where it is then used to retrieve the stored station name, address and location information. The PSAP monitor then displays the station address and location information for handling by the emergency response personneL. 10.3.9.1.3 The PS/ALI capabilty consists of the ALI database updates and transport of PS/ALI calls to an E911 SR or to the appropriate PSAP. 10.3.9.2 PS/ALI Terms and Conditions 10.3.9.2.1 PS/ALI service is only available in areas where E911 is currently supported. PS/ALI is not available with Basic 911 service. 10.3.9.2.2 CLEC or CLEC's PS/ALI End User Customer is responsible for establishing and maintaining the E911 database records for the PBX/Centrex/Centron. CLEC or CLEC's PS/ALI End User Customer shall provide the PBX/Centrex/Centron ALI information to Owests designated E911 database provider. PS/ALI information indudes the name, address and location information for each station behind the PBX/Centrex/Centron. Owest does not guarantee or confirm the accuracy of End User Customer provided information. 10.3.9.2.3 When the station user dials 911, the PBX/Centrex/Centron must be able to recognize the digits as a complete dialing code. (In some systems, it may be necessary to dial a single digit network access code before dialing 911, i.e., dial "9" to make a call outside of the private Switch prior to dialing 911). The PBX/Centrex/Centron must provide a full seven (7) digit numbering system and the associated ANI for every station within the private Switch. If the seven (7) August 8, 2008/kcd/Greenßy Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 237 Section 10 Ancilary Services digit telephone number is not dialable, CLEC's PS/ALI End User Customer is responsible to identify the associated call back telephone number to be populated in the database. PS/ALI Service is not available with Digital Switched Service (DSS). PS/ALI is available over Primary Rate Interface (PRI) trunks. If CLEC's PS/ALI End User Customer uses Integrated Service Digital Network - Primary Rate Interface (ISDN-PRI) to provide PS/ALI, special Centralized Automatic Accounting (CAMA) trunks are not required. 10.3.9.2.4 For PS/ALI resold service, CLEC shall meet the terms and conditions for Qwests PS/ALI retail product. 10.3.9.3 PS/ALI Database Updates 10.3.9.3.1 Qwests designated E911 database provider, an independent third party, wil be responsible for maintaining the PS/ALI E911 database. Qwests E911 database provider wil provide CLEC's PS/ALI End User Customer with the specific PC based PS/ALI softare requirements to access and update the ALI database with their station name, address and location information. 10.3.9.3.2 CLEC's PS/ALI End _User Customer wil provide the input and validation of station data directly into the ALI database. CLEC's PS/ALI End User Customer wil provide station data to Qwests ALI database provider that is Master Street Address Guide (MSAG) valid and utilzes National Emergency Number Association (NENA) guidelines. PS/ALI follows the NENA-02-010 Recommended Formats and Protocols For ALI Data Exchange, NENA-02-011 Recommended Data Standards for Local Exchange Carriers (LEC), ALI Service Providers and 911 Jurisdictions. Qwest wil furnish CLEC with any variations to NENA recommendations required for PS/ALI database input. 10.3.9.4 PSI ALI Database Accuracy 10.3.9.4.1 PS/ALI database accuracy shall be measured jointly by the PSAPs and Qwests database provider. The reports shall be forwarded to CLEC or CLEC's PS/ALI End User Customer by Qwests database provider when relevant and wil indicate incidents when incorrect or no ALI data is displayed. The responsible Part wil take corrective action immediately. 10.3.9.4.2 Each Party providing PS/ALI updates to the E911 database wil be responsible for the accuracy of its records. 10.3.9.5 PS/ALllnterconnection 10.3.9.5.1 Facilities-based CLEC using its own switch(es) shall interconnect direct trunks from CLEC's network to the PSAP or the E911 tandem (Selective Router), in accordance with the terms and conditions identified in "E911 Interconnection". If technically capable, CLEC may route PS/ALI calls over CLEC's existing E911 Interconnection trunks. In some instances technical requirements may necessitate provisioning dedicated PS/ALI CAMA trunks between either CLEC's Switch and the E911 Selective Router or PSAP or between CLEC's PS/ALI End User Customer PBXlCentrexlCentron and the E911 Selective Router or PSAP. In these instances the dedicated PS/ALI ES CAMA . August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 238 Section 10 Ancilary Services trunks must comply with the terms and conditions of standard E911 Interconnection. 10.3.9.5.2 For reseller CLEC, CLEC's PS/ALI End User Customer is required to install a minimum of two (2) trunks for each main location listed where the PBXlCentrexlCentron resides on an End User Customer's premises to the 911 system. The dedicated PS/ALI ES CAMA trunks wil comply with the terms and conditions of standard E911 Interconnection. PS/ALI service is available in some Qwest End Offce Switches over PRI trunks. If CLEC's PS/ALI End User Customer uses ISDN PRI to provide PS/ALI, special CAMA trunks are not required. Dedicated circuits are not required for Centron service. 10.3.9.6 PS/ALI Rate Elements 10.3.9.6.1 Rates and charges for PS/ALI service wil be assessed based on CLEC's specific requirements. Both nonrecurring and monthly recurring rates may be applicable as shown in Exhibit A. Rate elements for PS/ALI include charges for establishing the service account with the E911 database provider, trunks, transport, Selective Routing, and ALI service features, storage and retrievaL. 10.3.9.7 PS/ALI Ordering 10.3.9.7.1 Ordering Facilities-based CLEC Using its Own Switch(es) - PS/ALI 10.3.9.7.1.1 Once all critical information has been obtained and agreed upon in the PS/ALI joint planning meeting, CLEC's PS/ALI Interconnection arrangement wil determine the ordering process to be followed. If CLEC is planning on routing PS/ALI traffc over an existing E911 ES trunk group, and capacity exists to handle the additional PS/ALI traffc, CLEC wil not be required to issue any changes to the existing E911 Interconnection arrangement. If CLEC determines that a new dedicated PS/ALI ES trunk group is required to route PS/ALI traffc from CLEC Switch to the Qwest SR, CLEC wil follow the process outlined in the PCAT E911 ordering section. 10.3.9.7.1.2 ALI service features may be ordered from Qwest or directly from the third part database provider. If ordering from Qwest, CLEC will use the ASR process. If ordering directly from the third party provider, CLEC wil need to establish service with the third party provider for the PS/ALI update, storage and retrieval capability. 10.3.9.7.2 Resale - PS/ALI Ordering 10.3.9.7.2.1 Orders for Resold PS/ALI are submitted using the Local Service Ordering Guidelines (LSOG) and should be placed via the Interconnect Mediated Access Graphical User Interface (IMA GUI) or Interconnect Mediated Access Electronic Data Interexchange (IMA EDI). 10.3.9.8 PS/ALI Biling August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 239 Section 10 Ancilary Services 10.3.9.8.1 Upon completion of implementation of the PS/ALI service, Owest wil initiate PS/ALI nonrecurring and recurnng Biling. 10.4 White Pages Directory Listings Service 10.4.1 Description White Pages Directory Listings Service consists of Owest placing the names, addresses and telephone numbers of CLEC's End User Customers in Owests Listings database, based on End User Customer information provided to Owest by CLEC. Owest is authorized to use CLEC End User Customer Listings as noted below. 10.4.2 Terms and Conditions 10.4.2.0 White Pages Directory Listings Service is provided to reseller CLEC with CLEC's resold local exchange lines, and such Listings include terms and conditions (except prices) for Listings in Owests applicable product Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings. To the extent, however, that a conflct arises between the terms and conditions of the Tariff, catalog, price list, or other retail Telecommunications Services offering and this Agreement, this Agreement shall be controllng. White Pages Directory Listings Service is available to facilties-based CLEC as described in this Section. 10.4.2.1 Reseller CLEC and facilities-based CLEC using Owests switching services to provide local Exchange Service wil provide, and facilities-based CLEC using its own or a third party's Switch(es) may provide, to Owest, in standard format, by mechanized or by manual transmission to Owest, its primary, premium and privacy Listings. 10.4.2.1.1 Owest wil accept one (1) primary Listing for each main telephone number belonging to CLEC's resale and facilities-based End User Customers at no monthly recurring charge. 10.4.2.1.2 CLEC wil be charged for its resale premium Listings (e.g., additional, foreign, cross-reference) and privacy Listings (i.e., non listed and nonpublished) at Owests General Exchange Listing Tariff rates, less the wholesale discount, if any, as described in Exhibit A. CLEC wil be charged for its facilities-based premium Listings (e.g., additional, foreign, cross-reference) and privacy Listings (i.e., nonlisted and nonpublished) at market-based prices contained in Exhibit A. Primary Listings and other types of Listings are defined in the Owest General Exchange Tariffs. 10.4.2.2 Intentionally Left Blank. 10.4.2.3 Information on submitting and updating Listings is available in "Facility Based CLECs and Reseller/Unbundled Network CLECs Directory Listings User Document." Owest wil furnish CLEC Listings format specifications. Directory publishing schedules and deadlines for Owests offcial directory publisher wil be provided to CLEC. 10.4.2.4 If CLEC provides its End User Customer's Listings to Owest, CLEC grants Owest access to CLEC's End User Customer Listings information for use in its August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 240 Section 10 Ancilary Services Directory Assistance Service as described in Section 10.5, and in its Directory Assistance List Service as described in Section 10.6, and for other lawful purposes, except that CLEC's Listings supplied to Owest by CLEC and marked as non published or nonlisted Listings shall not be used for marketing purposes subject to the terms and conditions of this Agreement. Owest wil incorprate CLEC End User Customer Listings in the Directory Assistance Database. Owest wil incorporate CLEC's End User Customer Listings information in all existing and future Directory Assistance applications developed by Owest. Should Owest cease to be a Telecommunications Carrier, by virtue of a divestiture, merger or other transaction, this access grant automatically terminates. 10.4.2.5 CLEC End User Customer Listings wil be treated the same as Owests End User Customer Listings. Prior written authorization from CLEC, which authorization may be withheld, shall be required for Owest to sell, make available, or release CLEC's End User Customer Listings to directory publishers, or other third parties other than Directory Assistance providers. No prior authorization from CLEC shall be required for Owest to sell, make available, or release CLEC's End User Customer Directory Assistance Listings to Directory Assistance providers. Listings shall not be provided or sold in such a manner as to segregate End User Customers by Carrier. Owest will not charge CLEC for updating and maintaining Owests Listings databases. CLEC will not receive compensation from Owest for any sale of Listings by Owest as provided for under this Agreement. 10.4.2.6 To the extent that state Tariff(s) limit Owests liabilty with regard to Listings, the applicable state Tariff(s) is incorporated herein and supersedes the Limitation of Liability section of this Agreement with respect to Listings only. 10.4.2.7 Owest is responsible for maintaining Listings, including entering, changing, correcting, rearranging and removing Listings in accordance with CLEC orders. 10.4.2.8 Owest provides non-discriminatory appearance and integration of white pages directory Listings for all CLEC's and Owests End User Customers. All requests for white pages directory listings, whether for CLEC or Owest End User Customers, follow the same processes for entry into the Listings database. 10.4.2.9 Owest wil take reasonable steps in accordance with industry practices to accommodate CLEC's nonpublished and nonlisted Listings provided that CLEC has supplied Owest the necessary privacy indicators on such Listings. 10.4.2.10 CLEC's white pages directory listings wil be in the same font and size as Listings for Owest End User Customers, and wil not be separately classified. 10.4.2.11 Owest processes for publication of white pages Directory Listings will make no distinction between CLEC's and Owests subscribers. CLEC's Listings wil be provided with the same accuracy and reliabilty as Qwests End User Customer Listings. Owest wil ensure CLEC's Listings provided to Owest are included in the white pages directory published on Owests behalf using the same methods and procedures, and under the same terms and conditions, as Owest uses for its own End User Customer Listings. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 241 Section 10 Ancilary Services 10.4.2.12 For CLEC's End User Customers whose Listings CLEC provides to Owest for submission to its offcial directory publisher, Owest shall ensure its third part publisher distributes appropriate alphabetical and classified directories (white and yellow pages) and recycling services to such CLEC End User Customers at Parity with Owest End User Customers, including providing directories a) upon establishment of new service; b) during annual mass distribution; and c) upon End User Customer request. 10.4.2.13 CLEC shall use commercially reasonable efforts to ensure that Listings provided to Owest are accurate and complete. All third part Listings information is provided AS IS, WITH ALL FAULTS. CLEC further represents that it shall review all Listings information provided to Owest, including End User Customer. requested restrictions on use, such as nonpublished and nonlisted restrictions. 10.4.2.14 Intentionally Left Blank. 10.4.2.15 CLEC shall be solely responsible for knowing and adhering to state laws or rulings regarding Listings and for supplying Owest with the applicable Listing information. Owest understands that certain states, including, but not necessarily limited to, Minnesota, South Dakota, and Washington, have enacted statutes that impose certain requirements upon the provision of wireless listings, and CLEC represents and warrants that listings CLEC submits to Owest reflect and are provided in full compliance with applicable laws and regulations, including but not limited to, laws and regulations applicable to wireless listings. 10.4.2.16 CLEC agrees to provide to Owest its End User Customer names, addresses and telephone numbers in a standard mechanized or manual format, as specified by Owest. 10.4.2.17 CLEC wil supply its ACNAICIC or CLCC/OCN, as appropriate, with each order to provide Owest the means of identifying Listings ownership. 10.4.2.18 Prior to placing Listings orders on behalf of End User Customers, CLEC shall be responsible for obtaining, and have in its possession, Proof of Authorization (POA), as set forth in Section 5.3 of this Agreement. 10.4.2.19 For Listings that CLEC submits to Owest, Owest will provide monthly Listing verification proofs that provide the data to be displayed in the published white pages directory and available on Owests Directory Assistance Service. Verification proofs containing nonpublished and nonlisted Listings are also available upon request on the same monthly schedule. 10.4.2.20 Owest wil provide CLEC a reasonable opportunity to verify the accuracy of its Listings to be included in the white pages directory and in Owests Directory Assistance Service. 10.4.2.21 CLEC may review and if necessary edit its white page Listings prior to the close date for publication in the directory. 10.4.2.22 CLEC is responsible for àll dealings with, and on behalf of, CLEC's End User Customers, including: August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 242 Section 10 Ancilary Services 10.4.2.22.1 All End User Customer account activity (e.g., End User Customer queries and complaints); 10.4.2.22.2 All account maintenance activity (e.g., additions, changes, issuance of orders for Listings to Qwest); 10.4.2.22.3 Determining privacy requirements and accurately coding the privacy indicators for CLEC's End User Customer information (if End User Customer information provided by CLEC to Qwest does not contain a pnvacy indicator, no privacy restnctions wil apply); and 10.4.2.22.4 Customers. Any additional services requested by CLEC's End User 10.4.2.23 Pursuant to Sections 222 (a), (b), (c), (d), and (e) of the Telecommunications Act, Qwest wil provide subscriber list information gathered in Qwests capacity as a provider of local Exchange Service on a timely basis, under non- discriminatory and reasonable rates, terms and conditions to CLEC upon request for the purpose of publishing directories in any format. Rates may be subject to federal or state law or rules, as appropriate. Upon request by CLEC, Qwest shall enter into negotiations with CLEC for CLEC's use of subscnber list information for purposes other than publishing directories, and Qwest and CLEC wil enter into a written contract if agreement is reached for such use. 10.4.2.23.1 Owest shall use commercially reasonable efforts to ensure that its retail End User Customer Listings provided to CLEC are accurate and complete. Any third part Listings are provided AS iS, WITH ALL FAULTS. Owest further represents that it shall review all its retail End User Customer Listings information provided to CLEC including End User Customer requested restrictions on use, such as non published and nonlisted restnctions. 10.4.2.24 Qwest represents and warrants that any arrangement for the publication of white pages Directory Listings with an Affliate or contractor, requires such Affliate or contractor to publish the Directory Listings of CLEC contained in Qwests Listings database so that CLEC's Directory Listings are non-discnminatory in appearance and integration, and have the same accuracy and reliability that such Affliate or contractor provides to Qwests End User Customers. 10.4.2.25 Qwest further agrees that any arrangements for the publication of white pages Directory Listings with an Affliate or contractor shall require such Affilate or contractor to include in the customer guide pages of the white pages directory, a notice that End User Customers should contact their Current Service Provider to request any modifications to their existing Listing or to request a new Listing. 10.4.2.26 Owest agrees that any arrangement with an Affliate or contractor for the publication of white pages directory Listings shall require such Affiliate or contractor to provide CLEC space in the customer guide pages of the white pages directory for the purpose of notifying End User Customers how to reach CLEC to: (1) request service; (2) contact repair service; (3) dial Directory Assistance; (4) reach an account representative; (5) request buried cable locate service; and (6) contact the special needs center for End User Customers with disabilties. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 243 Section 10 Ancilary Services 10.4.2.27 If CLEC submits its End User Customer Listings to Owest through a service bureau or other type of third part (agent), CLEC and the agent shall execute a Letter of Authorization (LOA), in a form acceptable to Owest, that shall include, but not be limited to, the following terms: 10.4.2.27.1 That the agent is authorized by CLEC to submit Listings to Owest on its behalf and to work with Owest in resolving any issues surrounding its Listing submissions; and 10.4.2.27.2 That the agent wil comply with all terms and conditions of this Agreement in submitting CLEC's End User Customers' Listings to Owest. 10.4.2.27.3 CLEC's use of an agent in submitting its End User Customers' Listings to Owest shall not alter CLEC's obligations under this Agreement and CLEC shall remain primarily liable for covenants and responsibilities under this Agreement. 10.4.3 Rate Elements The following rate elements apply to white pages directory Listings and are contained in Exhibit A of this Agreement. 10.4.3.1 Primary Listings; and 10.4.3.2 Premium and Privacy Listings. 10.4.4 Ordering Process 10.4.4.1 Owest provides training on white pages directory Listings requests and submission processes. The ordering process is similar to the service ordering process. 10.4.4.2 CLEC Listings can be submitted for inclusion in Owest white pages directories according to the directions in the Owest Listings User Documents for Facility- Based and Reseller CLECs, which is available on-line through the PCAT (http://ww.qwest.com/wholesale/pcatl) or wil be provided in hard copy to CLEC upon request. Initial information and directions are available in the PCAT. 10.4.4.3 CLEC can submit the OBF forms incorporated in the Local Service Request via the IMA-EDI, IMA-GUI, or by facsimile. 10.5 Directory Assistance Service 10.5.1 Description 10.5.1.1 Directory Assistance Service is a voiæ service that Owest provides to its own End User Customers, reseller and/or facilities-based CLEC, and to other Telecommunications Carriers. Directory Assistance Service provided to CLEC includes non-discriminatory access to Owests Directory Assistance centers, services, and Directory Assistance Databases. Directory Assistance Service provides voice callers published and nonlisted listing information, which is comprised of name and telephone number, and address if available, as contained in Owests then-current Directory Assistance Database and in the national Directory Assistance Database that is accessed by Owest. Directory Assistance Service is available with CLEC-specific branding, August 8, 2008/kcd/Greenfly Networks/ID/CDS~080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 244 Section 10 . Ancilary Servces generic branding and with Directory Assistance Call Completion service options, where available. If facilties-based CLEC chooses to access Owests Directory Assistance Service, it is provided to CLEC under this Agreement pursuant to Section 251(b)(3) of the Act. As such, the pricing requirements of Section 252(d)(1) of the Act are not applicable. 10.5.1.1.1 Directory Assistance Service. 10.5.1.1.1.1 Local Directory Assistance Service. Provides CLEC's End User Customers published and non-listed Listing information within the callets LATA that are included in Qwests then-current Directory Assistance Database. 10.5.1.1.1.2 National Directory Assistance Service. Provides CLEC's End User Customers published and nonlisted listing information from the database of the national Directory Assistance Services vendor selected and accessed by Qwest. 10.5.1.1.1.3 Call Branding Service. Provides CLEC Local and national Directory Assistance Service that is branded with the brand of CLEC (CLEC-specific branding), where Technically Feasible, or with a generic brand. CLEC-specific Call Branding announces CLEC's name to CLEC's End User Customer at the start and completion of the calL. Generic branding does not announce any providets name. CLEC- specific Call Branding and generic branding are optional services available to CLEC. a) Front End CLEC-specific Call Branding - Announces CLEC's name to CLEC's End User Customer at the start of the calL. b) Back End CLEC-specific Call Branding - Announces CLEC's name to CLEC's End User Customer at the completion of the call. c) Intentionally Left Blank. d) Owest wil record CLEC's specific brand message. 10.5.1.1.1.4 Call completion service allows CLEC's End User Customers' 10cai/intraLA TA calls to be completed, where available. 10.5.1.1.2 Intentionally Left Blank. Intentionally Left Blank.10.5.1.1.3 10.5.2 Terms and Conditions 10.5.2.0 Directory Assistance Service accessed over CLEC's resold local exchange lines includes terms and conditions (except prices) for Directory Assistance Service in Owests applicable product Tariffs, catalogs, price lists, or other retail August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 245 Section 10 Ancilary Services Telecommunications Services offerings. To the extent, however, that a conflict arises. between the terms and conditions of the Tariff, catalog, price list, or other retail Telecommunications 'Services offering and this Agreement, this Agreement shall be controllng. Directory Assistance Service is available to facilities-based CLEC as described in this Section unless otherwise noted. If facilities-based CLEC chooses to access Qwests Directory Assistance Service, it is provided to CLEC under this Agreement pursuant to Section 251(b)(3) of the Act. As such, the pricing requirements of Section 252(d)(1) of the Act are not applicable. Directory Assistance Service is available to CLEC as a facilities-based provider at the market-based prices contained in Exhibit A. 10.5.2.1 Intentionally Left Blank. 10.5.2.2 Qwests 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. 10.5.2.3 Qwest wil provide access to Directory Assistance Service for facilities- based CLEC using its own or a third party's Switch(es) via dedicated multi-frequency (MF) operator service trunks. CLEC may purchase operator service trunks from Qwest or provide them itself. These operator service trunks wil be connected directly to a Qwest Directory Assistance host or remote Switch. CLEC wil be required to order or provide at least one (1) operator services trunk for each NPA served. 10.5.2.4 Qwest wil perform Directory Assistance Services for CLEC in accordance with operating methods, practices, and standards in effect for all Qwest End User Customers. Qwest wil provide the same priority of handling for CLEC's End User Customer calls to Qwests Directory Assistance Service as it provides for its own End User Customer calls. Calls to Qwests Directory Assistance Service are handled on a first come, first served basis, without regard to whether calls are originated by CLEC or Qwest End User Customers. 10.5.2.5 CLEC-specific Call Branding for Directory Assistance requires recording CLEC's name. 10.5.2.6 10.5.2.7 Intentionally Left Blank. Intentionally Left Blank. 10.5.2.8 Reseller CLEC's End User Customers wil use the same dialing pattern to access Directory Assistance Service as used by Qwests End User Customers (Le., 411, 555-1212, or NPA+555-1212). 10.5.2.9 Facilities-based CLEC using its own ora third part's Switch(es) may choose to have its End User Customers dial a unique number or use the same dialing pattern as Qwest End User Customers use to access Qwest Directory Assistance Service. 10.5.2.10 Qwest wil timely enter into its directory assistance database updates of CLEC's Listings that CLEC provides to Qwest as descnbed in Section 10.4. Qwest wil incorporate CLEC End User Customer Listings in the Directory Assistance Database. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 246 Section 10 Ancillary Services Owest wil incorporate CLEC's End User Customer Listings information in all existing and future Directory Assistance applications developed by Owest. Owest wil implement quality assurance procedures such as random testing for listing accuracy. Owest will identify itself to End User Customers callng its Directory Assistance Service provided for itself either by company name or operating company name or operating company number so that End User Customers have a means to identify with whom they are dealing. 10.5.2.10.1 In accordance with Section 18, where CLEC supplies its Listings to Owest, CLEC may request a comprehensive audit of Owests use of CLEC's Listings for Directory Assistance Service. In addition to the terms specified in Section 18, the following also apply: as used herein, "Audit" shall mean a comprehensive review of the other P.art's delivery and use of the Listings for Directory Assistance Service provided hereunder and such other Part's penormance of its obligations 'under this Agreement. CLEC may penorm up to two (2) audits per twelve (12) month period commencing with the Effective Date of this Agreement of Owests use of CLEC's Listings in Owests Directory Assistance Service. CLEC shall be entitled to "seed" or specially code some or all of the Listings for Directory Assistance Service that it provides hereunder in order to trace such information during an Audit and ensure compliance with the disclosure and use restrictions set forth in this Agreement. 10.5.2.11 Owest shall use CLEC's Listings supplied to Owest by CLEC under the terms of this Agreement for purposes of providing Directory Assistance Service and for other lawful purposes, except that CLEC's Listings supplied to Owest by CLEC and marked as nonpublished or nonlisted Listings shall not be used for marketing purposes, subject to the terms and conditions of this Agreement. 10.5.3 Rate Elements The following rate elements apply to Directory Assistance Service. Directory Assistance Service is provided to CLEC for resale with resold local exchange lines at the Owest retail price less the wholesale discount contained in Exhibit A, if any. Directory Assistance Service is provided to CLEC as a facilities-based provider at the market-based prices contained in Exhibit A. 10.5.3.1 A per-call rate applies for Local Directory Assistance and for national Directory Assistance Services. 10.5.3.2 Intentionally Left Blank 10.5.3.3 A per-call rate is applicable for call completion service. 10.5.4 Ordering Process CLEC wil order Directory Assistance Service by completing the questionnaire entitled "Owest Operator Services/Directory Assistance Ouestionnaire for Competitive Local Exchange Carriers." This questionnaire may be obtained from CLEC's Owest account manager. 10.5.5 Billng 10.5.5.1 Owest wil track and bil CLEC for the number of calls placed to Owests August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 247 Section 10 Ancilary Services Directory Assistance Service by CLEC's End User Customers as well as for the number of requests for call completion service. 10.5.5.2 For purposes of determining when CLEC is obligated to pay the per call rate, the call shall be deemed made and CLEC shall be obligated to pay when the call is received by the operator services Switch. An End User Customer may request and receive no more than two (2) telephone numbers per Directory Assistance calL. Owest wil not credit, rebate or waive the per call charge due to any failure to provide a telephone number. 10.5.5.3 Call completion service wil be charged at the per call rate when the End User Customer completes the required action (i.e., "press the number one," "stay on the line," etc.). 10.6 Directory Assistance List 10.6.1 Description 10.6.1.1 Directory Assistance List (DAL) information consists of name, address and telephone number information for all End User Customers of Owest and other LECs that are contained in Owests Directory Assistance Database and, where available, related elements required in the provision of Directory Assistance Service to CLEC's End User Customers. No prior authorization from CLEC shall be required for Owest to sell, make available, or release CLEC's End User Customer Directory Assistance Listings to Directory Assistance providers. In the case of End User Customers who have non- published Listings, Owest shall provide the End User Customer's local Numbering Plan Area (NPA), address, and an indicator to identify the non-published status of the Listing; however, Owest wil not provide the non-published telephone number in DAL information. DAL information includes privacy and use restriction indicators as requested by Owests retail End User Customers and by Carriers. DAL is provided pursuant to Section 251(b)(3) of the Act. As such, the pricing requirements of Section 252(d)(1) of the Act are not applicable. DAL shall be provided to CLEC at market-based prices contained in Exhibit A. 10.6.1.2 Owest wil provide DAL information via initial loads and daily updates by means of Network Data Mover (NDM) or as otherwise mutually agreed upon by the Parties. Owest wil provide all changes, additions or deletions to the DAL information overnight on a daily basis. The Parties wil use a mutually agreed upon format for the data loads. 10.6.1.3 DAL information shall specify whether the Owest End User Customer is a residential, businéss, or government subscriber, and the Listings of other Carriers wil specify such information where it has been provided on the Carrier's Listing order. 10.6.1.4 In the event CLEC requires a reload of DAL information from Owests database in order to validate, synchronize or reconcile its database, a reload wil be made available according to the rate specified in Exhibit A. 10.6.1.5 Owest and CLEC wil cooperate in the designation of a location to which the data wil be provided. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 248 Section 10 Ancilary Services 10.6.2 Terms and Conditions 10.6.2.1 If CLEC purchases use of Qwests DAL information under this Agreement, Qwest grants to CLEC, as a competing provider of telephone Exchange Service and telephone toll service, access to DAL information for purposes of providing Directory Assistance Services and for other lawful purposes, including directory publishing in any format or medium, under the terms and conditions of this Agreement. CLEC is solely responsible for its lawful use of DAL information obtained under this Agreement pursuant to Section 251(b)(3) of the Act, including use of such information only for purposes permitted, or not prohibited by, the Act, federal and state laws, rules, and regulations, the FCC's orders, rules and regulations, and the Commission's orders, rules, and regulations. As it pertains to the use of DAL information in this Agreement, "Directory Assistance Service" shall mean the provision, by CLEC, via a live operator or mechanized system, of telephone number and address information for an identifed name or the name and/or address for an identified telephone number. Should CLEC cease to be a Telecommunications Carrier, a competing provider of telephone Exchange Service, or telephone toll service, this access grant automatically terminates. 10.6.2.1.1 Qwest shall make commercially reasonable efforts to ensure that Listings belonging to Qwest retail End User Customers provided to CLEC in . Qwests DAL information are accurate and complete. All third party DAL information is provided AS iS, WITH ALL FAULTS. Qwest further represents that it shall review all of its End User Customer Listings information provided to CLEC, including End User Customer requested restrictions on use, such as non- published and non-listed restrictions. 10.6.2.1.2 If CLEC purchases use of Qwests DAL information under this Agreement, Qwest shall notify CLEC of any directive from Carriers, whose listings may be included in Qwests DAL information, which prohibits use of their DAL information for purpses of directory publishing. CLEC that purchases use of Qwests DAL information shall not include such Carrier's Listings that may be included in the DAL information in any directory it publishes or causes to be published, in any format or medium. 10.6.2.1.3 Listings included in Qwests DAL information and marked to indicate a restriction on use, or to indicate a restriction on inclusion of Listing information in Directory Assistance Service applications and/or in published directories, shall be used by CLEC only in a manner that is consistent with each such restriction and that does not violate a restriction, including the following. 10.6.2.1.3.1 Restriction indicators on DAL information include: · Privacy indicators, including nonpublished and non listed indicators; · No solicitation indicators; · Omit from address directories indicators; and · Omit from telemarketing, direct mail, and e-mail lists indicators. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 249 Section 10 Ancilary Services 10.6.2.1.3.2 Nonlisted Listings and nonpublished Listings shall not be included in any directory produced in any format or medium. 10.6.2.1.3.3 Nonpublished Listings information provided in DAL information shall not be used for any purpose except for providing Directory Assistance Services. When used in Directory Assistance Services applications, nonpublished Listings shall not be used for any purpose other than in matching a search query. The non published subscriber name and address, while supplied to CLEC in DAL information, shall not be provided to any person other than the operator responding to the End User Customer Directory Assistance Services query. 10.6.2.2 If CLEC purchases use of DAL information under this Agreement, CLEC wil obtain and timely enter into its Directory Assistance Database daily updates of the DAL information, wil implement quality assurance procedures such as random testing for Directory Assistance Listing accuracy, and wil identify itself to End User Customers callng its Directory Assistance Service either by company name or operating company number so that End User Customers have a means to identify with whom they are dealing. 10.6.2.3 Intentionally Left Blank. 10.6.2.4 Qwest shall retain all right, title, interest and ownership in and to the DA Listing information it provides hereunder. CLEC acknowledges and understands that while it may disclose the names, addresses, and telephone numbers (or an indication of non-published status) of Qwests End User Customers to a third party callng its Directory Assistance for such information, the fact that such End User Customer subscnbes to Qwests Telecommunications Services is Confidential and Proprietary Information and shall not be disclosed to any third part. 10.6.2.5 Each Party shall take commercially reasonable and prudent measures to prevent unlawful use of Qwests DAL information at least equal to the measures it takes to protect its own Confidential and Propnetary Information, including but not limited to implementing adequate computer security measures to prevent unauthorized access to Qwests DAL information when contained in any database. 10.6.2.5.0 CLEC shall include in its sublicense agreement with directory publishers, at a minimum; 1) a restriction limiting use of DAL information to purposes of directory publishing; 2) a requirement that the directory publisher abide by all privacy indicators in any directories publihed in any format or medium; 3) Owest as third part beneficiary; and 4) the following language: Publisher shall not sublicense, copy, or allow any third part, with the exception of End User Customers and corporate affliates for purposes associated with the use of directories and for publishing directories, to access, down load, copy or use DAL information, or any portions thereof, or any information extracted there from. Each Part shall take commercially reasonable and prudent measures to prevent disclosure and unauthorized use of the DAL information at least equal to the measures it takes to protect its own confidential and proprietary August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-Q003 Owest Fourteen State Negotiations Template, June 23, 2008 250 Section 10 Ancilary Services information, including but not limited to implementing adequate computer security measures to prevent unauthorized access to the DAL information when contained in any database. 10.6.2.5.0.1 Qwest shall have the right to review CLEC's form sublicense agreement and CLEC shall not make changes to that form which wil materially affect Qwests rights under this Agreement. 10.6.2.5.1 Unauthonzed use of Qwests DAL information, or any disclosure to a third part of the fact that an End User Customer, whose Listing is furnished in the DA List, subscnbes to Qwests, another Local Exchange Carner's, Reseller's or CMRS's Telecommunications Services shall be considered a material breach of this Agreement and shall be resolved under the Dispute Resolution provisions of this Agreement. 10.6.2.6 Within five (5) Days after the expiration or earlier termination of this Agreement, CLEC shall (a) return and cease using any and all DAL information which it has in its possession or control, (b) extract and expunge any and all copies of such DAL information, any portions thereof, and any and all information extracted therefrom, from its fies and records, whether in print or electronic form or in any other media whatsoever, and (c) provide a written certification to Qwest from an offcer that all of the foregoing actions have been completed. A copy of this certification may be provided to third party Carriers if the certification pertains to such Carriers' DAL information contained in Qwests database. 10.6.2.7 CLEC is responsible for ensunng that it has proper security measures in place to protect the privacy of the End User Customer information contained within the DAL information. CLEC must remove from its database any telephone number for an End User Customer whose Listing has become non-published when so notified by Qwest. 10.6.2.8 Audits -- In accordance with Section 18, Qwest may request a comprehensive audit of CLEC's use of the DAL information. In addition to the terms specified in Section 18, the following also apply: 10.6.2.8.1 As used herein, "Audit" shall mean a comprehensive review of the other Party's delivery and use of the DAL information provided hereunder and such other Part's performance of its obligations under this Agreement. Either Part (the Requesting Party) may perform up to two (2) Audits per twelve (12) month period commencing with the Effective Date of this Agreement. Qwest shall be entitled to "seed" or specially code some or all of the DAL information that it provides hereunder in order to trace such information during an Audit and ensure compliance with the disclosure and use restrictions set forth in this Section 10.6. 10.6.2.8.2 All paper and electronic records wil be subject to Audit. 10.6.2.9 CLEC recognizes that certain Carriers who have provided DAL information that is included in Qwests database may be third party beneficiaries of this Agreement for purposes of enforcing any terms and conditions of the Agreement other than payment terms with respect to their DAL information. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 251 Section 10 Ancilary Services 10.6.2.9.1 CLEC indemnifies Owest for any and all 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 attorneys' fees) raised by these Carriers, whether formal or informal and will handle all communications with these Carriers regarding this matter. 10.6.2.10 Owest wil provide a non-discriminatory process and procedure for contacting End User Customers with non-published telephone numbers in emergency situations for non-published telephone numbers that are included in Owests Directory Assistance Database. Such process and procedure wil be available to CLEC for CLEC's use when CLEC provides its own Directory Assistance Service and purchases Owests DAL product. 10.6.3 Rate Elements Recurring and nonrecurring rate elements for DAL information are described below and rates are contained in Exhibit A of this Agreement. 10.6.3.1 Initial Database Load -- A "snapshot" of data in the Owest DAL information database or portion of the database at the time the order is received. 10.6.3.2 Reload -- A "snapshot" of the data in the Owest DAL information database or portion of the database required in order to refresh the data in CLEC's database. 10.6.3.3 Daily Updates -- Daily change activity affecting DAL information in the Listings database. 10.6.3.4 One-Time Set-Up Fees -- Charges for special database loads. 10.6.3.5 Output Charges -- Media charges resulting from the electronic transmission of the DAL information. 10.6.4 Ordering 10.6.4.1 CLEC may order the il1itial DAL information load or update files for Owests local Exchange Service areas in its 14 state operating territory or, on a state- specific basis, or, where Technically Feasible, CLEC may order the initial DAL information load or update fies by Owest White Page Directory Code or NPA. 10.6.4.2 Special requests for data at specific geographic levels (such as NPA) must be negotiated in order to address data integrity issues. 10.6.4.3 CLEC shall use the DAL Order Form found in the PCAT. 10.7 Toll and Assistance Operator Services 10.7.1 Description 10.7.1.1 Toll and assistance operator services (operator services) are a family of August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 252 Section 10 Ancilary Services offerings that assist CLEC's resale and facilities-based End User Customers in making and receiving EASllocal and IntraLA TA toll calls. Operator services provided to CLEC include non-discriminatory access to Qwest operator service centers, services, and personneL. If facilties-based CLEC using Qwests, its own, or a third part's Switch(es) chooses to access Qwests operator services, they are provided to CLEC under this Agreement pursuant to Section 251(b)(3) of the Act. As such, the pricing requirements of Section 252(d)(1) of the Act are not applicable. Operator services shall be provided to CLEC as a facilities-based provider at the market-based rates contained in Exhibit A. 10.7.1.1.1 EAS/Local and IntraLATA Assistance. Assists CLEC End User Customers requesting help or information on making and receiving EAS/local and IntraLA T A toll calls, connects CLEC End User Customers to Qwests Directory Assistance Service, and provides other information and guidance, including referral to the business offce and repair, as may be consistent with Qwests customary practice for providing End User Customer assistance. 10.7.1.1.2 Intentionally Left Blank. 10.7.1.1.3 Emergency Assistance. Provides assistance for handling CLEC's End User Customer's EAS/iocal and IntraLATA toll calls to emergency agencies, including but not limited to, police, sheriff, highway patrol and fire. CLEC is responsible for providing Qwest with the appropriate emergency agency numbers and updates. 10.7.1.1.4 Busy Line Verification (BL V) is performed when CLEC's End User Customers request assistance from the operator bureau to determine if a called line is in use. The operator wil not complete the call for the callng part initiating the BLV inquiry. Only one BLV attempt wil be made per cali, and a charge shall apply. 10.7.1.1.5 Busy Line Interrupt (BU) is performed when CLEC's End User Customers request assistance from the operator to interrupt a telephone call in progress. The operator wil interrupt the busy line and inform the called party that there is a call waiting. The operator wil not connect the callng and called parties. The operator wil make only one BU attempt per call and the applicable charge applies whether or not the called part releases the line. 10.7.1.1.6 Quote Service - Provides time and charges to hotel/motel and other CLEC End User Customers for guest/account identification. 10.7.1.1.7 CLEC-Specific Call Branding Service. Provides CLEC's End User Customers the operator services listed in this Section branded with the brand of CLEC (CLEC-specific branding), where Technically Feasible, or with a generic brand. CLEC-specific Call Branding announces CLEC's name to CLEC's End User Customer at the start and completion of the call. Generic branding does not announce any provider's name. CLEC-specific and generic Call Branding are optional services available to CLEC. 10.7.1.1.7.1 Front End CLEC-specific Call Branding -- Announces CLEC's name to CLEC's End User Customer at the start of the cali. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 253 section 10 Ancilary services 10.7.1.1.7.2 Back End CLEC-specific Call Branding -- Announces CLEC's name to CLEC's End User Customer at the completion of the call. 10.7.2 Terms and Conditions 10.7.2.0 Operator services accessed over CLEC's resold local exchange lines include terms and conditions (except prices) for operator services in Qwests applicable product Tariffs, catalogs, price lists, or other retail Telecommunications Services offerings. To the extent, however, that a conflict arises between the terms and conditions of the Tariff, catalog, price list, or other retail Telecommunications Services offering and this Agreement, this Agreement shall be controllng. Operator services are available to facilities-based CLEC as described in this Section 10.7, unless otherwise noted. 10.7.2.0.1 Qwest does not authorize CLEC to offer Qwest the incumbent Local Exchange Carrier (ILEC) as a Local Primary lnterexchange Carrier (LPIC) to its existing or new End User Customers on Qwests behalf. If CLEC assigns Qwest the ILEC, LPIC 5123, to CLEC's existing or new End User Customers, Qwest wil bil reseller CLEC for IntraLATA Toll services at the Qwest retail rate less the wholesale discount contained in Exhibit A, if any, and wil bil facilities- based CLEC at the rates contained or referenced in Exhibit A, and Qwest wil not directly bil CLEC's End User Customers for such IntraLATA Toll services. 10.7.2.0.2 If CLEC assigns Qwest the ILEC, PIC 5123, to CLEC's existing or new End User Customers, transport beyond Qwests local interoffce network for IntraLATA Toll services wil be provided over Qwests IntraLATA Toll network. Routing tables resident in Qwests Switch(es) wil direct CLEC's traffc over Qwests interoffce message trunk network. 10.7.2.0.3 If, during the term of this Agreement, Qwest the ILEC offers IntraLATA Toll services directly to CLEC's End User Customers, Qwest wil establish its own billng relationship with such End User Customers, and Qwest wil not bill CLEC, and CLEC shall have no obligation to pay Qwest, for such IntraLATA Toll services Qwest provides to CLEC's End User Customers. 10.7.2.1 For facilities-based CLEC using its own or a third part's Switch(es), Interconnection to Qwests operator services Switch is Technically Feasible at two (2) distinct points on the Trunk Side of the Switch. The first connection point is an operator services trunk connected directly to the Qwest operator services host Switch. The second connection point is an operator services trunk connected directly to a remote Qwest operator services Switch. 10.7.2.2 Trunk Provisioning and facilty ownership must follow Qwest guidelines. 10.7.2.3 In order for CLEC to use Qwests operator services as a facilities-based CLEC using its own or a third party's Switch(es), CLEC must provide an operator service trunk between CLEC's End Office Switch and the Interconnection point on the Qwest operator services Switch for each NPA served. 10.7.2.4 The technical requirements of operator service trunk are covered in the Operator Services Systems Generic Requirement (OSSGR), Telcordia document FR- August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 254 Section 10 Ancilary Services NWT-000271, Section 6 (Signaling) and Section 10 (System Interfaces) in general requirements form. 10.7.2.5 Each Party's operator bureau shall accept BLV and BLI inquiries from the operator bureau of the other Part in order to allow transparent provision of BLV/BLI traffc between the Parties' networks. 10.7.2.6 Facilities-based CLEC using its own or a third part's Switch(es) wil provide separate no-test trunks (not the 10cal/intraLATA trunks) to the Owest BLV/BLI hub or to the Owest operator services Switches. 10.7.2.7 Owest wil perform operator services in accordance with operating methods, practices, and standards in effect for all its End User Customers, including making and receiving EAS/local and IntraLATA Toll calls. Owest wil respond to CLEC's End User Customer calls to Qwests operator services according to the same priority scheme as it responds to Qwests End User Customer calls. Calls to Owests operator services are handled on a first come, first served basis, without regard to whether calls are originated by CLEC or Owest End User Customers. 10.7.2.8 Owest wil provide operator services to CLEC where Technically Feasible and facilities are available. Owest may from time-to-time modify and change the nature, extent, and detail of specific operator services available to its retail End User Customers, and to the extent it does so, Owest wil provide notice to CLEC on a timely basis consistent with Commission rules and notice requirements. 10.7.2.9 Owest shall maintain adequate equipment and personnel to reasonably perform the operator services. Facilities-based CLEe using its own or a third part's Switch( es) shall provide and maintain the facilities necessary to connect its End User Customers to the locations where Owest provides the operator services and to provide all information and data needed or reasonably requested by Owest in order to perform the operator services. 10.7.2.10 Intentionally Left Blank. 10.7.2.11 CLEC-specific Call Branding for operator services includes recording and setting up CLEC's brand message and loading the brand message into Owests Switch(es). Owest wil record CLEC's brand message. 10.7.2.12 Intentionally Left Blank. 10.7.2.13 Reseller CLEC's End User Customers dial the same number Owests own End User Customers dial to access operator services, including "0" or "0+." Facilities- based CLEC using its own or a third part's Switch(es) may choose to have its End User Customers access Owest operators by dialing a unique number or by using the same dialing pattern as used by Owest End User Customers. 10.7.3 Rate Elements The following rate elements apply to operator services. Operator services are provided to CLEC for resale with resold local exchange lines at the Owest retail price less the wholesale August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 255 Section 10 Ancillary Services discount contained in Exhibit A, if any. Operator services are provided to CLEC as a facilities- based provider at the market-based prices contained in Exhibit A. 10.7.3.1 Operator services are priced on a per call basis, as follows. 10.7.3.1.1 Operator Services Calls - Charges apply for each completed call handled by operator services, including EASlIocal calls and IntraLA TA toll calls made, or received and accepted, by CLEC's End User Customer. 10.7.3.1.2 Intentionally Left Blank. 10.7.3.1.3 10.7.3.1.4 10.7.3.1.5 Intentionally Left Blank. Intentionally Left Blank. Intentionally Left Blank. 10.7.3.1.6 Busy Line Verify - Charges apply for each call where the operator determines that conversation exists on a line. 10.7.3.1.7 Busy Line Interrupt - Charges apply for each call where the operator interrupts conversation on a busy line and requests release of the line. 10.7.3.1.8 Operator Assistance - Charges apply for operator assistance whether a call is completed or not, that does not otherwise generate an operator surcharge as described in this Section. These calls include, but are not limited to: calls given the DDD rate because of transmission problems; calls where the operator has determined there should be no charge, such as Busy Line Verify attempts where conversation was not found on the line; calls where CLEC's End User Customer requests information from the operator and no attempt is made to complete a call; and calls for quotation service. 10.7.3.1.9 "Completed cali" as used in this Section shall mean that CLEC's End User Customer makes contact with the location, telephone number, person or extension designated by the End User Customer. 10.7.3.2 Intentionally Left Blank. 10.7.3.3 CLEC-Specific Call Branding Nonrecurring Charges. Qwest wil charge CLEC a nonrecurring set-up and recording fee for establishing CLEC-specific Call Branding, and for loading CLEC's brand message in Qwests Switch(es). CLEC must pay such nonrecurring charges prior to commencement of CLEC-specific branding. The nonrecurring charges apply each time CLEC's brand message is changed. The nonrecurring charge to load the Switches with CLEC's branded message wil be assessed each time there is any change to the Switch. 10.7.4 Ordering Process CLEC wil order operator services by completing the "Qwest Operator Services/Directory Assistance Questionnaire for Competitive Local Exchange Carriers." Copies of this questionnaire may be obtained from CLEC's designated Qwest account manager. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June. 23,2008 256 Section 10 Ancilary Services 10.7.5 Biling 10.7.5.1 Owest will track usage and bil CLEC for the calls made and received by CLEC's End User Customers and facilities. 10.7.5.2 Owest will compute CLEC's invoice based on calls made and received by CLEC's End User Customers. 10.7.5.3 If, due to equipment malfunction or other error, Owest does not have available the necessary information to compile an accurate Billng statement, Owest may render a reasonably estimated bil, but shall notify CLEC of such estimate and cooperate in good faith with CLEC to establish a fair, equitable estimate. Owest shall render a bil reflecting actual bilable quantities when and if the information necessary for the Biling statement becomes available. 10.7.5.4 Owest shall provide to CLEC usage information within Owests control with respect to calls originated by or terminated to CLEC's End User Customers in the form of the actual information that is comparable to the information Owest uses to bil its own End User Customers. Without limiting the generality of the foregoing, Owest shall provide CLEC with Daily Usage Feed (DUF) biling information. 10.7.5.5 Owest wil provide DUF records for all usage bilable to CLEC's lines, including Busy Line Verify (BLV), Busy Line Interrupt (BLI), and Qwest-ILEC-provided intraLATA toll. These records wil be provided as Category 01 or Category 10 EMI records. 10.7.5.6 If CLEC assigns Owest the ILEC to provide IntraLATA Toll services for its End User Customers, Owest shall bil CLEC and CLEC shall pay Owest for such services in accordance with Exhibit A. 10.8 Access to Poles, Ducts, Conduits, and Rights of Way 10.8.1 Description 10.8.1.1 Pole Attachments - Where it has ownership or control to do so, Owest wil provide CLEC with access to available Pole Attachment space for the placing of facilties for the purpose of transmitting Telecommunications Services. 10.8.1.1.1 The term Pole Attachment means any attachment by CLEC to apole owned or controlled by Owest. . 10.8.1.2 Ducts and Conduits - Where it has ownership or control to do so, Owest wil provide CLEC with access to available ducts/conduits for the purpose of placing facilties for transmitting Telecommunications Services. A spare duct/conduit wil be leased for copper facilities only, and aninnerduct for the purpose of placing fiber. CLEC may place innerduct in an empty duct/conduit. Control of CLEC-installed spare innerduct shall vest in Owest immediately upon installation; ownership of such innerduct shall vest to Owest if and when CLEC abandons such innerduct. Within a multiple tenant environment (MTE), duct may traverse building Entrance Facilities, building entrance links, equipment rooms, Remote Terminals, cable vaults, telephone closets or building riser. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-D003 Qwest Fourteen State Negotiations Template, June 23, 2008 257 Section 10 Ancilary Services 10.8.1.2.1 The terms duct and conduit mean a single enclosed raceway for conductors, cable and/or wire. Duct and conduit may be in the ground, may follow streets, bridges, public or private ROW or may be within some portion of a multiple tenant environment. Within a multiple tenant environment, duct and conduit may traverse building entrance facilities, building entrance links, equipment rooms, Remote Terminals, cable vaults, telephone closets or building riser. The terms duct and conduit include riser conduit. 10.8.1.2.2 The term innerduct means a duct-like raceway smaller than a duct/conduit that is inserted into a duct/conduit so that the duct may typically carry three (3) cables. 10.8.1.2.3 The term microduct means a smaller version of innerduct. Four (4) microducts can be placed within.a 1%-inch innerduct. 10.8.1.3 Rights of Way (ROW) - Where it has ownership or control to do so, Qwest wil provide to GLEG, via an Access Agreement in the form of Attachment 4 to Exhibit D, access to available ROW for the purpose of placing Telecommunications facilties. ROW includes land or other propert owned or controlled by Qwest and may run under, on, above, across, along or through public or private property or enter multiple tenant environments. 10.8.1.3.1 ROW means a real property interest in privately-owned real property, but expressly excluding any public, governmental, federal or Native American, or other quasi-public or non-private lands, sufficient to permit Qwest to place Telecommunications facilities on such real propert; such property owner may permit Qwest to install and maintain facilities under, on, above, across, along or through private property or enter multiple tenant environments. Within a multiple tenant environment, a ROW includes a pathway that is actually used or has been specifically designated for use by Qwest as part of its transmission and distribution network where the boundaries of the pathway are clearly defined either by written specifications or unambiguous physical demarcation. 10.8.1.4 Intentionally Left Blank. 10.8.1.5 The phrase "ownership or control to do so" means the legal right, as a matter of state law, to (i) convey an interest in real or personal propert, or (ii) afford access to third parties as may be provided by the landowner to Qwest through express or implied agreements, or through Applicable Law as defined in this Agreement. 10.8.1.6 Poles, Ducts and Rights of Way (PDR) Transfer of Responsibilty refers to the transfer of the occupancy of space for either aerial or underground facilities to assuming GLEG from vacating GLEG. 10.8.1.6.1 A PDR Transfer of Responsibility request received by Qwest is irrevocable upon one hundred percent (100%) payment by assuming GLEG of the nonrecurring transfer charge. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 258 Section 10 Ancilary Services 10.8.2 Terms and Conditions Qwest shall provide CLEC non-discriminatory access to poles, ducts, conduit and Rights of Way (ROW) on terms and conditions found in the Revised Qwest Rights of Way, Pole Attachment and/or Ductllnnerduct Occupancy General Information Document, attached hereto as Exhibit D. Qwest wil not favor itself over CLEC when Provisioning access to poles, ducts, conduits and Rights of Way (ROW). Qwest shall not give itself preference when assigning space. 10.8.2.1 Subject to the provisions of this Agreement, Qwest agrees to issue to CLEC authorization for CLEC to attach, operate, maintain, rearrange, transfer and remove at its sole expense its facilties on poles/ductlinnerduct or ROW owned or controlled in whole or in part by Qwest, subject to orders placed by CLEC. Any and all rights granted to CLEC shall be subject to and subordinate to any future local, state and/or federal requirements. 10.8.2.2 Qwest wil rely on such codes as the National Electrical Safety Code (NESC) to prescribe standards with respect to capacity, safety, reliabilty, and general engineering principles. 10.8.2.3 Federal requirements, such as those imposed by Federal Energy Regulatory Commission (FERC) and Occupational Safety and Health Administration (OSHA), wil continue to apply to the extent such requirements affect requests for attachments or occupancy to Qwest facilities under Section 224(f)( 1) of the Act. 10.8.2.4 CLEC shall provide access to a map of the requested poles/ductlinnerductlROW route, including estimated distances between major points, the identification and location of the poles/ductlinnerduct and ROWand a description of CLEC's facilties. Qwest agrees to provide to CLEC access to relevant plats, maps, engineering records and other data within ten (10) business days of receiving a request for such information, except in the case of extensive requests. Extensive requests involve the gathering of plats from more than one (1) location, span more than five (5) Wire Centers, or consist of ten (10) or more intra-Wire Center requests submitted simultaneously. Responses to extensive requests wil be provided within a reasonable interval, not to exceed fort-five (45) Days. 10.8.2.5 Except as expressly provided herein, or in the Pole Attachment Act of 1934 as amended and its regulations and rules, or in any applicable state or municipal laws, nothing herein shall be construed to compel Qwest to construct, install, modify or place any poles/ductlinnerduct or other facilty for use by CLEC. 10.8.2.6 Qwest retains the right to determine the availability of space on poles/ductlinnerduct, conduit and ROW consistent with 47 U.S.C.' § 224 and FCC orders, rules and regulations pursuant to 47 U.S.C. § 224. In the event Qwest determines that rearrangement of the existing facilities on poles, ductlinnerductlconduit, and ROW is required before CLEC's facilties can be accommodated, the actual cost of such modification wil be included in CLEC's nonrecurring charges for the associated order (Make-Ready fee). When modifications to a Qwest spare ductlconduit include the placement of innerduct, Qwest or CLEC wil install the number of innerduct required to fil the ductlconduit to its full capacity. 10.8.2.7 Qwest shall make manhole ingress and egress for ductlinnerduct access August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 259 Section 10 Ancilary Services available to CLEC. Owest wil perform a feasibility study to determine whether to provide a stub out via the pre-constructed knock out within the manhole, or to perform a core dril of the manhole. 10.8.2.8 Where such authority does not already exist, CLEC shall be responsible for obtaining the necessary legal authority to occupy ROW, and/or poles/ductlinnerduct on governmental, federal, Native American, and private rights of way. CLEC shall obtain any permits, licenses, bonds, or other necessary legal authority and permission, at CLEC's sole expense, in order to perform its obligations under this Agreement. CLEC shall contact all owners of public and private rights-of-way to obtain the permission required to perform the work prior to entering the property or starting any work thereon. See Section 10.8.4. CLEC shall comply with all conditions of rights-of-way and permits. Once such permission is obtained, all such work may be performed by Owest or CLEC at the option of CLEC. 10.8.2.9 Access to a Owest Central Ofce manhole wil be permitted where Technically Feasible. If space is available, Owest wil allow access through the Central Office manhole to the POi (Point of Interconnection). There shall be a presumption that there shall be no fiber splices allowed in the Central Offce manhole. However, where CLEC can establish the necessity and Technical Feasibility of splicing in the Central Offce manhole, such action shall be permitted. 10.8.2.10 ReplaæmentlModificationllnstallation - If CLEC requests Owest to replace or modify existing poles/ductinnerduct to increase its strength or capacity for the sole benefi of CLEC, CLEC shall pay Owest the total actual replacement cost, Owests actual cost to transfer its attachments to new poles/ductlinnerduct, as necessary, and the actual cost for removal (including actual cost of destruction) of the replaced poles/ductlinnerduct, if necessary. Ownership of new poles/ductlinnerduct shall vest to Owest. 10.8.2.10.1 Upon request, Owest shall permit CLEC to install poles/ductlinnerduct. Owest reserves the right to reject any non-conforming replacement polè/ductlinnerduct installed by CLEC that does not conform to the NESC, OSHA or local ordinances. 10.8.2.10.2 To the extent that a modification is incurred for the benefi of multiple parties, CLEC shall pay a proportionate share of the total actual cost based on the ratio of the amount of new space occupied by the facilties of CLEC to the total amount of space occupied by all parties including Owest or its Affliates participating in the modification. Parties who do not initiate, request or receive additional space from a modification, are not required to share in the cost of the modification. CLEC, Owest or any other part that uses a modification as an opportunity to bring its facilities into compliance with applicable safety or other requirements wil be deemed to be sharing in the modification and wil be responsible for its share of the modification cost. Attaching entities wil not be responsible for sharing in the cost of governmentally mandated pole or other facility modification. Owest does not and wil not favor itself over other Carriers when Provisioning access to poles, innerduct and rights-of-way. 10.8.2.10.3 The modifying party or parties may recover a proportionate share of the modification costs from parties that later are able to obtain access as August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 260 Section 10 Ancillary Services a result of the modification. The proportionate share of the subsequent atlacher wil be reduced to take account of depreciation to the pole or other facility that has occurred since the modification. The modifying part or parties seeking to recover modification costs from parties that later obtain attachments shall be responsible for maintaining all records regarding modification costs. Owest shall not be responsible for maintaining records regarding modification costs on behalf of attaching entities. 10.8.2.11 Notification of modifications initiated by or on behalf of Owest and at Owests expense shall be provided to GLEG at least sixty (60) Days prior to beginning modifications. Such notification shall include a brief description of the nature and scope of the modification. If GLEG does not respond to a requested rearrangement of its facilities within sixty (60) Days after receipt of written notice from Owest requesting rearrangement, Owest may perform or have performed such rearrangement and GLEG shall pay the actual cost thereof. No such notice shall be required in emergency situations or for routine maintenance of poles/ductlinnerduct completed at Owests expense. 10.8.2.12 Owest reserves the right to make an on-site/final construction inspection of GLEG's facilities occupying the poles/ductlinnerduct system. GLEG shall reimburse Owest for the actual cost of such inspections except where specified in this Section. 10.8.2.13 When final construction inspection by Owest has been completed, GLEG shall correct such non-complying conditions within the reasonable period of time specified by Owest in its written notice. If corrections are not completed within the specified reasonable period, occupancy authorizations for the ROW, poles/ductlinnerduct system where non-complying conditions remain uncorrected shall suspend forthwith, regardless of whether GLEG has energized the facilities occupying said poles/ductlnnerduct or ROW system and GLEG shall remove its facilities from said poles/ductlinnerduct or ROW in accordance with the provisions of this Section, provided, however, if the corrections physically cannot be made within such specified time, and GLEG has been diligently prosecuting such cure, GLEG shall be granted a reasonable additional time to complete such cure. Owest may deny further occupancy authorization to GLEG until such non-complying conditions are corrected or until GLEG's facilties are removed from the poles/ductinnerduct system where such non-complying conditions exist. If agreed between both Parties, Owest shall perform or have performed such corrections and GLEG shall pay Owest the actual cost of performing such work. Subsequent inspections to determine if appropriate corrective actions have been taken may be made by Owest. 10.8.2.14 Once GLEG's facilities begin occupying the poles/ductlinnerduct or ROW system, Owest may perform a reasonable number of inspections. Owest shall bear the cost of such inspections unless the results of the inspection reveal a material violation or hazard, or that GLEG has in any other way failed to comply with the provisions of Section 10.8.2.20; in which case GLEG shall reimburse Owest the costs of inspections and re-inspections, as required. GLEG's representative may accompany Owest on such field inspections. The cost of periodic inspection or any special inspections found necessary due to the existence of sub-standard or unauthorized occupancies shall be biled separately. 10.8.2.15 The costs of inspections made during construction and/or the final August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 261 Section 10 Ancilary Services construction survey and subsequent inspection shall be biled to CLEC upon completion of the inspections. 10.8.2.16 Final construction, subsequent, and periodic inspections or the failure to make such inspections, shall not relieve CLEC of any responsibilities, obligations, or liability assigned under this Agreement. 10.8.2.17 CLEC may use individual workers of its choice to penorm any work necessary for the attaching of its facilities so long as such workers have the same qualifcations and training as Owests workers. CLEC may use any contractor approved by Owest to penorm make-ready work. 10.8.2.18 If Owest terminates an order for cause, or if CLEC terminates ~n order without cause, subject to 10.8.4.4.4, CLEC shall pay termination charges equal to the amount of fees and charges remaining on the terminated order(s) and shall remove its facilities from the poles/ductlinnerduct within sixty (60) Days, or cause Owest to remove its facilities from the poles/ductlinnerduct at CLEC's expense; provided, however, that CLEC shall be liable for and pay all fees and charges provided for in this Agreement to Owest unti CLEC's facilities are physically removed. "Cause" as used herein shall include CLEC's use of its facilities in material violation of any Applicable Law or in aid of any unlawful act or making an unauthorized modification to Owests poles/ductlinnerduct, or, in the case of ROW, any act or omission that violates the terms and conditions of either (a) the Access Agreement by which Owest conveys a right of access to the ROW to CLEC, or (b) the instrument granting the original ROW to Owest or its predecessor. 10.8.2.19 Owest may abandon or sell any poles/ductlinnerductlconduit or ROW at any time by giving written notice to CLEC. Any poles/ductlinnerductlconduit or ROW that is sold, wil be sold subject to all existing legal rights of CLEC. Upon abandonment of poles/ductlinnerductlconduit or ROW, and with the concurrence of the other joint user(s), if necessary, CLEC shall, within sixty (60) Days of such notice, either: 1) continue to occupy the poles/ductlinnerductlconduit or ROW pursuant to its existing rights under this Agreement if the poles/ductlinnerductlconduit or ROW is purchased by another party; 2) purchase the poles/ductlinnerductlconduit or ROW from Owest at the current market value; or 3) remove its facilties therefrom. Failure to explicitly elect one of the foregoing options within sixty (60) Days shall be deemed an election to purchase the poles/ductlinnerductlconduit or ROW at the current market value if no other part purchased the poles/ductlinnerductlconduit or ROW within this sixty (60) Day period. 10.8.2.20 CLEC's facilties shall be placed and maintained in accordance with the requirements and specifications of the current applicable standards of Telcordia Manual of Construction Standards, the National Electrical Code, the National Electrical Safety Code, and the rules and regulations of the Occupational Safety and Health Act, all of which are incorporated by reference, and any governing authority having jurisdiction. Where a difference in specifications exists, the more stringent shall apply. Notwithstanding the foregoing, CLEC shall only be held to such standard as Owest, its Affliates or any other Telecommunications Carrier is held. Failure to maintain facilties in accordance with the above requirements or failure to correct as provided in Section 10.8.2.13 shall be cause for termination of the order. CLEC shall in a timely manner comply with all requests from Owest to bring its facilties into compliance with these terms and conditions. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 262 Section 10 Ancilary Services 10.8.2.21 Should Owest under the provisions of this Agreement remove CLEC's facilities from the poles/ductlinnerduct covered by any order, Owest wil deliver the facilities removed upon payment by CLEC of the cost of removal, storage and delivery, and all other amounts due Owest. If CLEC removes facilties from poles/ductlinnerduct for other than repair or maintenance purposes, no replacement on the poles/ductlinnerduct shall be made until all outstanding charges due Owest for previous occupancy have been paid in full. CLEC shall advise Owest in writing as to the date on which the removal of facilities from the poles/ductinnerduct has been completed. 10.8.2.22 If any facilities are found attached to poles/ductlinnerduct for which no order is in effect, Owest, without prejudice to its other rights or remedies under this Agreement, may assess a charge and CLEC agrees to pay the lesser of (a) the annual feè per pole or per innerduct run between two (2) manholes for the number of years since the most recent inventory, or (b) five (5) times the annual fee per pole or per innerduct run between two (2) manholes. In addition, CLEC agrees to pay (a) interest on these fees at a rate set for the applicable time period by the Internal Revenue Service for individual underpayments pursuant to Section 6621 of the Internal Revenue Service Code (25 U.S.C. § 6621, Rev. Rul. 2000-30, 2000-25 IRS 1262), and (b) the cost of any audit required to identify unauthorized CLEC attachments. Owest shall waive half the unauthorized attachment fee if the following conditions are met: (1) CLEC cures such unauthorized attachment (by removing it or submitting a valid order for the attachment in the form of Attachment 2 of Exhibit D, within thirt (30) Days of wntten notification from Owest of the unauthorized attachment; and (2) the unauthorized attachment did not require Owest to take curative measures itself (e.g., pullng additional innerduct) prior to cure by CLEC, (3) CLEC reimburses Owest for cost of audit, or portion thereof, which discovered the unauthorized attachment. Owest shall also waive the unauthorized attachment fee if the unauthorized attachment arose due to error by Owest rather than CLEC. CLEC is required to submit in writing, within ten (10) business days after receipt of written notification from Owest of the unauthonzed occupancy, a poles/ductlinnerduct application. If such application is not received by Owest within the specified time period, CLEC will be required to remove its unauthonzed facility within thirt (30) Days of the final date for submitting the required application, or Owest may remove CLEC's facilities without liability, and the cost of such removal shall be borne by CLEC. 10.8.2.23 No act or failure to act by Owest with regard to an unauthorized occupancy shall be deemed as the authonzation of the occupancy. Any subsequently issued authorization shall not operate retroactively or constitute a waiver by Owest of any of its rights or privileges under this Agreement or otherwise. CLEC shall be subject to all liabilities of the Agreement in regard to said unauthorized occupancy from its inception. 10.8.2.24 Owest wil provide CLEC non-discriminatory access to poles/ducts/innerducts/conduits and ROW pursuant to 47 U.S.C. § 224 and FCC orders, rules and regulations pursuant to 47 U.S.C. § 224. In the event of a conflct between this Agreement, on one hand, and 47 U.S.C. § 224 and FCC orders, rules and regulations pursuant to 47 U.S.C. § 224, on the other, 47 U.S.C. § 224 and FCC orders, rules and regulations pursuant to 47 U.S.C. § 224 shall govern. Further, in the event of a conflict between Exhibit D, on one hand, and this Agreement or 47 U.S.C. § 224 and FCC orders, rules and regulations pursuant to 47 U.S.C. § 224, on the other, this Agreement or 47 U.S.C. § 224 and FCC orders, rules and regulations pursuant to 47 U.S.C. § 224 shall govern, provided however, that any Access Agreement that has been duly August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 263 Section 10 Ancillary Services executed, acknowledged and recorded in the real propert records for the county in which the ROW is located shall govern in any event pursuant to its terms. 10.8.2.25 Nothing in this Agreement shall require Qwest to exercise eminent domain on behalf of CLEC. 10.8.2.26 Qwest wil not enter into ROW agreements for the provision of Telecommunications Services, including agreements relating to ROW within multiple tenant environments, that preclude CLEC from using ROW over which Qwest has ownership or control. Upon CLEC request, Qwest wil certify to a landowner with whom Qwest has an ROW agreement, the following: 10.8.2.26.1 that the ROW agreement with Qwest does not preclude the landowner from entering into a separate ROW agreement with CLEC; and 10.8.2.26.2 that there wil be no penalty under the agreement between the landowner and Qwest if the landowner enters into a ROW agreement with CLEC. 10.8.2.27 For purposes of permitting CLEC to determine whether Qwest has ownership or control over duct/conduit or ROW, including duct/conduit or ROW within a specific multiple tenant environment, if CLEC requests a copy of an agreement between Qwest and the owner of a duct/conduit or ROW, including duct/conduit or ROW within a specific multiple tenant environment, that grants Qwest access to, ownership of, or control of duct/conduit or ROW within a specific multiple tenant environment, Qwest wil provide the agreement to CLEC pursuant to the terms of this Section. CLEC wil submit a completed Attachment 1.A from Exhibit D that identifies a specific multiple tenant environment or route for each agreement. 10.8.2.27.1 Upon receipt of a completed Attachment 1.A, Qwest wil prepare and return an MTE matrix or ROW matrix, as applicable, within ten (10) Days, which wil identify (a) the owner of the duct/conduit or ROW or multiple tenant environment as reflected in Qwests records, and (b) whether or not Qwest has a copy of an agreement that provides Qwest access to duct/conduit or ROW or multiple tenant environment in its possession. Qwest makes no representations or warranties regarding the accuracy of its records, and CLEC acknowledges that the original property owner may not be the current owner of the property. 10.8.2.27.2 Qwest grants a limited waiver of any confidentiality rights it may have with. regards to the content of the agreement, subject to the terms and conditions in Section 10.8.2.27.3 and the Consent to Disclosure form. Qwest wil provide to CLEC a copy of an agreement listed in the MTE matrix or ROW matrix, as applicable, that has not been publicly recorded after CLEC obtains authorization for such disclosure from the third party owner(s) of the real propert at issue by presenting to Qwest an executed version of the Consent to Disclosure form that is included in Attachment 4 to Exhibit D of this Agreement. In lieu of submission of the Consent to Disclosure form, CLEC must comply with the indemnification requirements in Section 10.8.4.1.3. 10.8.2.27.3 As a condition of its limited waiver of its right to confidentiality in an agreement that provides Qwest access to a multiple tenant environment that Qwest provides to CLEC or that CLECobtains from the multiple tenant August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 264 Seion 10 Ancilary Services environment owner or operator, Owest shall redact all dollar figures from copies of agreements that have not been publicly recorded that awest provides to CLEC and shall require that the multiple tenant environment owner or operator make similar redaction's prior to disclosure of the agreement. 10.8.2.27.4 In all instances, CLEC wil use agreements only for the following purposes: (a) to determine whether Owest has ownership or control over duct, conduits, or rights-of~way within the propert described in the agreement; (b) to determine the ownership of wire within the propert described in the agreement; or (c) to determine the Demarcation Point between Owest facilities and the owner's facilities in the propert descrbed in the agreement. CLEC further agrees that CLEC shall not disclose the contents, terms, or conditions of any agreement provided pursuant to Section 10.8 to any CLEC agents or employees engaged in sales, marketing, or product management efforts on behalf of CLEC. 10.8.2.28 In cities where Owest has deployed microduct technology but no vacant microduct is available on the specified route, CLEC may request Owest to place microduct along the desired route or CLEC can choose to place microduct that must meet Owest specifications. 10.8.2.29 In cities where Owest has not deployed microduct and CLEC wishes to use this technology, CLEC must lease an innerduct. In these locations CLEC wil be required to furnish and place the microduct. At the conclusion of the lease, CLEC and Owest wil make a joint decision whether or not CLEC wil be required to remove CLEC's microduct from the innerduct. 10.8.2.30 If any microduct is found occupying facilities for which no order is in effect, awest, without prejudice to its other rights or remedies, may assess a charge and CLEC agrees to pay the lesser of (a) the annual fee per microduct run between two (2) manholes for the number of years since the most recent inventory, or (b) five (5) times the annual fee per microduct run between two (2) manholes. 10.8.2.30.1 In addition, CLEC agrees to pay (a) interest on these fees at a rate set for the applicable time period by the Internal Revenue Service for individual underpayments pursuant to Section 6621 of the Internal Revenue Service Code (25 U.S.C 6621, Rev. Rul. 2000-30, 2000-25 IRS 1262), and (b) the cost of any audit required to identify unauthorized CLEC occupancy. 10.8.2.30.2 Owest shall waive half the unauthorized occupancy fee if the following conditions are met: 10.8.2.30.2.1 CLEC cures such unauthorized occupancy by removing it or submitting a valid order for the attachment within thirty (30) days of written notification from Owest. 10.8.2.30.2.2 The unauthorized occupancy did not require Owest to take curative measures (e.g., pullng additional microduct) prior to cure by CLEC. 10.8.2.30.2.3 CLEC reimburses Owest for cost of audit, or portion thereof, which discovered the unauthorized occupancy. awest shall also August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 265 Section 10 Ancilary Services waive the unauthorized occupancy fee if the unauthorized occupancy arose due to error by Qwest rather than CLEC. CLEC is required to submit in writing, within ten (10) business days after receipt of written notification from Qwest of the unauthorized occupancy, a Poles/DuctllnnerductMicroduct Application. If such application is not received by Qwest within the specified time period, CLEC wil be required to remove its unauthorized facility within thirt (30) Days of the final date for submitting the required application, or Qwest may remove CLEC's facilities without liabilty, and the cost of such removal shall be borne by CLEC. 10.8.2.31 To be eligible for PDR Transfer of Responsibilty of the occupancy of space for poles or conduit, vacating CLEC must have a valid Agreement in place for those facilities specified for transfer. 10.8.2.31.1 The assuming CLEC is required to have an Agreement with Qwest that includes all elements involved. in the transfer. 10.8.2.31.2 The Agreement referenced in the PDR Transfer of Responsibility request wil be transferred either in its entirety or portion thereof as specified in the PDR Transfer of Responsibility Application Form and Transfer Authorization Agreement. 10.8.2.31.3 The PDR Transfer of Responsibilty includes changing the following Qwest items: Customer name, Access Carrier Name Abbreviation (ACNA), Master Customer Number (MCN), customer address, telephone number, biling and contact information, and contact telephone number. The eight (8) character CLEC CLUTM code wil remain the same. 10.8.2.31.4 If vacating CLEC has fied for bankruptcy, assuming CLEC must comply with 11 U.S.C. Section 365.2.61. The negotiation of the terms and conditions between vacating CLEC and assuming CLEC is the responsibilty of those two parties. Qwest does not participate in these discussions. Qwest manages the database and records the transfer. 10.8.2.31.5 facilities. Qwest is not responsible for the physical condition of CLEC's 10.8.2.31.6 Prior to submission of a PDR Transfer of Responsibility request, all work in progress must be negotiated between vacating and assuming CLEC. 10.8.2.31.7 Prior to submitting a Transfer of Responsibility request, assuming CLEC's financial obligations to Qwest must be in good standing. If vacating CLEC is unable to meet its financial obligations, assuming CLEC wil be required to assume the financial obligations of vacating CLEC. 10.8.2.31.8 Vacating and assuming CLEC must provide Qwest a signed Qwest PDR Transfer Authorization Agreement providing the following information: All Qwest Central Offce Service Areas that may apply, PDR Biling Authorization Numbers (BAN), requested completion date (not binding), and state-specific charge for the transfer as indicated in Exhibit A. August 8, 2008/kcd/Greenfly NetworksllD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 266 Sectio 10 Ancilary Services 10.8.2.31.9 Once the transfer request is accepted, Qwest wil submit the signed PDR Transfer of Responsibility Request Consent Form to vacating and assuming CLECs and the transfer wil be completed. 10.8.3 Rate Elements Qwest recurring and nonrecurring charges for attachments are in accordance with Section 224 of the Act and FCC orders, rules and regulations promulgated there under and with rates established by the Commission. Charges are included in Exhibit A. 10.8.3.1 Inquiry Fee. A non-refundable pre-paid charge used to. recover the costs associated with performing an internal record review to determine if a requested route and/or facility is available, or with respect to ROW, to determine the information necessary to create the MTE matrix or ROW matrix, as applicable, which identifies, for each ROW, the name of the original grantor and the nature of the ROW (i.e., publicly recorded and non-recorded) and the MTE matrix or ROW matrix, as applicable, which identifies each requested legal agreement between Qwest and a third party who has a multiple tenant environment in Qwests possession that relates to Telecommunications Services provided to or through real propert owned by the third part (MTE Agreement) and, for each such MTE Agreement, the name of the third party. Separate Inquiry Fees apply for ROW, poles and ductconduitlinnerduct. 10.8.3.2 Field Verification Fee/Access Agreement Preparation Fee. In the case of poles and ductinnerduct, the Field Verification Fee is a non-refundable pre-paid charge which recovers the estimated actual costs for a field survey verification required for a route and to determine scope of any required make-ready work. Separate Field Verification Fees apply for poles and manholes. In the case of ROW, the Access Agreement Preparation Fee is a non-refundable, pre-paid charge which recovers the estimated actual costs for preparation of the Access Agreement for each ROW requested by CLEC. Field Verification and Access Agreement Preparation Fees shall be biled in advance. 10.8.3.3 Make-Ready Fee. A pre-paid non-refundable (other than true-up) charge which recovers the cost of necessary work required to make the requested facilty/ROW available for access. For innerduct, this could include, but is not limited to, the placing of innerduct in conduitlduct systems or core drillng of. manholes. For Pole Attachment requests, this could include, but is not limited to, the replacement of poles to meet required clearances over roads or land. For ROW, this make-ready could include, but is not limited to, personnel time, including attorney time. With respect to ROW, make~ ready work refers to legal or other investigation or analysis arising out of CLEC's failure to comply with the process described in Exhibit D for ROW, or other circumstances giving rise to such work beyond the simple preparation of one or more Access Agreements. The estimated pre-paid fee shall be biled in advance. 10.8.3.4 Pole Attachment Fee. A pre-paid fee which is charged for the occupancy, including during any make-ready period, of one (1) foot of pole space (except for antenna attachment which requires two (2) feet). This fee shall be annual unless CLEC requests that it be semi-annual. 10.8.3.5 Innerduct Occupancy Fee. A pre-paid fee which is charged for the occupancy, including during any make-ready period, of an innerduct on a per foot basis. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 267 Section 10 Ancilary Services This fee shall be annual unless CLEC requests that it be semi-annual. 10.8.3.6 Access Agreement Consideration. A pre-paid fee which constitutes consideration for conveying access to the ROW to CLEC. This fee shall be a one-time (i.e., nonrecurring) fee. 10.8.3.7 Microduct Occupancy Fee. A pre-paid fee which is chàrged for the occupancy, including during any make-ready period, and biled annually per microduct, per foot. 10.8.3.8 PDR Transfer of Responsibility. Vacating CLEC wil not incur charges for a transfer of responsibility agreement. A PDR Transfer of Responsibilty charge for assuming CLEC wil be a nonrecurring charge associated with the transfer of the agreement. 10.8.4 Ordering There are two (2) steps required before placing an order for access to ROW, ductlinnerduct and Pole Attachment: Inquiry Review and Field Verification. 10.8.4.1 Inquiry Reviews. Upon receipt of an inquiry regarding ROW access, Pole Attachment or ductlinnerduct occupancy, Qwest wil provide CLEC with Exhibit D. CLEC wil review the documents and provide Qwest with maps of the desired area indicating the routes and entrance points for proposed attachment, proposed occupancy or proposed CLEC construction on Qwest owned or controlled poles, ductlinnerduct and ROW as well as the street addresses of any multiple tenant environments upon or through which CLEC proposes construction on ROW owned or controlled by Qwest. CLEC wil include the appropriate inquiry fee with a completed Attachment 1.A from Exhibit D. 10.8.4.1.1 Inquiry Review - DuctlConduitllnnerduct. Qwest wil complete the database inquiry and prepare a ductlconduit structure diagram (referred to as a ItFlatlinelt) which shows distances and access points (such as manholes). Along with the Flatline wil be estimated costs for field verification of available facilties. These materials wil be provided to CLEC within ten (10) Days or within the time frames of the applicable federal or state law, rule or regulation. 10.8.4.1.2 Inquiry Review - Poles. Qwest wil provide the name and contact number for the appropriate local field engineer for joint validation of the poles and route and estimated costs for field verification on Attachment 1.8 of Exhibit D within ten (10) Days of the request. 10.8.4.1.3 Inquiry Review - ROW. Qwest shall, upon request of CLEC, provide the ROW matrix, the MTE matrix and a copy of all publicly recorded agreements listed in those matrices to CLEC within ten (10) Days of the request. Qwest wil provide to CLEC a copy of agreements listed in the matrices that have not been publicly recorded if CLEC obtains authorization for such disclosure from the third part owner(s) of the real propert at issue by an executed version of the Consent to Disclosure form, which is included in Exhibit D, Attachment 4. Qwest may redact all dollar figures from copies of agreements listed in the matrices that have not been publicly recorded that Qwest provides to CLEC. Any August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 268 Section 10 Ancillary Services dispute over whether terms have been redacted appropriately shall be resolved pursuant to the Dispute Resolution procedures set forth in this Agreement. Alternatively, in order to secure any agreement that has not been publicly recorded, CLEC may provide a legally binding and satisfactory agreement to indemnify Qwest in the event of any legal action arising out of Qwests provision of such agreement to CLEC. In that event, CLEC shall not be required to provide an executed Consent to Disclosure form. Qwest makes no warranties concerning the accuracy of the information provided to CLEC; CLEC expressly acknowledges that Qwests files contain only the original ROW instruments, and that the current owner(s) of the fee estate may not be the part identified in the document provided by Qwest. 10.8.4.2 Field Verification - Poles Ductllnnerduct and Access Agreement Preparation (ROW)., CLEC wil review the inquiry results and determine whether to proceed with field verification for poles/ducts or Access Agreement preparation for ROW. If field verification or Access Agreement preparation is desired, CLEC wil sign and return Attachment 1. B of Exhibit D along with a check for the relevant verification fee (Field Verification Fee or Access Agreement Preparation Fee) plus $10.00 per Access Agreement as consideration for the Access Agreement. Upon payment of the relevant fee and Access Agreement consideration, if applicable, Qwest wil provide, as applicable, depending on whether the request is for poles, ductlinnerductlconduit, or ROW: (a) in the case of ductlinnerductconduit, a field survey and site investigation of the ductlinnerductlconduit, including the preparation of distances and drawings, to determine availability of existing ductlinnerductconduit; identification of make-ready costs required to provide space; the schedule in which the make-ready work wil be completed; and, the annual recurring prices associated with the attachment of facilties; (b) in the case of ROW, the completed Access Agreement(s), executed and acknowledged by Qwest. Upon completion of the Access Agreement(s) by CLEC, in accordance with the instructions, terms and conditions set forth in Exhibit D, the Access Agreement becomes effective to convey the interest identified in the Access Agreement (if any). Any dispute regarding whether a legal agreement conveys a ROW shall be resolved between CLEC and the relevant third part or parties, and such disputes shall not involve Qwest; and/or (c) in the case of poles, estimates of make-ready costs and the annual recurring prices associated with the attachment of facilties shall be as provided in Exhibit A. The verification of (a), (b), and (c), above, shall be completed by Qwest not later than forty-five (45) Days after CLEC's submission of the inquiry request. Make-ready time, if any, and CLEC review time is not part of the fort-five (45) Day intervaL. The Attachment 2 quotation shall be valid for ninety (90) Days. 10.8.4.2.1 CLEC-Performed Field Verification. At the option of CLEC, it may perform its own field verification (in lieu of Qwest performing same) with the following stipulations: 1) Verifications wil be conducted by a Qwest approved contractor; 2) A Qwest contractor wil monitor the activity of CLEC contractor and a current labor rate wil be charged to CLEC; 3) CLEC wil provide Qwest with a legible copy of manhole butterfy drawings that reflect necessary make-ready effort; and 4) Qwest wil use CLEC-provided butterfy drawings and documentation to check against existing jobs and provide a final field report of available ductlinnerduct. CLEC wil be charged standard rates for tactical planner time. 10.8.4.3 Order - Poles and Ductllnnerduct. The review, signing and return of August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 269 Section 10 Ancillary Services Attachment 2 of the General Information Document along with payment of the Make- Ready and prorated recurring access charges for the current relevant period (annual or semi-annual) shall be accepted as an order for the attachment or occupancy. Upon receipt of the accepted order from CLEC and applicable payment for the fees identified, Qwest wil assign the requested space and commence any make-ready work which may be required. Qwest wil notify CLEC when poles/ductlinnerduct are ready. 10.8.4.4 Make-Ready - Estimates of Make-Ready are used to cover actual Make- Ready costs. 10.8.4.4.1 If Qwest requests, CLEC wil be responsible for payment of the actual Make-Ready costs determined if such costs exceed the estimate. Such payment shall be made within thirt (30) Days of receipt of an invoice for the costs that exceed the estimate. 10.8.4.4.2 Within fifteen (15) business days of a request, Qwest wil provide CLEC copies of records reflecting actual cost of Make-Ready work; provided, however, that, if Qwest does not possess all such records at the time of the request, then Qwest wil provide copies of such records within fifteen (15) business days of receipt of such records. CLEC must request such records, if at all, within sixty (60) Days after written notification of the completion of the Make- Ready work. 10.8.4.4.3 If the actual Make-Ready costs are less than the estimate, an appropriate credit for the difference wil be issued upon request. Such request must be received within sixty (60) Days following CLEC's receipt of copies of records if CLEC has requested records under this paragraph, or within sixty (60) Days after written notification of the completion of Make-Ready work if CLEC has not requested records under this paragraph. Such credit wil issue within ten (10) business days of Qwests receipt of either all records related to such actual costs or CLEC's request for credit, whichever comes last, but in no event later than ninety (90) Days following the request for credit. 10.8.4.4.4 If CLEC cancels or if, due to circumstances unforeseen during inquiry/venfication, Qwest denies the request for poles, ducts or ROW, upon CLEC request, Qwest wil also refund the difference between the actual Make- Ready costs incurred and those prepaid by CLEC, if any. Such request must be made within thirty (30) Days of CLEC's receipt of written denial or notification of cancellation. Any such refund shall be made within ten (10) business days of either receipt of CLEC's request or Qwests receipt of all records relating to the actual costs, whichever comes last, but in no event later than ninety (90) Days following the deniaL. 10.8.4.5 The PDR Transfer of Responsibility process requires the submission of the DPR Transfer of Responsibility Application Form containing information for both the vacating and assuming CLECs, a signed Qwest PDR Transfer Authorization Agreement, and full payment of the quoted PDR Transfer of Responsibility charge. 10.8.4.5.1 Transfer The PDR Transfer of Responsibilty Application Form and Authorization Agreement are on Qwests web site at: August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 _ Owest Fourteen State Negotiations Template, June 23,2008 270 Section 10 Ancillary Services http://ww.qwest.com/wholesale/pcaUpoleductrow.html. 10.8.4.5.2 The PDR Transfer of Responsibility Application Form and an electronic version of the Transfer Authorization Agreement with "Agreed" entered in the designated signature blocks (this wil act as your electronic signature) must be submitted to wsstcæqwest.com. 10.8.4.5.3 The printed and signed PDR Transfer Authorization Agreement and full payment is to be mailed to: Resource Allocation, 700 W. Mineral MT- G28.24, Littleton CO 80120. 10.8.5 Biling 10.8.5.1 CLEC agrees to pay the following fees in advance as specifed in Exhibit A: Inquiry Fee, Field Verification Fee, Access Agreement Preparation Fee, Make-Ready Fee, Pole Attachment Fee, DucUlnnerduct Occupancy Fee and Access Agreement Consideration. Make- Ready Fees wil be computed in compliance with applicable local, state and federal guidelines. Usage fees for poles/ducUinnerduct (Le., Pole Attachment Fee and DucUlnnerduct Occupancy Fee) wil be assessed on an annual basis (unless CLEC requests a semi-annual basis). Annual usage fees for poles/ducUinnerduct will be assessed as of January 1 of each year. Semi-annual usage fees for poles/ducUinnerduct wil be assessed as of January 1 and July 1 of each year. All fees shall be paid within thirty (30) Days following receipt of invoices. All fees are not refundable except as expressly provided herein. 10.8.5.2 Vacating CLEC is obligated to pay all recurring charges until Owest completes the PDR Transfer of Responsibility request. Once the transfer is complete, the effective date to cease recurring biling wil coincide with the same date recurrng biling starts for assuming CLEC. 10.8.6 Maintenance and Repair In the event of any service outage affecting both Owest and CLEC, repairs shall be effectuated on a non-discriminatory basis as established by local, state or federal requirements. Where such requirements do not exist, repairs shall be made in the following order: electrical, telephone (EAS/local), telephone (Long Distance), and cable television, or as mutually agreed to by the users of the affected poles/ducUinnerduct. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 271 Section 11 Network Security Section 11.0 - NETWORK SECURITY 11.1 Protection of Service and Propert. Each Party shall exercise the same degree of care to prevent harm or damage to the other Part and any third parties, its employees, agents or End User Customers, or their propert as it employs to protect its own personnel, End User Customers and property, etc. 11.2 Each Part 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 federal criminal penalties, as well as civil penalties. CLEC is responsible for covering its employees on such security requirements and penalties. 11.3 The Parties' Telecommunications networks are part of the national security network, and as such, are protected by federal law. Deliberate sabotage 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 covering their employees on such security requirements and penalties. 11.4 Qwest and CLEC share responsibilty for security and network protection for each Collocation arrangement. Each Party's employees, agents or representatives must secure its own portable test equipment, spares, etc. and shall not use the test equipment or spares of other parties. Use of such test equipment or spares without written permission constitutes theft and may be prosecuted. Exceptions are the use of Qwest ladders in the Wire Center, either rollng or track, which CLEC may use in the course of work operations. Qwest assumes no liabilty to CLEC, its agents, employees or representatives, if CLEC uses a Qwest ladder available in the Wire Center. 11.5 Each Party is responsible for the physical security of its employees, agents or representatives. Providing safety glasses, gloves, etc. must be done by the respective employing Part. Hazards handling and safety procedures relative to the Telecommunications environment is the training responsibility of the employing Party. Proper use of tools, ladders, and test gear is the training responsibilty of the employing Party. 11.6 In the event that one Party's employees, agents or representatives inadvertently damage or impair the equipment of the other Part, prompt notification wil be given to the damaged Party by verbal notification between the Parties' technicians at the site or by telephone to each Party's 24 x 7 security numbers. 11.7 Each Party shall comply at all times with Qwest security and safety procedures and requirements while performing work activities on Qwests Premises. 11.8 Qwest wil allow CLEC to inspect or observe spaces which house or contain CLEC equipment or equipment enclosures at any time and to furnish CLEC with all keys, entry codes, lock combinations, or other materials or information which may be needed to gain entry into any secured CLEC space, in a manner consistent with that used by Qwest. August 8, 2008/kcd/Greenfly Networks/ID/CDS~080806-o003 Owest Fourteen State Negotiations Template, June 23, 2008 272 Section 11 Network Security 11.9 Qwest wil limit the keys used in its keying systems for enclosed collocated spaces which contain or house CLEC equipment or equipment enclosures to its employees and representatives to emergency access only. CLEC shall further have the right to change locks where deemed necessary for the protection and security of such spaces. 11.10 Keys may entail either metallc keys or combination electronic ID/key cards. It is solely the responsibility of CLEC to ensure keys are not shared with unauthorized personnel and recover keys and electronic ID/keys promptly from discharged personnel, such that office security is always maintained. Qwest has similar responsibility for its employees. 11.11 CLEC wil train its employees, agents and vendors on Qwest security policies and guidelines. 11.12 When working on Qwest ICDF Frames or in Qwests common or CLEC equipment line-ups, Qwest and CLEC employees, agents and vendors agree to adhere to Qwest quality and performance standards provided by Qwest and as specified in this Agreement. 11.13 CLEC shall report all material losses to Qwest Security. All security incidents are to be referred directly to local Qwest Security - 1-888-879-7328. In cases of emergency, CLEC shall call 911 and 1-888-879-7328. 11.14 Qwest and CLEC employees, agents and vendors wil display the identification/access card above the waist and visible at all times. 11.15 Qwest and CLEC shall ensure adherence by their employees, agents and vendors to all applicable Qwest environmental health and safety regulations. This includes all fire/life safety matters, OSHA, EPA, Federal, State and local regulations, including evacuation plans and indoor air quality. 11.16 and gates. Qwest and CLEC employees, agents and vendors wil secure and lock all doors 11.17 CLEC wil report to Qwest all propert and equipment losses immediately, any lost cards or keys, vandalism, unsecured conditions, security violations, anyone who is unauthorized to be in the work area or is not wearing the Qwest identification/access card. 11.18 Qwest and CLEC's employees, agents and vendors shall comply with Qwest Central Offce fire and safety regulations, which include but are not limited to, wearing safety glasses in designated areas, keeping doors and aisles free and clean of trip hazards such as wire, checking ladders before moving, not leaving test equipment or tools on rollng ladders, not blocking doors open, providing safety straps and cones in installation areas, using electrostatic discharge protection, and exercising good housekeeping. 11.19 Smoking is not allowed in Qwest buildings, Wire Centers, or other Qwest facilities. No open flames shall be permitted anywhere within the buildings, Wire Centers or other facilities. Failure to abide by this restriction may result in denial of access for that individual and may constitute a violation of the access rules, subjecting CLEC employee, agent or vendor to denial of unescorted access. Qwest shall provide written notice within five (5) Days of CLEC violation of this provision to CLEC prior to denial of access and such notice shall include: 1) identification of the violation of this provision and the personnel involved, 2) August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 273 Section 11 Network Security identification of the safety regulation violated, and 3) date and location of such violation. CLEC wil have five (5) Days to remedy any such violation for which it has received notice from Qwest. In the event that CLEC fails to remedy any such violation of which it has received notice within such five (5) Days following receipt of such notice, CLEC shall be denied unescorted access to the affected Premises. In the event CLEC disputes any action Qwest seeks to take or has taken pursuant to this provision, CLEC may pursue immediate resolution by expedited Dispute Resolution. 11.20 No flammable or explosive fluids or materials are to be kept or used anywhere within the Qwest buildings or on the grounds. 11.21 No weapons of any type are allowed on Qwest Premises. Vehicles on Qwest property are subject to this restriction as well. 11.22 Except as otherwise provided in this Agreement, CLEC's employees, agents or vendors may not make any modifications, alterations, additions or repairs to any space within the building or on the grounds, provided, however, nothing in Section 11 shall prevent CLEC, its employees or agents from performing modifications, alterations, additions or repairs to its own equipment or facilities. 11.23 Qwest employees may request CLEC's employees, agents or vendors to stop any work activity that in their reasonable judgment is a jeopardy to personal safety or poses a potential for damage to the Qwest Premises, Qwest equipment or Qwest services within the facility until the situation is remedied. CLEC employees may report any work activity that in their reasonable judgment is a jeopardy to personal safety or poses a potential for damage to the building, CLEC equipment or CLEC services within the facility, to Qwest Service Assurance (800-713-3666) and the reported work activity wil be immediately stopped until the situation is remedied. In the event such non-compliant activity occurs in a Qwest Central Offce, notification of the non-compliant activity may be made to the Central Offce supervisor, and the Central Office supervisor shall immediately stop the reported work activity until the situation is remedied. The compliant Party shall provide immediate notice of the non-compliant work activity to the non-compliant Party and such notice shall include: 1) identification of the non-compliant work activity, 2) identification of the safety regulation violated, and 3) date and location of safety violation. If such non-compliant work activities pose an immediate threat to the safety of the other Part's employees, interference with the performance of the other Part's service obligations, or pose an immediate threat to the physical integrity of the other Party's facilities, the compliant Party may perform such work and/or take action as is necessary to correct the condition at the non-compliant Party's expense. In the event the non-compliant Part disputes any action the compliant Part seeks to take or has taken pursuant to this provision, the non- compliant Part may pursue immediate resolution by expedited Dispute Resolution. If the non- compliant Party fails to correct any safety non-compliance within ten (10) Days of written notice of non-compliance, or if such non-compliance cannot be corrected within ten (10) Days of written notice of non-compliance, and if the non-compliant Party fails to take all appropriate steps to correct as soon as reasonably possible, the compliant Party may pursue immediate resolution by expedited Dispute Resolution. 11.24 Qwest is not liable for any damage, theft or personal injury resulting from CLEC's employees, agents or vendors parking in a Qwest parking area. 11.25 CLEC's employees, agents or vendors outside the designated CLEC access area, or without proper identification may be asked to vacate the Premises and Qwest security August 8, 2008/kcd/Greenßy NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 274 Section 11 Network Securi may be notified. Continued violations may result in termination of access privileges. Owest shall provide immediate notice of the security violation to CLEC and such notice shall include: 1) identification of the security violation, 2) identifcation of the security regulation violated, and 3) date and location of security violation. CLEC wil have five (5) Days to remedy any such alleged security violation before any termination of access privileges for such individuaL. In the event CLEC disputes any action Owest seeks to take or has taken pursuant to this provision, CLEC may pursue immediate resolution by expedited or other Dispute Resolution. 11.26 Centers: Building related problems may be referred to the Owest Work Environment 800-879-3499 (CO, WY, AZ, NM) 800-201-7033 (all other Owest states) 11.27 CLEC wil submit a Owest Collocation Access Application form for individuals needing to access Owest facilities. CLEC and Owest wil meet to review applications and security requirements. 11.28 CLEC employees, agents and vendors wil utilze only corridors, stairways and elevators that provide direct access to CLEC's space or the nearest restroom facility. Such access will be covered in orientation meetings. Access shall not be permitted to any other portions of the building. 11.29 CLEC wil collect identification/access cards for any employees, agents or vendors no longer working on behalf of CLEC and forward them to Owest Security. If cards or keys cannot be collected, CLEC wil immediately notify Owest at 800-210-8169. 11.30 CLEC wil assist Owest in validation and verification of identification of its' employees, agents and vendors by providing a telephone contact available seven (7) Days a week, twenty-four (24) hours a Day. 11.31 Owest and CLEC employees, agents and vendors wil notify Owest Service Assurance (800-713-3666) prior to gaining access into a Central Offce after hours, for the purpose of disabling Central Offce alarms for CLEC access. Normal business hours are 7:00 a.m. to 5:00 p.m. 11.32 CLEC wil notify Owest if CLEC has information that its employee, agent or vendor poses a safety and/or security risk. Owest may deny access to anyone who in the reasonable judgment of Owest threatens the safety or security of facilities or personneL. 11.33 CLEC wil supply to Owest Security, and keep up to date, a list of its employees, agents and vendors who require access to CLEC's space. The list wil include names and social security numbers. Names of employees, agents or vendors to be added to the list wil be provided to Owest Security, who wil provide it to the appropriate Owest personneL. 11.34 Revenue Protection. Owest shall make available to CLEC all present and future fraud prevention or revenue protection features. These features include, but are not limited to, screening codes, information digits '29' and '70' which indicate prison and COCOT pay phone originating line types respectively; call blocking of domestic, international, 800, 888, 900, NPA- 976, 700 and 500 numbers. Owest shall additionally provide partitioned access to fraud August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 275 Section 11 Network Security prevention, detection and control functionality within pertinent Operations Support Systems which include but are not limited to LIDS Fraud monitoring systems. 11.34.1 Uncollectable or unbilable revenues resulting from, but not confined to, Provisioning, maintenance, or signal network routing errors shall be the responsibility of the Part causing such error or malicious acts, if such malicious acts could have reasonably been avoided. 11.34.2 . Uncollectible or unbilable revenues resulting from the accidental or malicious alteration of softare underlying Network Elements or their subtending Operational Support Systems by unauthorized third parties that could have reasonably been avoided shall be the responsibility of the Part having administrative control of access to said Network Element or operational support system softare. 11.34.3 Owest shall be responsible for any direct uncollectible or unbilable revenues resulting from the unauthorized physical attachment to Loop facilties from the Main Distribution Frame up to and including the Network Interface Device, including c1ip- on fraud, if Owest could have reasonably prevented such fraud. 11.34.4 To the extent that incremental costs are directly attributable to a revenue protection capability requested by CLEC, those costs wil be borne by CLEC. 11.34.5 To the extent that either Part is liable to any toll provider for fraud and to the extent that either Part could have reasonably prevented such fraud, the Part who could have reasonably prevented such fraud must indemnify the other for any fraud due to compromise of its network (e.g., clip-on, missing information digits, missing toll restriction, etc.). 11.34.6 If Owest becomes aware of potential fraud with respect to CLEC's accounts, Owest wil promptly inform CLEC and, at the direction of CLEC, take reasonable action to mitigate the fraud where such action is possible. 11.35 Law Enforcement Interface. Owest provides emergency assistance to 911 centers and law enforcement agencies seven (7) Days a week/twenty-four (24) hours a Day. Assistance includes, but is not limited to, release of 911 trace and subscriber information; in- progress trace requests; establishing emergency trace equipment, release of information from an emergency trap/trace or *57 trace; requests for emergency subscriber information; assistance to law enforcement agencies in hostage/barricade situations, kidnappings, bomb threats, extortion/scams, runaways and life threats. 11.36 Owest provides trap/trace, pen register and Title II assistance directly to law enforcement, if such assistance is directèd by a court order. This service is provided during normal business hours, Monday through Friday. Exceptions are addressed in the above paragraph. The charges for these services wil be biled directly to the law enforcement agency, without involvement of CLEC, for any lines served from Owest Wire Centers or cross boxes. 11.37 In all cases involving telephone lines served from Owest Wire Centers or cross boxes, whether the line is a resold line or Unbundled Loop element, Owest wil perform trap/trace Title II and pen register assistance directly with law enforcement. CLEC wil not be involved or notified of such actions, due to non-disclosure court order considerations, as well as timely response duties when law enforcement agencies are involved. Exceptions to the above August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23,2008 276 Section 11 Network Security wil be those cases, as yet undetermined, where GLEG must participate due to technical reasons wherein its circuitry must be accessed or modified to comply with law enforcement, or for legal reasons that may evolve over time. GLEG will provide Owest with a twenty-four (24) hours a Day, seven (7.) Days a week contact for processing such requests, should they occur. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 277 Section 12 Access to Operational Support Systems (OSS) Section 12.0 - ACCESS TO OPERATIONAL SUPPORT SYSTEMS (OSS) 12.1 Description 12.1.1 Owest has developed and shall continue to provide Operational Support System (OSS) interfaces using electronic gateways and manual processes. These gateways actas a mediation or control point between CLEC's and Owests OSS. These gateways provide security for the interfaces, protecting the integrity of the Owest OSS and databases. Owests OSS interfaces have been developed to support Pre-ordering, Ordering and Provisioning, Maintenance and Repair and Billng. This section describes the interfaces and manual processes that Owest has developed and shall provide to CLEC. Additional technical information and details shall be provided by Owest in training sessions and documentation and support, such as the "Interconnect Mediated Access Usets Guide." Owest wil continue to make improvements to the electronic interfaces as technology evolves, Owests legacy systems improve, or CLEC needs require. Owest shall provide notification to CLEC consistent with the provisions of the Change Management Process (CMP) set forth in Section 12.2.6. 12.1.2 Through its electronic gateways and manual processes, Owest shall provide CLEC non-discriminatory access to Owests OSS for Pre-ordering, Ordering and Provisioning, Maintenance and Repair, and Billng functions. For those functions with a retail analogue, such as pre-ordering and ordering and Provisioning of resold services, Owest shall provide CLEC access to its OSS in substantially the same time and manner as it provides to itself. For those functions with no retail analogue, such as pre-ordering and ordering and Provisioning of Unbundled Elements, Owest shall provide CLEC access to Owests OSS suffcient to allow an effcient competitor a meaningful opportunity to compete. Owest will comply with the standards for access to OSS set forth in Section 20. Owest shall deploy the necessary systems and personnel to provide suffcient access to each of the necessary OSS functions. Owest shall provide assistance for CLEC to understand how to implement and use all of the available OSS functions. Owest shall provide CLEC suffcient electronic and manual interfaces to allow CLEC equivalent access to all of the necessary OSS functions. Through its web site, training, disclosure documentation and development assistance, Owest shall disclose to CL"EC any internal business rules and other formatting information necessary to ensure that CLEC's requests and orders are processed effciently. Owest shall provide training to enable CLEC to devise its own course work for its own employees. Through its documentation available to CLEC, Owest wil identify how its interface differs from national guidelines or standards. Owest shall provide OSS designed to accommodate both current demand and reasonably foreseeable demand. 12.2 OSS Support for Pre-ordering, Ordering and Provisioning 12.2.0 Owest wil establish interface contingency plans and disaster recovery plans for the interfaces described in this Section. Owest wil work cooperatively with CLECs through the CMP to consider any suggestions made by CLECs to improve or modify such plans. CLEC- specific requests for modifications to such plans wil be negotiated and mutually agreed upon between Owest and CLEC. 12.2.0.1 Ordering and Provisioning 12.2.0.1.1 Ordering and Provisioning - Owest wil provide access to ordering and status functions. CLEC wil populate the service request to identify what Augùst 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 278 Section 12 Access to Operational Support Systems (OSS) features, services, or elements it wishes Qwest to provision in accordance with Qwests published business rules. 12.2.0.1.2 Qwest wil provide all Provisioning services to CLEC during the same business hours that Qwest provisions services for its End User Customers. Qwest wil provide out-of-hours Provisioning services to CLEC on a non- discriminatory basis, as it provides such Provisioning services to itself, its End User Customers, its Affliates or any other Party. Qwest shall disclose the business rules regarding out-of-hours Provisioning on its wholesale web site. 12.2.0.1.3 When CLEC places a manual order, Qwest wil provide CLEC with a manual Firm Order Confirmation (FOC) notice. The confirmation notice wil follow industry-standard formats. 12.2.0.1.4 Business rules regarding rejection of Local Service Requests (LSR) or Access Service Requests (ASR) are subject to the provisions of Sectión 12.2.6. 12.2.0.1.5 When Qwest provides installation on behalf of CLEC, Qwest wil advise CLEC's End User Customer to notify CLEC immediately if the End User Customer requests a service change at the time of installation. 12.2.1 Ordering Process 12.2.1.1 Local Service Requests (LSR) 12.2.1.1.1 Qwest shall provide electronic interface gateways for submission of LSRs, including both an application-to-application interface and a Graphical User Interface (GUI). 12.2.1.1.2 The interface guidelines for the application-to-application interface are based upon the Order & Billng Forum (OBF) Local Service Order Guidelines (LSOG), and the appropriate electonic transmission standards. Exceptions to the above guidelines/standards shall be specified in the Interconnect Mediated Access (IMA) disclosure documents. 12.2.1.1.3 The GUI shall provide a single interface for Pre-order and Order transactions from CLEC to Qwest and is browser based. The GUI interface shall be based on the LSOG and utilzes a WEB standard technology, Hyper Text Markup Language (HTML), JAVA and the Transmission Control ProtocollInternet Protocol (TCPIIP) to transmit messages. 12.2.1.1.4 Functions Pre-ordering - Qwest wil provide real time, electronic access to pre-order functions to support CLEC's ordering via the electronic interfaces described herein. Qwest wil make the following real time pre-order functions available to CLEC: 12.2.1.1.4.1 Features, services and Primary Interexchange Carrier (PIC) options for IntraLATA toll and InterLATA toll available at a valid service address; August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 279 Section 12 Access to Operational Support Systems (OSS) 12.2.1.1.4.2 Access to Customer Service Records (CSRs) for Qwest retail or resale End User Customers. The information wil include Biling name, service address, Biling address, service and feature subscription, Directory Listing information, and Long Distance Carrier identity; 12.2.1.1.4.3 Telephone number request and selection; 12.2.1.1.4.4 Reservation of appointments for service installations requiring the dispatch of a Qwest technician on a non-discriminatory basis; 12.2.1.1.4.5 Information regarding whether dispatch is required for service installation and available installation appointments; 12.2.1.1.4.6 Service address verification; 12.2.1.1.4.7 Facility availability, Loop qualification and Loop make-up information, including, but not limited to, Loop length, presence of Bridged Taps, repeaters, and loading coils; 12.2.1.1.4.8 A list of valid available CFAs for Unbundled Loops; 12.2.1.1.4.9 A list of one to five (1-5) individual Meet Points or a range of Meet Points for shared Loops; 12.2.1.1.4.10 Design Layout Record (DLR) Query which provides the layout for the local portion pf a circuit at a particular location where applicable; 12.2.1.1.4.11 NC/NCI combinations supported by IMA flow-through can be addressed; 12.2.1.1.4.12 Raw Loop Data can be.validated in IMA and QORA and retrieved by segments and sub-segments; and 12.2.1.1.4.13 Loop Qualification for ISDN and Qwest DSL services can be performed using IMA Loop Qualification TooL. 12.2.1.1.5 When CLEC places an electronic order, Qwest wil provide CLEC with an electronic FOC. The FOC wil follow industry-standard formats and contain the Qwest Due Date for order completion. Upon completion of the order, Qwest supplies two (2) completion notices: 1) service order completion (SOC) which notifies CLEC when the service order record was completed, and 2) Billng completion that notifies CLEC that the service order has posted to the Billng system. 12.2.1.1.6 When CLEC places an electronic order, Qwest wil provide notification electronically of any instances when 1) Qwests Committed Due Date is in jeopardy of not being met by Qwest, or 2) an order is rejected. The standards for returning such notices are set forth in Section 20. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 280 Secton 12 Access to Operational Support Systems (OSS) 12.2.1.1.7 When CLEC places a manual order, Qwest provide notification of any instances when 1) Qwests committed Due Date is in jeopardy of not being met by Qwest on any service, or 2) an order is rejected. The standards for returning such notices are set forth in Section 20. 12.2.1.1.8 Dial-Up Capabilities 12.2.1.1.8.1 Intentionally Left Blank. 12.2.1.1.8.2 Intentionally Left Blank. 12.2.1.1.8.3 When CLEC requests from Owest more than fift (50) SecurlDs for use by CLEC Customer service representatives at a single CLEC location, CLEC shall use a T1 line instead of dial-up access at that location. If CLEC is obtaining the line from Qwest, then CLEC shall be able to use SecurlDs until such time as Qwest provisions the T1 line and the line permits pre-order and order information to be exchanged between Qwest and CLEC. 12.2.1.1.9 Application-to-application Facilties-based Listing Process. Qwest shall provide an application-ta-application facilities-based listing interface to enable CLEC's listing data to be translated and passed into the Qwest listing database. This interface is based upon OBF LSOG and the appropriate electronic transmission standards. Qwest shall supply exceptions to these guidelines/standards in writing in suffcient time for CLEC to adjust system requirements. 12.2.1.2 Access Service Request (ASR) 12.2.1.2.1 Qwest shall provide a computer-to-computer batch file interface, an application-to-application interface, and a GUI interface for submission of ASRs based upon the OBF Access Service Order Guidelines (ASOG). Qwest shall supply exceptions to these guidelines in writing in sufficient time for CLEC to adjust system requirements. 12.2.1.2.2 Functions Pre-ordering. Qwest wil provide real time, electronic access to pre-order functions to support CLEC's ordering via the electronic interfaces described in this Section. Qwest wil make the following real time pre- order functions available to CLEC: 12.2.1.2.2.1 Service Address validation; 12.2.1.2.2.2 12.2.1.2.2.3 CFA validation; NC-NCI validation; 12.2.1.2.2.4 BAN validation; and 12.2.1.2.2.5 CLLI validation. 12.2.1.2.3 When CLEC places an electronic or manual order, August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 281 Section 12 Access to Operational Support Systems (OSS) Owest wil provide notification of any instances when 1) Owests committed Due Date is in jeopardy of not being met by Owest, or 2) an order is rejected. The standards for returning such notices are set forth in Section 20. 12.2.1.2.4 When CLEC places an electronic order, Owest wil provide CLEC with an electronic Firm Order Confirmation notice (FOC). The FOC wil follow industry-standard formats and contain the Owest Due Date for order completion. 12.2.2 Maintenance and Repair 12.2.2.1 Owest shall provide electronic interface gateways, including an Electronic Bonding intenace and a GUI intenace, for reviewing an End User Customer's trouble history at a specific location, conducting testing of an End User Customer's service where applicable, and reporting trouble to facilitate the exchange of updated information and progress reports between Owest and CLEC while the Trouble Report (TR) is open and a Owest technician is working on the resolution. CLEC may also report trouble through manual processes. For designed services, the TR wil not be closed prior to verification by CLEC that trouble is cleared. 12.2.3 Interface Availability 12.2.3.1 Owest shall make its OSS intenaces available to CLEC during the hours listed in the Gateway Availabilty PIDs in Section 20. 12.2.3.2 Owest shall notify CLEC in a timely manner regarding system downtime through mass email distribution and pop-up windows as applicable. 12.2.4 Biling 12.2:41 For products biled out of the Owest Interexchange Access Billng System (lABS), Owest will utilze the existing CABS/BOS format and technology for the transmission of bils. 12.2.4.2 For products biled out of the Owest Customer Record Information System (CRIS), Owest wil utilze the existing EDI standard for the transmission of monthly local Biling information. EDI is an established standard under the auspices of the ANSI/ASC X12 Committee. A proper subset of this specification has been adopted by the Telecommunications Industry Forum (TCIF) as the "811 Guidelines" specifically for the purposes of Telecommunications Billng. Any deviance from these standards and guidelines shall be documented and accessible to CLEC. 12.2.5 Outputs Output information wil be provided to CLEC in the form of bils, files, and reports. Bils wil capture all regular monthly and incremental/usage charges and present them in a summarized format. The fies and reports delivered to CLEC come in the following categories: August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-00Ò3 Owest Fourteen State Negotiations Template, June 23, 2008 282 Section 12 Access to Operational Support Systems (OSS) Usage Record File Line Usage Information Loss and Completion Order Information Category 11 Facilty Based Line Usage Information SAG/FAM Street Address/Facility Availability Information 12.2.5.1 Bils 12.2.5.1.1 CRIS Summary Bil - The CRIS Summary Bil represents a monthly summary of charges for most wholesale products sold by Owest. This bil includes a total of all charges by entity plus a summary of current charges and adjustments on each sub-account. Individual sub-accounts are provided as Billng detail and contain monthly, one-time charges and incremental/call detail information. The Summary Bill provides one bil and one payment document for CLEC. These bils are segmented by state and bil cycle. The number of bils received by CLEC is dictated by the product ordered and the Owest region in . which CLEC is operating. 12.2.5.1.2 lABS Bil - The lABS Bil represents a monthly summary of charges. This bil includes monthly and one-time charges plus a summary of any usage charges. These bils are segmented by product, LATA, Billng account number (BAN) and bil cycle. 12.2.5.2 Files and Reports 12.2.5.2.1 Daily Usage Record File provides the accumulated set of call information for a given Day as captured or recorded by the network Switches. This fie will be transmitted Monday through Friday, excluding Owest holidays. This information is a fie of unrated Owest originated usage messages and rated CLEC originated usage messages. It is provided in ATIS standard Electronic Message Interface (EMI) format. This EMI format is outlined in the document SR-320; which can be obtained directly from ATIS. The Daily Usage Record File contains multi-state data for the Data Processing Center generating this information. Individual state identification information is contained with the message detaiL. Owest wil provide this data to CLEC with the same level of precision and accuracy it provides itself. This fie wil be provided for resale products. 12.2.5.2.2 The charge for this Daily Usage Record File is contained in Exhibit A of this Agreement. 12.2.5.2.3 Routing of in-region IntraLATA Collect, Callng Card, and Third Number Biled Messages - Owest wil distnbute in-region Intra LA TA collect, calling card, and third number biled messages to CLEC and exchange with other CLECs operating in region in a manner consistent with existing inter-company processing agreements. Whenever the daily usage information is transmitted to a Carrier, it wil contain these records for these types of calls as welL. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 283 Section 12 Access to Operational Support Systems (OSS) 12.2.5.2.4 Loss Report provides CLEC with a daily report that contains a list of accounts that have had lines and/or services disconnected. This may indicate that the End User Customer has changed CLECs or removed services from an existing account. This report also details the order number, service name and address, and date this change was made. Individual reports wil be provided for resale, Unbundled Loop, and Interim Number Portability products. 12.2.5.2.5 Completion Report provides CLEC with a daily report. This report is used to advise CLEC that the order(s) for the service(s) requested is complete. It details the order number, service name and address and date this change was completed. Individual reports wil be provided for resale and Unbundled Loop products. 12.2.5.2.6 Category 11 Records are Exchange Message Records (EMR) which provide mechanized record formats that can be used to exchange access usage information between Owest and CLEC. Category 1101 series recörds are used to exchange detailed access usage information. 12.2.5.2.7 Intentionally Left Blank. 12.2.5.2.8 SAG/FAM Files. The SAG (Street Address Guide)/FAM (Features Availability Matrix) fies contain the following information: a) SAG provides Address and Serving Central Offce Information. b) FAM provides USOCs and descriptions by state (POTS services only), and USOC availability by NPA-NXX with the exception of Centrex. InterLATAllntraLATA Carriers by NPA-NXX. These fies are made available via a download process. They can be retrieved by FTP (File Transfer Protocol), NDM connectivity, or a Web browser. 12.2.6 Change Management. Owest agrees to maintain a change management process, known as (CMP), that is consistent with or exceeds industry guidelines, standards and practices to address Owests OSS, products and processes. The CMP shall include, but not be limited to, utilization of the following: (i) a forum for CLEC and Owest to discuss CLEC and Owest change requests (CR), CMP notifications, systems release life cycles, and communications; (ii) provide a forum for CLECs and Owest to discuss and prioritize CRs, where applicable pursuant to the CMP Document; (ii) a mechanism to track and monitor CRs and CMP notifications; (iv) established intervals where appropriate in the process; (v) processes by which CLEC impacts that result from changes to Owests OSS, products or processes can be promptly and effectively resolved; (vi) processes that)are effective in maintaining the shortest timeline practicable for the receipt, development and implementation of all CRs; (vii) suffcient dedicated Owest processes to address and resolve in a timely manner CRs and other issues that come before the CMP body; (vii) processes for ass Interface testing; (ix) information that is clearly organized and readily accessible to CLECs, including the availability of web-based tools; (x) documentation provided by Owest that is effective in enabling CLECs to build an electronic gateway; and (xi) a process for changing CMP that calls for collaboration among CLECs and Owest and requires agreement by the CMP participants. Pursuant to the scope and procedures set forth in the CMP Document, Owest will submit to CLECs through the CMP, among other things, modifications to existing products and technical documentation available to August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 284 Section 12 Access to Operational Support Systems (OSS) CLECs, introduction of new products available to CLECs, discontinuance of products available to CLECs, modifications to pre-ordering, ordenng/provisioning, maintenance/repair or billng processes, introduction of pre-ordering, ordenng/provisioning, maintenance/repair or biling processes, discontinuance of pre-ordering, ordering/provisioning, maintenance/repair or billng processes, modifications to existing OSS interfaces, introduction of new OSS interfaces, and retirement of existing OSS interfaces. Qwest wil maintain as part of CMP an escalation process so that CMP issues can be escalated to a Qwest representative authorized to make a final decision and a process for the timely resolution of disputes. The governing document for CMP, known as the "Change Management Process" Document is the subject of ongoing negotiations between Qwest and CLECs in the ongoing CMP. The CMP Document wil continue to be changed through those discussions. The CMP Document reflects the commitments Qwest has made regarding maintaining its CMP and Qwest commits to implement agreements made in the CMP process as soon as practicable after they are made. The CMP Document wil be subject to change through the CMP, as set forth in the CMP Document. Qwest wil maintain the most current version of the CMP Document on its wholesale web site. 12.2.6.1 In the course of establishing operational ready system interfaces between Qwest and CLEC to support local service delivery, CLEC and Qwest may need to define and implement system interface specifications that are supplemental to existing standards. CLEC and Qwest wil submit such specifications to the appropriate standards committee and wil work towards their acceptance as standards. 12.2.6.2 Release updates wil be implemented pursuant to the CMP. Intentionally Left Blank.12.2.6.3 12.2.7 CLEC Responsibilties for Implementation of OSS Interfaces 12.2.7.1 Before CLEC implementation can begin, CLEC must completely and accurately answer the New Customer Questionnaire as required in Section 3.2. 12.2.7.2 Once Qwest receives a complete and accurate New Customer Questionnaire, Qwest and CLEC wil mutually agree upon time frames for implementation of connectivity between CLEC and the OSS interfaces. 12.2.8 Qwest Responsibilties for On-going Support for OSS Interfaces Qwest wil support previous application-to-application releases for six (6) months after the next subsequent release has been deployed. 12.2.8.1 release. Qwest wil provide written notice to CLEC of the need to migrate to a new 12.2.8.2 Qwest wil provide an Implementation Coordinator to work with CLEC for business scenario re-certification, migration and data conversion strategy definition. 12.2.8.3 Re-certification is the process by which CLEC demonstrates the ability to generate correct functional transactions for enhancements not previously certified. Qwest wil provide the suite of tests for re-certification to CLEC with the issuance of the disclosure document. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 285 Section 12 Access to Operational Support Systems (OSS) 12.2.8.4 Qwest shall provide training mechanisms for CLEC to pursue in educating its internal personneL. Qwest shall provide training necessary for CLEC to use Qwests ass interfaces and to understand Qwests documentation, including Qwests business rules. 12.2.9 CLEC Responsibilties for On-going Support for OSS Interfaces 12.2.9.1 If using the GUI interface, CLEC wil take reasonable efforts to train CLEC personnel on the GUI functions that CLEC wil be using. 12.2.9.2 An application-to-application exchange protocol wil be used to transport electronically-formatted content. CLEC must perform certification testing of exchange protocol prior to using the application-to-application interface. 12.2.9.3 Qwest wil provide CLEC with access to a stable testing environment that mirrors production to certify that its ass wil be capable of interacting smoothly and effciently with Qwests ass. Qwest has established the following test processes to assure the implementation of a solid interface between Qwest and CLEC: 12.2.9.3.1 Connectivity Testing - CLEC and Qwest wil conduct connectivity testing. This test wil establish the abilty of the trading partners to send and receive electronic messages effectively. This test verifies the communications between the trading partners. Connectivity is established during each phase of the implementation cycle. This test is also conducted prior to controlled production and before going live in the production environment if CLEC or Qwest has implemented environment changes when moving into production. 12.2.9.3.2 Stand-Alone Testing Environment (SATE) regression testing: Qwests stand-alone testing environment wil take pre-order and order requests, pass them to the stand-alone database, and return responses to CLEC during its development and implementation of application-to-application interface. Regression testing-SATE provides CLEC the opportunity to validate its technical development efforts built via Qwest documentation without the need to schedule test times. This testing verifies CLEC's abilty to send correctly formatted electronic transactions through the IMA system edits successfully for both new and existing releases. SATE uses test account data supplied by Qwest. Qwest wil make additions to the test beds and test accounts as it introduces new ass electronic interface capabilities, including support of new products and services, new interface features, and functionalities. All SATE pre-order queries and orders are subjected to the same edits as production pre-order and order transactions. This testing phase is optionaL. 12.2.9.3.3 SATE-progression testing: CLEC has the option of participating with Qwest in progression testing to provide CLEC with the opportunity to validate technical development efforts and to quantify processing results. Progression testing provides CLEC the opportunity to validate its technical development efforts built via Qwest documentation without the need to schedule test times. This testing verifies CLEC's ability to send correctly formatted electronic transactions through IMA system edits successfully for both new and existing releases. SATE uses test account data supplied by Qwest. Qwest wil August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 286 Section 12 Access to Operational Support Systems (OSS) make additions to the test beds and test accounts as it introduces new ass electronic interface capabilities, including support of new products and services, new interface features, and functionalities. All SATE pre-order queries and orders are subjected to the same edits as production pre-order and order transactions. This testing phase is required. 12.2.9.3.4 Controlled Production - Qwest and CLEC wil perform controlled production. The controlled production procss is designed to validate the abilty of CLEC to transmit electronic data that completely meets the appropriate electronic transmission standards and complies with all Qwest business rules. Controlled production consists of the controlled submission of actual CLEC production requests to the Qwest production environment. Qwest treats these pre-order queries and orders as production pre-order and order transactions. Qwest and CLEC use controlled production results to determine operational readiness. Controlled production requires the use of valid account and order data. All certification orders are considered to be live orders and wil be provisioned. 12.2.9.3.5 If CLEC is using the application-to-application interface, Qwest shall provide CLEC with a pre-allotted amount of time to complete certification of its business scenarios. Qwest wil allow CLEC a reasonably suffcient amount of time during the day and a reasonably suffcient number of days during the week to complete certification of its business scenarios consistent with CLEC's business plan. It is the sole responsibilty of CLEC to schedule an appointment with Qwest for certification of its business scenarios. CLEC must make every effort to comply with the agreed upon dates and times scheduled for the certification of its business scenarios. If the certification of business scenarios is delayed due to CLEC, it is the sole responsibilty of CLEC to schedule new appointments for certification of its business scenarios. Qwest wil make reasonable efforts to accommodate CLEC schedule. Conflcts in the schedule could result in certification being delayed. If a delay is due to Qwest, Qwest will honor CLEC's schedule through the use of alternative hours. 12.2.9.4 If CLEC is using the application-to-application interface, CLEC must work with Qwest to certify the business scenarios that CLEC wil be using in order to ensure successful transaction processing. Qwest and CLEC shall mutually agree to the business scenarios for which CLEC requires certification. Certification wil be granted for the specified release of the interface. If CLEC is certifying multiple products or services, CLEC has the option of certifying those products or services serially or in parallel where Technically Feasible. 12.2.9.4.1 For a new softare release or upgrade, Qwest wil provide CLEG a stable testing environment that mirrors the production environment in order for CLEC to test the new release. For softare releases and upgrades, Qwest has implemented the testing processes set forth in Sections 12.2.9.3.2, 12.2.9.3.3 and 12.2.9.3.4. 12.2.9.5 New releases of the application-to-application interface may require re- certification of some or all business scenarios. A determination as to the need for re- certification wil be made by the Qwest coordinator in conjunction with the release manager of each IMA release. Notice of the need for re-certification wil be provided to August 8, 2008/kcd/Greenfly NetworksIlD/CD$-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 ..287 Section 12 Access to Operational Support Systems (OSS) CLEC as the new release is implemented. The suite of re-certification test scenarios wil be provided to CLEC with the disclosure document. If CLEC is certifying multiple products or services, CLEC has the option of certifying those products or services serially or in parallel, where Technically Feasible. 12.2.9.6 CLEC wil contact the Owest Implementation Coordinator to initiate the migration process. CLEC may not need to certify to every new IMA application-to- application release, however, CLEC must complete the re-certification and migration to the new release within six (6) months of the deployment of the new release. CLEC wil use reasonable efforts to provide suffcient support and personnel to ensure that issues that arise in migrating to the new release are handled in a timely manner. 12.2.9.6.1 The following rules apply to initial development and certification of IMA application-to-application interface versions and migration to subsequent application-to-application interface versions: 12.2.9.6.1.1 SATE regression or SATE progression interoperabilty testing must begin on the prior release before the next release is implemented. Otherwise, CLEC wil be required to move its implementation plan to the next release. 12.2.9.6.1.2 New IMA application-to-application users must be certified and in production with at least one (1) product and one (1) order activity type on a prior release two (2) months after the implementation of the next release. Otherwise, CLEC wil be required to move its implementation plan to the next release. 12.2.9.6.1.3 Any IMA application-to-application user that has been placed into production on the prior release not later than two (2) months after the next release implementation may continue certifying additional products and activities until two (2) months prior to the retirement of the release. To be placed into production, the products/order activities must have been tested in the SATE environment before two (2) months after the implementation of the next release. 12.2.9.7 CLEC wil be expected to execute the re-certification test cases in the stand alone test environment. CLEC wil provide Purchase Order Numbers (PONs) of the successful test cases to Qwest. . 12.2.9.8 In addition to the testing set forth in other sections of Section 12.2.9, upon request by CLEC, Owest shall enter into negotiations for comprehensive production test procedures. In the event that agreement is not reached, CLEC shall be entitled to employ, at its choice, the Dispute Resolution procedures of this Agreement or expedited resolution through request to the state Commission to resolve any differences. In such cases, CLEC shall be entitled to testing that is reasonably necessary to accommodate identified business plans or operations needs, accounting for any other testing relevant to those plans or needs. As part of the resolution of such dispute, there shall be considered the issue of assigning responsibility for the costs of such testing. Absent a finding that the test scope and activities address issues of common interest to the CLEC community, the costs shall be assigned to CLEC requesting the test procedures. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 288 Section 12 Access to Operational Support Systems (OSS) 12.2.10 ClEC Support 12.2.10.1 Qwest shall provide documentation and assistance - for CLEC to understand how to implement and use all of the available OSS functions. Qwest shall provide to CLEC in writing any internal business rules and other formatting information necessary to ensure that CLEC's requests and orders are processed effciently. This assistance wil include, but is not limited to, contacts to the CLEC account team, training, documentation, and CLEC Help Desk. Qwest wil also supply CLEC with an escalation level contact list in the event issues are not resolved via contacts to the CLEC account team, training, documentation and CLEC Help Desk. 12.2.10.2 CLEC Help Desk 12.2.10.2.1 The CLEC Systems Help Desk wil provide a single point of entry for CLEC to gain assistance in areas involving connectivity, system availability, and file outputs. The CLEC Systems Help Desk areas are further described below. 12.2.10.2.1.1 Connectivity covers trouble with CLEC's access to the Qwest system for hardware configuration requirements with relevance to application-to-application and GUI interfaces; software configuration requirements with relevance to application-to-application and GUI interfaces; modem configuration requirements, T1 configuration and dial- in string requirements, firewall access configuration, web-services configuration, SecurlD configuration, Profile Setup, and password verification. 12.2.10.2.1.2 System Availability covers system errors generated during an attempt by CLEC to place orders or open trouble reports through application-to-application and GUI interfaces. These system errors are limited to: Resale/POTS; UNE POTS; Design Services and Repair. 12.2.10.2.1.3 File Outputs covers CLEC's output files and reports produced from its usage and order activity. File outputs system errors are limited to: Daily Usage File; Loss / Completion File, lABS Bil, CRIS Summary Bil, Category 11 Report and SAG/FAM Reports. 12.2.10.3 Additional assistance to CLEC is available through various public.web sites. These web sites provide electronic interface training information and user documentation and technical specifications and are located on Qwests wholesale web site. Qwest will provide Interconnect Service Center Help Desks which wil provide a single point of contact for CLEC to gain assistance in areas involving order submission and manual processes. 12.2.11 Compensation/Cost Recovery Recurring and nonrecurring OSS charges, as applicable, wil be biled at rates set forth in Exhibit A. Any such rates wil be consistent with Existing Rules. Qwest shall not impose any recurring or nonrecurring OSS charges unless and until the Commission authorizes Qwest to August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 289 Secion 12 Accss to Operational Support Systems (OSS) impose such charges and/or approves applicable rates at the completion of appropriate cost docket proceedings. 12.3 Maintenance and Repair 12.3.1 Service Levels 12.3.1.1 Owest wil provide repair and maintenance for all services covered by this Agreement in substantially the same time and manner as that which Owest provides for itself, its End User Customers, its Affilates, or any other part. Owest shall provide CLEC repair status information in substantially the same time and manner as Owest provides for its retail services. 12.3.1.2 During the term of this Agreement, Owest wil provide necessary maintenance business process support to allow CLEC to provide similar service quality to that provided by Owest to itself, its End User Customers, its Affliates, or any other party. 12.3.1.3 Owest wil perform repair service that is substantially the same in timeliness and quality to that which it provides to itself, its End User Customers, its Affliates, or any other party. Trouble calls from CLEC shall receive response time priority that is substantially the same as that provided to Owest, its End User Customers, its Affiliates, or any other part and shall be handled in a nondiscriminatory manner. 12.3.2 Branding 12.3.2.1 Owest shall use unbranded Maintenance and Repair forms while interfacing with CLEC End User Customers. Upon request, Owest shall use CLEC provided and branded Maintenance and Repair forms. Owest may not unreasonably interfere with branding by CLEC. 12.3.2.2 Except as specifically permitted by CLEC, in no event shall Owest provide information to CLEC subscribers about CLEC or CLEC product or services. 12.3.2.3 This section shall confer on Owest no rights to the service marks, trademarks and trade names owned by or used in connection with services offered by CLEC or its Affliates, except as expressly permitted by CLEC. 12.3.3 Service Interruptions 12.3.3.1 The characteristics and methods of operation of any circuits, facilties or equipment of either Part connected with the services, facilities or equipment of the other Part pursuant to this Agreement shall not: 1) interfere with or impair service over any facilities of the other Part, its affliated companies, or its connecting and concurring Carriers involved in its services; 2) cause damage to the plant of the other Party, its affliated companies, or its connecting concurring Carriers involved in its services; 3) violate any Applicable Law or regulation regarding the invasion of privacy of any communications carried over the Party's facilities; or 4) create hazards to the employees of either Party or to the public. Each of these requirements is hereinafter referred to as an "Impairment of Service". August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 290 Section 12 Access to Operational Support Systems (OSS) 12.3.3.2 If it is confirmed that either Part is causing an Impairment of Service, as set forth in this Section, the Part whose network or service is being impaired (the "Impaired Part") shall promptly notify the Party causing the Impairment of Service (the "Impairing Part") of the nature and location of the problem. The Impaired Party shall advise the Impairing Part that, unless promptly rectified, a temporary discontinuance of the use of any circuit, facilty or equipment may be required. The Impairing Party and the Impaired Part agree to work together to attempt to promptly resolve the Impairment of Service. If the Impairing Part is unable to promptly remedy the Impairment of Service, the Impaired Part may temporarily discontinue use of the affected circuit, facility or equipment. 12.3.3.3 To facilitate trouble reporting and to coordinate the repair of the service provided by each Part to the other under this Agreement, each Part shall designate a repair center for such service. 12.3.3.4 Each Part shall furnish a trouble - reporting telephone number for the designated repair center. This number shall give access to the location where records are normally located and where current status reports on any trouble reports are readily available. If necessary, alternative out-of-hours procedures shall be established to ensure access to a location that is staffed and has the authority to initiate corrective action. 12.3.3.5 Before either Part reports a trouble condition, it shall use its best efforts to isolate the trouble to the other's facilities. 12.3.3.5.1 In cases where a trouble condition affects a significant portion of the other's service, the Parties shall assign the same priority provided to CLEC as itself, its End User Customers, its Affliates, or any other part. 12.3.3.5.2 The Parties shall cooperate in isolating trouble conditions. 12.3.4 Trouble Isolation 12.3.4.1 CLEC is responsible for its own End User Customer base and wil have the responsibility for resolution of any service trouble report(s) from its End User Customers. CLEC wil perform trouble isolation on services it provides to its End User Customers to the extent the capabilty to perform such trouble isolation is available to CLEC, prior to reporting trouble to Owest. CLEC shall have access for testing purposes at the Demarcation Point, NID, or Point of Interface. Owest wil work cooperatively with CLEC to resolve trouble reports when the trouble condition has been isolated and found to be within a portion of Owests network. Owest and CLEC wil report trouble isolation test results to the other. Each Part shall be responsible for the costs of performing trouble isolation on its facilties, subject to Sections 12.3.4.2 and 12.3.4.3. 12.3.4.2 When CLEC requests that Owest perform trouble isolation with CLEC, a Maintenance of Service Miscellaneous Charge or a Trouble Isolation charge applies if the trouble is found to be on CLEC's side or on the End User Customer's side of the Demarcation Point. If the trouble is on the End User Customer's side of the Demarcation Point, CLEC is required to perform its own maintenance. 12.3.4.3 Before submitting a repair request to Owest, CLEC wil isolate trouble to August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 291 Section 12 Access to Operational Support Systems (OSS) the Qwest network and must submit test results indicating the location of the trouble when submitting the repair request. If a trouble ticket with test results is accepted by Qwest, and Qwest determines that the trouble is on the CLEC or the End User Customer's side of the Loop Demarcation Point, a Maintenance of Service Miscellaneous Charge or a Trouble Isolation Charge applies. When CLEC elects not to perform trouble isolation and Qwest performs tests at CLEC request, a Maintenance of Service Miscellaneous Charge or a Trouble Isolation charge applies if the trouble is not in Qwests facilities, including Qwests facilities leased by CLEC. When trouble is found on Qwests side of the Demarcation Point, or Point of Interface, during the investigation of the initial or repeat trouble report for the same line or circuit within thirt (30) Days, Maintenance of Service Miscellaneous Charges or Trouble Isolation Charges shall not apply. 12.3.5 Inside Wire Maintenance Except where specifically required by state or federal regulatory mandates, or as may be provided for under Section 6 of this Agreement, Qwest wil not perform any maintenance of inside wire (premises wiring beyond the End User Customer's Demarcation Point) for CLEC or its End User Customers. 12.3.6 TestinglTest Requests/Coordinated Testing/UNEs 12.3.6.1 Where CLEC does not have the ability to diagnose and isolate trouble on a Qwest line, circuit, or service provided in this Agreement that CLEC is utilizing to serve an End User Customer, Qwest wil conduct testing, to the extent testing capabilties are available to Qwest, to diagnose and isolate a trouble in substantially the same time and manner that Qwest provides for itself, its End User Customers, its Affliates, or any other party. 12.3.6.2 Prior to Qwest conducting a test on a line, circuit, or service provided in this Agreement that CLEC is utilzing to serve an End User Customer, Qwest must receive a trouble report from CLEC. 12.3.6.3 On manually reported trouble for non-designed services, Qwest wil provide readily available test results to CLEC or test results to CLEC in accordance with any applicable Commission rule for providing test results to End User Customers or CLECs. On manually reported trouble for designed services provided in this Agreement, Qwest wil provide CLEC test results upon request. For electronically reported trouble, Qwest wil provide CLEC with the abilty to obtain basic test results in substantially the same time and manner that Qwest provides for itself, its End User Customers, its Affliates, or any other party. 12.3.6.4 CLEC shall isolate the trouble condition to Qwests portion of the line, circuit, or service provided in this Agreement before Qwest accepts a trouble report for that line, circuit or service. Once Qwest accepts the trouble report from CLEC, Qwest shall process the trouble report in substantially the same time and manner as Qwest does for itself, its End User Customers, its Affliates, or any other 'part. 12.3.6.5 Qwest shall test to ensure electncal continuity of all UNEs, including Central Office Demarcation Point, and services it provides to CLEC prior to closing a trouble report. August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 292 Section 12 Access to Operational Support Systems (OSS) 12.3.7 Work Center Interfaces 12.3.7.1 Owest and CLEC shall work coperatively to develop positive, close working relationships among corresponding work centers involved in the trouble resolution processes. 12.3.8 Misdirected Repair Calls 12.3.8.1 CLEC and Owest wil employ the following procedures for handling misdirected repair calls: 12.3.8.1.1 CLEC and Owest wil provide their respective End User Customers with the correct telephone numbers to call for access to their respective repair bureaus. 12.3.8.1.2 End User Customers of CLEC shall be instructed to report all cases of trouble to CLEC. End User Customers of Owest shall be instructed to report all cases of trouble to Owest. 12.3.8.1.3 To the extent the correct provider can be determined, misdirected repair calls wil be referred to the proper provider of Basic Exchange Telecommunications Service; however, nothing in this Agreement shall be deemed to prohibit Owest or CLEC from discussing its products and services with CLEC's or Owests End User Customers who call the other Part seeking such information. 12.3.8.1.4 CLEC and Owest wil provide their respective repair contact numbers to one another on a reciprocal basis. 12.3.8.1.5 In responding to repair calls, CLEC's End User Customers contacting Owest in error wil be instructed to contact CLEC; and Owests End User Customers contacting CLEC in error will be instructed to contact Owest. In responding to calls, neither Party shall make disparaging remarks about each other. To the extent the correct provider can be determined, misdirected calls received by either Part will be referred to the proper provider of local Exchange Service; however, nothing in this Agreement shall be deemed to prohibit Owest or CLEC from discussing its products and services with CLEC's or Qwests End User Customers who call the other Part seeking such information. 12.3.9 Major Outages/Restoral/Notification 12.3.9.1 Owest will notify CLEC of major network outages in substantially the same time and manner as it provides itself, its End User Customers, its Affliates, or any other part. This notification wil be via e-mail to CLEC's identified contact. With the minor exception of certain Proprietary Information such as Customer information, Owest wil utilize the same thresholds and processes for external notification as it does for internal purposes. This major outage information wil be sent via e-mail on the same schedule as is provided internally within Owest. The email notification schedule shall consist of initial report of abnormal condition and estimated restoration time/date, abnormal condition updates, and final disposition. Service restoration wil be non- discriminatory, and wil be accomplished as quickly as possible according to Owest August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-D003 Qwest Fourteen State Negotiations Template, June 23, 2008 293 Section 12 Access to Operational Support Systems (OSS) and/or industry standards. 12.3.9.2 Qwest wil meet with associated personnel from CLEC to share contact information and review Qwests outage restoral processes and notification processes. 12.3.9.3 Qwests emergency restoration process operates on a 7X24 basis. 12.3.10 Protective Maintenance 12.3.10.1 Qwest wil perform scheduled maintenance of substantially the same type and quality to that which it provides to itself, its End User Customers, its Affliates, or any other party. 12.3.10.2 Qwest. wil work cooperatively with CLEC to develop industry-wide processes to provide as much notice as possible to CLEC of pending maintenance activity. Qwest shall provide notice of potentially CLEC Customer impacting maintenance activity, to the extent Qwest can determine such impact, and negotiate mutually agreeable dates with CLEC in substantially the same time and manner as it does for itself, its End User Customers, its Affliates, or any other part. 12.3.10.3 Qwest shall advise CLEC of non-scheduled maintenance, testing, monitoring, and surveilance activity to be performed by Qwest on any services, including, to the extent Qwest can determine, any hardware, equipment, softare, or system providing service functionality which may potentially impact CLEC and/or CLEC End User Customers. Qwest shall provide the maximum advance notice of such non- scheduled maintenance and testing activity possible, under the circumstances; provided, however, that Qwest shall provide emergency maintenance as promptly as possible to maintain or restore service and shall advise CLEC promptly of any such actions it takes. 12.3.11 Hours of Coverage 12.3.11.1 Qwests repair operation is seven (7) Days a week, twenty-four (24) hours a day. Not all functions or locations are covered with scheduled employees on a 7X24 basis. Where such 7X24 coverage is not available, Qwests repair operations center (always available 7X24) can call-out technicians or other personnel required for the identified situation. 12.3.12 Escalations 12.3.12.1 Qwest wil provide trouble escalation procedures to CLEC. Such procedures will be substantially the same type and quality as Qwest employs for itself, its End User Customers, its Affilates, or any other party. Qwest escalations are manual processes. 12.3.12.2 Qwest repair escalations may be initiated by either callng the trouble reporting center or through the electronic interfaces. Escalations sequence through five tiers: tester, duty supervisor, manager, director, vice president. The first escalation point is the tester. CLEC may request escalation to higher tiers in its sole discretion. Escalations status is available through telephone and the electronic interfaces. Electronic escalation is not available for non-designed products. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June23, 2008 294 Section 12 Access to Operational Support Systems (OSS) 12.3.12.3 Owest shall handle chronic troubles on non-designed services, which are those greater than three (3) troubles in a rolling thirty (30) Day period, pursuant to Section 12.2.2.1. 12.3.13 Dispatch 12.3.13.1 Owest wil provide maintenance dispatch personnel in substantially the same time and manner as it provides for itself, its End User Customers, its Affliates, or any other party. 12.3.13.2 Upon the acceptance of a complete and accurate trouble report from CLEC, Owest wil follow internal processes and industry standards, to resolve the repair condition. Owest will dispatch repair personnel on occasion to repair the condition. It wil be Owests decision whether or not to send a technician out on a dispatch. Owest reserves the nght to make this dispatch decision based on the best information available to it in the trouble resolution process. It is not always necessary to dispatch to resolve trouble; should CLEC require a dispatch when Owest believes the dispatch is not necessary, appropriate Miscellaneous Charges for dispatch wil be biled by Owest to CLEC if Owest can demonstrate that the dispatch was in fact unnecessary to the clearance of trouble or the trouble is identified to be caused by CLEC facilities or equipment. 12.3.13.3 For POTS lines and designed service circuits, Owest is responsible for all Maintenance and Repair of the line or circuit and wil make the determination to dispatch to locations other than the CLEC Customer premises without pnor CLEC authorization. For dispatch to the CLEC Customer premises Owest shall obtain prior CLEC authorization with the exception of major outage restoration, cable rearrangements, and MTE terminal maintenance/replacement. 12.3.14 Trouble Reporting 12.3.14.1 CLEC may submit trouble reports through the Electronic Bonding or GUI interfaces provided by Owest. Trouble tickets created electronically in CEMR may be viewed at any time after creation. 12.3.14.2 Manually reported trouble tickets may be accessed by CLEC through electronic interfaces when the ticket has been closed. CLEC wil only be able to view the history on the account. 12.3.15 Intervals/Parity 12.3.15.1 Similar trouble conditions, whether reported on behalf of Owest End User Customers or on behalf of CLEC End User Customers, wil receive commitment intervals in substantially the same time and manner asOwest provides for itself, its End User Customers, its Affliates, or any other part. 12.3.16 Jeopardy Management 12.3.16.1 Owest wil notify CLEC, in substantially the same time and manner as Owest provides this information to itself, its End User Customers, its Affliates, or any other party, that a trouble report commitment (appointment or interval) has been or is August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 295 Section 12 Access to Operational Support Systems (OSS) likely to be missed. At CLEC option, notification may be sent by email or fax through the electronic interface. CLEC may telephone Owest repair center or use the electronic interfaces to obtain jeopardy status. A jeopardy, caused by either CLEC or Owest, endangers completing provisioning and/or installation processes and impacts meeting the schedule due date of CLEC's service request. When CLEC's service request is in jeopardy, Owest notifies CLEC via a status update, email, jeopardy notification, telephone call, and/or FOC (Firm Order Confirmation). The purpose of the jeopardy notification is to identify jeopardy conditions to CLEC that impact meeting the scheduled due date of CLEC's service requests. 12.3.17 Trouble Screening 12.3.17.1 CLEC shall screen and test its End User Customer trouble reports completely enough to insure, to the extent possible, that it sends to Owest only trouble reports that involve Owest facilities. For services and facilties where the capabilty to test all or portions of the Owest network service or facility rest with Owest, Owest wil perform test isolation and test the service and facility on behalf of CLEC. 12.3.17.2 Intentionally Left Blank. 12.3.18 Maintenance Standards 12.3.18.1 Owest wil cooperate with CLEC to meet the maintenance standards outlined in this Agreement. 12.3.18.2 On manually reported trouble, Owest wil inform CLEC of repair completion in substantially the same time and manner as Owest provides to itself, its End User Customers, its Affliates, or any other part. On electronically reported trouble reports the electronic system wil automatically update status information, including trouble completion, across the joint electronic gateway as the status changes. 12.3.19 End User Customer Interface Responsibilities 12.3.19.1 CLEC will be responsible for all interactions with its End User Customers including service call handling and notifying its End User Customers of trouble status and resolution. 12.3.19.2 All Owest employees who perform repair service for CLEC End User Customers wil be trained in non-discriminatory behavior. "12.3.19.3 Owest wil recognize the designated CLEC/DLEC as the Customer of Record for all services ordered by CLEC/DLEC and wil send all notices, invoices and pertinent information directly to CLEC/DLEC. Except as otherwise specifically provided in this Agreement, Customer of Record shall be Owests single and sole point of contact for all CLEC/DLEC End User Customers. 12.3.20 Repair Call Handling 12.3.20.1 Manually-reported repair calls by CLEC to Owest wil be answered with the same quality and speed as Owest answers calls from its own End User Customers. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 296 Secion 12 Access to Operational Support Systems (OSS) 12.3.21 Single Point of Contact 12.3.21.1 Qwest wil provide a single point of contact for CLEC to report maintenance issues and trouble reports seven (7) Days a week, twenty-four (24) hours a day. A single 7X24 trouble reporting telephone number will be provided to CLEC for each category of trouble situation being encountered. 12.3.22 Network Information 12.3.22.1 Qwest maintains an information database, available to CLEC for the purpose of allowing CLEC to obtain information about Qwests NPAs, LATAs, Access Tandem Switches and Central Offces. 12.3.22.2 This database is known as the ICONN database, available to CLEC via Qwests web site. 12.3.22.3 database. CPNI Information and NXX activity reports are also included in this 12.3.22.4 ICONN data is updated in substantially the same time and manner as Qwest updates the same data for itself, its End User Customers, its Affliates, or any other part. 12.3.23 Maintenance Windows 12.3.23.1 Generally, Qwest performs major Switch maintenance activities off-hours, during certain "m~intenance windows". Major Switch maintenance activities include Switch conversions, Switch generic upgrades and Switch equipment additions. 12.3.23.2 Generally, the maintenance window is between 10:00 p.m. through 6:00 a.m. Monday through Friday, and Saturday 10:00 p.m. through Monday 6:00 a.m., Mountain Time. Although Qwest normally does major Switch maintenance during the above maintenance window, there wil be occasions where this wil not be possible. Qwest wil provide notification of any and all maintenance activities that may impact CLEC ordering practices such as embargoes, moratoriums, and quiet periods in substantially the same time and manner as Qwest provides this information to itself, its End User Customers, its Affliates, or any other part. 12.3.23.3 Intentionally Left Blank. 12.3.23.4 Planned generic upgrades to Qwest Switches are included in the ICONN database, available to CLEC via Qwests web site. " 12.3.24 Switch and Frame Conversion Service Order Practices 12.3.24.1 Switch Conversions. Switch conversion activity generally consists of the removal of one Switch and its replacement with another. Generic Switch softare or hardware upgrades, the addition of Switch line and trunk connection hardware and the addition of capacity to a Switch do not constitute Switch conversions. 12.3.24.2 Frame Conversions. Frame conversions are generally the removal and August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 297 Section 12 Access to Operational Suppo Systems (OSS) " replacement of one or more frames, upon which the Switch Ports terminate. 12.3.24.3 Conversion Date. The "Conversion Date" is a Switch or frame conversion planned day of cut-over to the replacement frame(s) or Switch. The actual conversion time typically is set for midnight of the Conversion Date. This may cause the actual Conversion Date to migrate into the early hours of the day after the planned Conversion Date. 12.3.24.4 Conversion Embargoes. A Switch or frame conversion embargo is the time period that the Switch or frame Trunk Side facility connections are frozen to facilitate conversion from one Switch or frame to another with minimal disruption to the End User Customer or CLEC services. During the embargo period, awest wil reject orders for Trunk Side facilities (see Section 12.3.24.4.1) other than conversion orders described in Section 12.3.24.4.3. Notwithstanding the foregoing and to the extent awest provisions trunk or trunk facilty related service orders for itself, its End User Customers, its Affliates, or any other party during embargoes, awest shall provide CLEC the same capabilties. 12.3.24.4.1 ASRs for Switch or frame Trunk Side facility augments to capacity or changes to Switch or frame Trunk Side facilities must be issued by CLEC with a Due Date prior to or after the appropriate embargo interval as identified in the ICONN database. awest shall reject Switch or frame Trunk Side ASRs to augment capacity or change facilities issued by CLEC or Owest, its End User Customers, its Affliates or any other part during the embargo period, regardless of the order's Due Date except for conversion ASRs described in Section 12.3.24.4.3. 12.3.24.4.2 For Switch and Trunk Side frame conversions, awest shall provide. CLEC with conversion trunk group service requests (TGSR) no less than ninety (90) Days before the Conversion Date. 12.3.24.4.3 For Switch and Trunk Side frame conversions, CLEC shall issue facility conversion ASRs to awest no later than thirty (30) Days before the Conversion Date for like-for-Iike, where CLEC mirrors their existing circuit design from the old Switch or frame to the new Switch or frame, and sixty (60) Days before the Conversion Date for addition of trunk capacity or modification of circuit characteristics (i.e., change of AMI to B8ZS). 12.3.24.5 Frame Embargo Period. During frame conversions, service orders and ASRs shall be subject to an embargo period for services and facilties connected to the affected frame. For conversion of trunks where CLEC mirrors their existing circuit design from the old frame to the new frame on a like-for-like basis, such embargo period shall extend from thirty (30) Days prior to the Conversion Date until five (5) Days after the Conversion Date. If CLEC requests the addition of trunk capacity or modification of circuit characteristics (i.e., change of AMI to B8ZS) to the new frame, new facility ASRs shall be placed, and the embargo period shall extend from sixty (60) Days prior to the Conversion Date until five (5) Days after the Conversion Date. Prior to instituting an embargo period, awest shall identify the particular dates and locations for frame conversion embargo periods in its ICONN database in substantially the same time and manner as awest notifies itself, its End User Customers, Affliates, or any other party. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 298 Section 12 Accss to Operatioal Support Systems (OSS) 12.3.24.6 Switch Embargo Period. During Switch conversions, service orders and ASRs shall be subject to an embargo period for services and facilities associated with the Trunk Side of the Switch. For conversion of trunks where CLEC mirrors their existing circuit design from the old Switch to the new Switch on a Iike-for-like basis, such embargo period shall extend from thirt (30) Days prior to the Conversion Date unti five (5) Days after the Conversion Date. If CLEC requests the addition of trunk capacity or modification of circuit characteristics to the new Switch, new facility ASRs shall be placed, and the embargo period shall extend from sixty (60) Days prior to the Conversion Date until five (5) Days after the Conversion Date. Prior to instituting an embargo period, Qwest shall identify the particular dates and locations for Switch conversion embargo periods in its ICONN database in substantially the same time and manner as Qwest notifies itself, its End User Customers, Affilates, or any other party. 12.3.24.7 Switch and Frame Conversion Quiet Periods for LSRs. Switch and frame conversion quiet periods are the time period within which LSRs may not contain Due Dates, with the exception of LSRs that result in disconnect orders, including those related to LNP orders, record orders, Billng change orders for non-switched products, and emergency orders. 12.3.24.7.1 LSRs of any kind issued during Switch or frame conversion quiet periods create the potential for loss of End User Customer service due to manual operational processes caused by the Switch or frame conversion. LSRs of any kind issued during the Switch or frame conversion quiet periods wil be handled as set forth below, with the understanding that Qwest shall use its best efforts to avoid the loss of End User Customer service. Such best efforts shall be substantially the same time and manner as Qwest uses for itself, its End User Customers, its Affliates, or any other part. 12.3.24.7.2 The quiet period for Switch conversions, where no LSRs except those requesting order activity described in 12.3.24.7 are processed for the affected location, extends from five (5) Days prior to conversion until two (2) Days after the conversion and is identified in the ICONN database. 12.3.24.7.3 The quiet period for frame conversions, where no LSRs except those requesting order activity described in 12.3.24.7 are processed or the affected location, extends from five (5) Days prior to conversion until two (2) Days after the conversion. 12.3.24.7.4 LSRs, except those requesting order activity described in 12.3.24.7, (i) must be issued with a Due Date prior to or after the conversion quiet period and (ii) may not be issued during the quiet period. LSRs that do not meet these requirements wil be rejected by Qwest. 12.3.24.7.5 LSRs requesting disconnect activity issued during the quiet period, regardless of requested Due Date, wil be processed after the quiet period expires. 12.3.24.7.6 CLEC may request a Due Date change to a LNP related disconnect scheduled during quiet periods up to 12:00 noon Mountain Time the Day prior to the scheduled LSR Due Date. Such changes shall be requested by issuing a supplemental LSR requesting a Due Date change. Such changes shall August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 299 Section 12 Access to Operational Support Systems (OSS) be handled as emergency orders by Owest. 12.3.24.7.7 CLEC may request a Due Date change to a LNP related disconnect order scheduled during quiet periods after 12:00 noon Mountain Time the Day prior to the scheduled LSR Due Date until 12 noon Mountain Time the Day after the scheduled LSR Due Date. Such changes shall be requested by issuing a supplemental LSR requesting a Due Date change and contacting the Interconnect Service Center. Such changes shall be handled as emergency orders by Owest. 12.3.24.7.8 In the event that CLEC End User Customer service is disconnected in error, Owest wil restore service in substantially the same time and manner as Owest does for itself, its End User Customers, its Affliates, or any other part. Restoration of CLEC End User Customer service wil be handled through the LNP escalations process. 12.3.24.8 Switch Upgrades. Generic Switch softare and hardware upgrades are not subject to the Switch conversion embargoes or quiet periods described above. If such generic Switch or softare upgrades require significant activity related to translations, an abbreviated embargo and/or quiet period may be required. Owest shall implement service order embargoes and/or quiet periods during Switch upgrades in substantially the same time and manner as Owest does for itself, its End User Customers, its Affilates, and any other part. 12.3.24.9 Switch Line and Trunk Hardware Additions. Owest shall use its best efforts to minimize CLEC service order impacts due to hardware additions and modifications to Owests existing Switches. Owest shall provide CLEC substantially the same service order processing capabilties as Owest provides itself, its End User Customers, Affiliates, or any other part during such Switch hardware additions. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-û003 Owest Fourteen State Negotiations Template, June 23, 2008 300 Section 13 Access to Telephone Numbers Section 13.0 - ACCESS TO TELEPHONE NUMBERS 13.1 Nothing in this Agreement shall be construed in any manner to limit or otherwise adversely impact either Party's right to request an assignment of any NANP number resources including, but not limited to, Central Offce (NXX) Codes pursuant to the Central Office Code Assignment Guidelines published by the Industry Numbering Committee (INC) as INC 95-0407- 008 (formerly ICCF 93-0729-010) and Thousand Block (NXX-X) Pooling Administration Guidelines INC 99-0127-023, when these Guidelines are implemented by the FCC or Commission Order. The latest version of the Guidelines wil be considered the current standard. 13.2 North American Numbering Plan Administration (NANPA) has transitioned to NeuStar. Both Parties agree to comply with industry guidelines and Commission rules, including those sections requiring the accurate reporting of data to the NANPA. 13.3 It shall be the responsibilty of each Part to program and update its own Switches and network systems pursuant to the Local Exchange Routing Guide (LERG) to recognize and route traffic to the other Part's assigned NXX or NXX-X codes. Neither Part shall impose any fees or charges on the other Part for such activities. The Parties wil cooperate to establish procedures to ensure the timely activation of NXX assignments in their respective networks. 13.4 Each Part is responsible for administering numbering resources assigned to it. Each Part wil cooperate to timely rectify inaccuracies in its LERG data. Each Part will maintain/revise the LERG to reflect current homing arrangements, which includes subtending arrangements for local and access tandems. Each Party is responsible for updating the LERG data for NXX codes assigned to its End Offce Switches. Each Party shall use the LERG published by Telcordia or its successor for obtaining routing information and shall provide through an authorized LERG input agent, all required information regarding its network for maintaining the LERG in a timely manner. 13.5 Each Party shall be responsible for notifying its End User Customers of any changes in numbering or dialing arrangements to include changes such as the introduction of new NPAs. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 301 Section 14 locl Dialing Parity Section 14.0 - LOCAL DIALING PARITY 14.1 The Parties shall provide local Dialing Parity to each other as required under Section 251(b)(3) of the Act. Owest wil provide local Dialing Parity to competing providers of Telephone Exchange Service and telephone toll service, and wil permit all such providers to have non-discriminatory access to telephone numbers, operator services, Directory Assistance, and Directory Listings, with no unreasonable dialing delays. CLEC may elect to route all of its End User Customers' calls in the same manner as Owest routes its End User Customers' calls, for a given call type (e.g., 0, 0+,1+,411). August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 302 Section 15 Qwests Offcial Direcory Publisher Section 15.0 - QWEST'S OFFICIAL DIRECTORY PUBLISHER 15.1 Qwest and CLEC agree that certain issues outside the provision of basic white page Directory Listings, such as yellow pages advertising, yellow pages Listings, directory coverage, access to call guide pages (phone service pages), applicable Listings criteria, white page enhancements and publication schedules wil be the subject of negotiations between CLEC and directory publishers, including Qwests Ofcial Directory Publisher. Qwest acknowledges that CLEC may request Qwest to facilitate discussions between CLEC and Qwests Offcial Directory Publisher. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 303 Section 16 Referral Announcement Section 16.0 - REFERRAL ANNOUNCEMENT 16.1 When an End User Customer changes from Qwest to CLEC, or from CLEC to Qwest, and does not retain its original mainllisted telephone number, the Part formerly providing service to the End User Customer wil provide a transfer of service announcement on the abandoned telephone number. Each Part wil provide this referral service consistent with its tariff. This announcement wil provide details on the new number that must be dialed to reach the End User Customer. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Owest Fourteen State Negotiations T emplate, June 23, 2008 304 Section 17 Bona Fide Request Process Section 17.0 - BONA FIDE REQUEST PROCESS 17.1 Any request for Interconnection or access to an Unbundled Network Element or ancilary service that is not already available as described in other sections of this Agreement, including but not limited to Exhibit F or any other interconnection agreement, Tariff or otherwise defined by Owest as a product or service shall be treated as a Bona Fide Request (BFR). Owest shall use the BFR Process to determine the terms and timetable for providing the requested Interconnection, access to UNEs or ancilary services, and the technical feasibility of new/different points of Interconnection. Owest wil administer the BFR Process in a non- discriminatory manner. 17.2 A BFR shall be submitted in writing and on the appropriate Owest form for BFRs. CLEC and Owest may work together to prepare the BFR form and either Part may request that such coordination be handled on an expedited basis. This form shall be accompanied by the processing fee specified in Exhibit A of this Agreement. Owest wil refund one-half (1/2) of the processing fee if the BFR is cancelled within ten (10) business days of the receipt of the BFR form. The form wil request, and CLEC wil need to provide, the following information, and may also provide any additional information that may be reasonably necessary in describing and analyzing CLEC's request: 17.2.1 a technical description of each requested Network Element or new/different points of Interconnection or ancilary services; 17.2.2 the desired interface specification; 17.2.3 each requested type of Interconnection or access; 17.2.4 a statement that the Interconnection or Network Element or ancillary service wil be used to provide a Telecommunications Service; 17.2.5 the quantity requested; and 17.2.6 the specific location requested. 17.3 Within two (2) business days of its receipt, Owest shall acknowledge receipt of the BFR and in such acknowledgment advise CLEC of missing information, if any, necessary to process the BFR. Thereafter, Owest shall promptly advise CLEC of the need for any additional information required to complete the analysis of the BFR. If requested, either orally or in writing, Owest wil provide weekly updates on the status of the BFR. 17.4 Within twenty-one (21) Days of its receipt of the BFR and all information necessary to process it, Owest shall provide to CLEC an analysis of the BFR. The analysis shall specify Owests conclusions as to whether or not the requested Interconnection or access to an Unbundled Network Element complies with the unbundling requirements of the Act or state law. 17.5 If Owest determines during the twenty-one (21) Day period that a BFR does not qualify as an Unbundled Network Element or Interconnection or ancilary service that is required to be provided under the Act or state law, Owest shall advise CLEC as soon as reasonably possible of that fact, and Owest shall promptly, but in no case later than the twenty-one (21) Day period, provide a written report setting forth the basis for its conclusion. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 305 Section 17 Bona Fide Request Process 17.6 If Qwest determines during such twenty-one (21) Day period that the BFR qualifies under the Act or state law, it shall notify CLEC in writing of such determination within ten (10) Days, but in no case later than the end of such twenty-one (21) Day period. 17.7 As soon as feasible, but in any case within forty-five (45) Days after Qwest notifies CLEC that the BFR qualifies under the Act, Qwest shall provide to CLEC a BFR quotation. The BFR quotation wil include, at a minimum, a description of each Interconnection, Network Element, and ancilary service, the quantity to be provided, any interface specifications, and the applicable rates (recurring and nonrecurring) including the separately stated development costs and construction charges of the Interconnection, Unbundled Network Element or ancillary service and any minimum volume and term commitments required, and the timeframes the request wil be provisioned. 17.8 CLEC has sixty (60) business days upon receipt of the BFR quotation, to either agree to purchase under the quoted price, or cancel its BFR. 17.9 If CLEC has agreed to minimum volume and term commitments under the preceding paragraph, CLEC may cancel the BFR or volume and term commitment at any time, but may be subject to termination liabilty assessment or minimum period charges. 17.10 If either Party believes that the other Party is not requesting, negotiating or processing any BFR in good faith, or disputes a determination or quoted price or cost, it may invoke the Dispute Resolution provision of this Agreement. 17.11 All time intervals within which a response is required from one Part to another under this Section are maximum time intervals. Each Part agrees that it wil provide all responses to the other Party as soon as the Party has the information and analysis required to respond, even if the time interval stated herein for a response is not over. 17.12 In the event CLEC has submitted a request for Interconnection, Unbundled Network Elements or any combinations thereof, or ancilary services and Qwest determines in accordance with the provisions of this Section 17 that the request is Technically Feasible, subsequent requests or orders for substantially similar types of Interconnection, Unbundled Network Elements or combinations thereof or ancillary services by CLEC shall not be subject to the BFR process. To the extent Qwest has deployed or denied a substantially similar Interconnection, Unbundled Network Elements or combinations thereof or ancilary services under a previous BFR, a subsequent BFR shall not be required and the BFR application fee shall be refunded immediately. Qwest may only require CLEC to complete a New Product Questionnaire before ordering such Interconnection, Unbundled Network Elements or combinations thereof, or ancillary services. ICB pricing and intervals wil stil apply for requests that are not yet standard offerings. For purposes of this Section 17.12, a "substantially similar" request shall be one with substantially similar characteristics to a previous request with respect to the information provided pursuant to Subsections 17.2.1 through 17.2.8 of Section 17.2 above. The burden of proof is upon Qwest to prove the BFR is not substantially similar to a previous BFR. 17.13 The total cost charged to CLEC shall not exceed the BFR quoted price. 17.14 Upon request, Qwest shall provide CLEC with Qwests supporting cost data and/or studies for the Interconnection, Unbundled Network Element or ancilary service that CLEC wishes to order within seven (7) business days, except where Qwest cannot obtain a August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 306 Section 17 Bona Fide Request Process release from its vendors within seven (7) business days, in which case Owest wil make the data available as soon as Owest receives the vendor release. Such cost data shall be treated as Confidential Information, if requested by Owest under the non-disclosure sections of this Agreement. 17.15 Owest wil provide notice to CLECs of all BFRs which have been deployed or denied, provided, however, that identifying information such as the name of the requesting CLEC and the location of the request shall be removed. Owest shall make available a topical list of the BFRs that it has received from CLECs. The description of each item on that list shall be suffcient to allow CLEC to understand the general nature of the product, service, or combination thereof that has been requested and a summary of the disposition of the request as soon as it is made. Owest shall also be required upon the request of CLEC to provide suffcient details about the terms and conditions of any granted requests to allow CLEC to take the same offering under substantially identical circumstances. Owest shall not be required to provide information about the request initially made by CLEC whose BFR was granted, but must make available the same kinds of information about what it offered in response to the BFR as it does for other products or services available under this Agreement. CLEC shall be entitled to the same offering terms and conditions made under any granted BFR, provided that Owest may require the use of ICB pricing where it makes a demonstration to CLEC of the need therefore. August 8, 2008/kcd/Greenfly NetworksIID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 307 Section 18 Audit Process Section 18.0 - AUDIT PROCESS 18.1 Nothing in this Section 18 shall limit or expand the Audit provisions in the Performance Assurance Plan (PAP). Nothing in the PAP shall limit or expand the Audit provisions in this Section 18. For purposes of this section the following definitions shall apply: 18.1.1 "Audit" shall mean the comprehensive review of the books, records, and other documents used in providing services under this Agreement. The term "Audit" also applies to the investigation of company records, back offce systems and databases pertaining to Loop information. 18.1.2 "Examination" shall mean an inquiry into a specific element or process related to the above. Commencing on the Effective Date of this Agreement, either Part may perform Examinations as either Part deems necessary. 18.2 This Audit shall take place under the following conditions: 18.2.1 Either Party may request to perform an Audit or Examination. 18.2.2 The Audit or Examination shall occur upon thirt (30) business days written notice by the requesting Part to the non-requesting Part. 18.2.3 The Audit or Examination shall occur during normal business hours. However, such Audit wil be conducted in a commercially reasonable manner and both Parties wil work to minimize disruption to the business operations of the Part being audited. 18.2.4 There shall be no more than two (2) Audits requested by each Party under this Agreement in any twelve (12) month period. Either Part may audit the other Part's books, records and documents more frequently than twice in any twelve (12) month period (but no more than once in each quarter) if the immediately preceding audit found previously uncorrected net variances, inaccuracies or errors in invoices in the audited Party's favor with an aggregate value of at least two percent (2%) of the amounts payable for the affected services during the period covered by the Audit. 18.2.5 The requesting Party may review the non-requesting Part's records, books and documents, as may reasonably contain information relevant to the operation of this Agreement. 18.2.6 The location of the Audit or Examination shall be the location where the requested records, books and documents are retained in the normal course of business. 18.2.7 All transactions under this Agreement which are over twenty-four (24) months prior to the date of request wil be considered accepted and no longer subject to Audit. In the event an audit is initiated, the Parties agree to retain records of all transactions under this Agreement for at least twenty-four (24) months and all subsequent transactions will also be subject to audit. 18.2.8 Audit or Examination Expenses 18.2.8.1 Each Part shall bear its own expenses in connection with August 8, 2008/kcd/Greenfly Networks/lD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23,2008 308 Section 18 Audit Process conduct of the Audit or Examination. The requesting Part wil pay for the reasonable cost of special data extractions required by the Party to conduct the Audit or Examination. For purposes of this section, a "Special Data Extraction" means the creation of an output record or informational report (from existing data fies) that is not created in the normal course of business. If any program is developed to the requesting Part's specification and at that Part's expense, the requesting Part wil specify at the time of request whether the program is to be retained by the other Party for reuse for any subsequent Audit or Examination. 18.2.8.2 Notwithstanding the foregoing, the non-requesting Part shall pay all of the requesting Part's commercially reasonable expenses in the event an Audit or Examination identifies a difference between the amount biled and the amount determined by the Audit that exceeds five percent (5%) of the amount biled and results in a refund and/or reduction in the Biling to the requesting Part. 18.2.9 The Party requesting the Audit may request that an Audit be conducted by a mutually agreed-to independent auditor, which agreement wil not be unreasonably withheld or delayed by the non-requesting Part. Under this circumstance, the costs of the independent auditor shall be paid for by the Part requesting the Audit subject to Section 18.2.8.2. 18.2.10 In the event that the non-requesting Part requests that the Audit be performed by an independent auditor, the Parties shall mutually agree to the selection of the independent auditor. Under this circumstance, the costs of the independent auditor shall be shared equally by the Parties. The portion of this expense borne by the requesting Part shall be borne by the non-requesting Part if the terms of Section 18.2.8.2 are satisfied. 18.2.11 Adjustments, credits or payments wil be made and any corrective action must commence within thirty (30) Days after the Parties' receipt of the final Audit report to compensate for any errors and omissions which are disclosed by such Audit or Examination and are agreed to by the Parties. The interest rate payable shall be in accordance with Commission requirements. In the event that any of the following circumstances occur within thirty (30) business days after completion of the Audit or Examination, they may be resolved at either Party's election, pursuant to the Dispute Resolution Process; (i) errors detected by the Audit or Examination have not been corrected; (ii) adjustments, credits or payments due as a result of the Audit or Examination have not been made, or (iii) a dispute has arisen concerning the Audit or Examination. 18.2.12 Neither the right to examine and Audit nor the right to receive an adjustment wil be affected by any statement to the contrary appearing on checks or otherwise. 18.2.13 This Section wil survive expiration or termination of this Agreement for a period of two (2) years after expiration or termination of the Agreement. 18.3 All information received or reviewed by the requesting Party or the independent auditor in connection with the Audit is to be considered Proprietary Information as defined by this Agreement in Section 5.16. The non-requesting Part reserves the right to require any non- August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 309 Secion 18 Audit Process employee who is involved directly or indirectly in any Audit or the resolution of its findings as described above to execute a nondisclosure agreement satisfactory to the non-requesting Part. To the extent an Audit involves access to information of other competitors, CLEC and Qwest wil aggregate such competitors' data before release to the other Party, to insure the protection of the proprietary nature of information of other competitors. To the extent a competitor is an Affilate of the Part being audited (including itself and its subsidiaries), the Parties shall be allowed to examine such Affiliate's disaggregated data, as required by reasonable needs of the Audit. Information provided in an Audit or Examination may only be reviewed by individuals with a need to know such information for purposes of this Section 18 and who are bound by the nondisclosure obligations set forth in Section 5.16. In no case shall the Confidential Information be shared with the Parties' retail marketing, sales or strategic planning. 18.3.1 Either Part may request an Audit of the other's compliance with this Agreement's measures and requirements applicable to limitations on the distribution, maintenance, and use of proprietary or other protected information that the requesting Party has provided to the other. Those Audits shall not take place more frequently than once in every three (3) years, unless cause is shown to support a specifically requested Audit that would otherwise violate this frequency restriction. Examinations wil not be permitted in connection with investigating or testing such compliance. All those other provisions of this Section 18 that are not inconsistent herewith shall apply, except that in the case of these Audits, the Party to be audited may also request the use of an independent auditor. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 310 Section 19 Construction Charges Section 19.0 - CONSTRUCTION CHARGES 19.1 All rates, charges and initial service periods specified in this Agreement contemplate the provision of network Interconnection services and access to Unbundled Loops or ancillary services to the extent existing facilities are available. Except for modifcations to existing facilities necessary to accommodate Interconnection and access to Unbundled Loops or ancilary services specifically provided for in this Agreement, Owest wil consider requests to build additional or further facilities for network Interconnection and access to Unbundled Loops or ancilary services, as described in the applicable section of this Agreement. 19.2 All necessary construction wil be undertaken at the discretion of Owest, consistent with budgetary responsibilities, consideration for the impact on the general body of End User Customers and without discnmination among the vanous Carriers. 19.3 A quotation for CLEC's portion of a specific job wil be provided to CLEC. The quotation will be in writing and wil be binding for ninety (90) business days after the issue date. When accepted, CLEC will be biled the quoted price and construction wil commence after receipt of payment. IfCLEC chooses not to have Owest construct the facilties, Owest reserves the right to bil CLEC for the expense incurred for producing the engineered job design. 19.4 In the event a construction charge is appl~cable, CLEC's service Application Date wil become the date upon which Owest receives the required payment. August 8, 2008/kcd/Greenfly NetworksIlD/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 311 Section 20 Service Performanc Section 20.0 . SERVICE PERFORMANCE 20.1 Performance Indicator Definitions (PIDs), in their current form are included in Exhibit B of this Agreement. Subsequent changes to these PIDs submitted to the Commission shall be incorporated into Exhibit B as soon as they are effective either by operation of law or Commission order, whichever occurs first and without further Amendment to this Agreement. 20.2 The Owest Performance Assurance Plan (QPAP) is attached as Exhibit K of this Agreement. Subsequent changes to the QPAP submitted to the Commission will be incorprated into Exhibit K as soon as they are effective by operation of law or the effective date as approved by Commission order, whichever is applicable, and without further Amendment to this Agreement. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 312 Section 21 Network Standards Section 21.0 - NETWORK STANDARDS 21.1 The Parties recognize that Owest services and Network Elements have been purchased and deployed, over time, to Telcordia and Owest technical standards. Specification of standards is built into the Owest purchasing process, whereby vendors incorporate such standards into the equipment Owest purchases. Owest supplements generally held industry standards with Owest Technical Publications. 21.2 The Parties recognize that equipment vendors may manufacture Telecommunications equipment that does not fully incorporate and may differ from industry standards at varying points in time (due to standards development processes and consensus) and either Part may have such equipment in place within its network. Except where otherwise explicitly stated within this Agreement, such equipment is acceptable to the Parties, provided said equipment does not pose a security, service or safety hazard to Persons or propert. 21.3 Generally accepted and developed industry standards which the Parties agree to support include, but are not limited to: 21.3.1 Switching GR-1428-CORE Common Channel Signaling Network Intenace Specification (CCSNIS) Supporting Toll Free Service GR-1432-CORE CCSNIS Supporting TCAP GR-317-CORE Call Control Using Integrated Services Network Digital User Part (ISDNUP) GR-905-CORE CCSNIS Supporting Network Interconnection, Message Transfer Part (MTP), and ISUP GR-1357-CORE Switched Fractional DS1 TR- TSY -000540 Tandem Supplement GR-305-CORE GR-1429-CORE CCSNIS Supporting Call Management Services FR-64 LATA Switching System Generic Requirement (LSSGR) GR-334-CORE Switched Access Service TR-NWT -000335 Voice Grade Special Access Services. TR- TSY -000529 Public Safety LSSGR TR-NWT -000505 LSSGR Call Processing FR-NWT-0002710SSGR TR-NWT-001156 OSSGR Operator Subsystem August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 313 Section 21 Network Standards SR-TSY-001171 Methods and Procedures for System Reliability Analysis 21.3.2 Transport FR-440 Transport System Generic Requirements (TSGR) TR-NWT-000499 (TSGR) Transport Systems Generic Requirements GR-820-CORE Generic Transmission Surveilance; DS1 and DS3 Performance GR-253-CORE Synchronous Optical Network Systems (SONET) Transport Systems: Common Generic Criteria TR-NWT-000507 LSSGR: Transmission TR-NWT-000776 NID for ISDN Subscriber Access GR-342-CORE High Capacity Digital Special Access Service ST-TEC-000051 & 52 Telecommunications Transmission Engineering Handbooks Volumes 1 & 2 ANSI T1.1 02-1993 Digital Hierarchy - Electrical Interface, Annex B 21.3.3 Loops TR-NWT -000057 Functional Criteria for Digital Loop Carrier (IDLC) Systems TR-NWT -000393 Generic Requirements for ISDN Basic Access Digital Subscriber Lines GR-253-CORE SONET Transport Systems: Common Generic Criteria TR- TSY -000673 Operations Interface for an IDLC System GR-303-CORE Integrated Digital Loop Carrier System Generic Requirements TR- TSY -000008 Digital Interface Between the SLC 96 Digital Loop Carrier System and a Local Digital Switch TA-TSY-000120 Subscriber Premises or Network Ground Wire GR-49-CORE Generic Requirements for Outdoor Telephone Network Interface Devices (NID) TR-NWT-000937 Generic Requirements for Building Entrance Terminals TR-NWT-000133 Generic Requirements for Network Inside Wiring ANSI T1.417, Spectrum Management for Loop Transmission Systems August 8, 2008/kcd/Greenfly NetworkslID/CDS-080806-0003 Qwest Fourteen State Negotiations Template, June 23, 2008 314 Section 21 Network Standards 21.3.4 Local Number Portabilty Number Portabilty Generic Switching and Signaling Requirements for Number Portability, Issue 1.00, February 12, 1996 (Editor - Lucent Technologies, Inc.); Generic Requirements for SCP Application and GTT Function for Number Portability, Issue 0.95, Final Draft, September 4, 1996 (Editor - Ameritech Inc.); Generic Operator Services Switching Requirements for Number Portability, Issue 1.00, Final Draft, April 12, 1996 (Editor - Nortel); A TIS, TRO No.1, Technical Requirements for Number Portabilty Operator Services Switching Systems, April 1999; ATIS, TRO No.2, Technical Requirements for Number Portability Switching Systems, April 1999; ATIS, TRO No.3, Technical Requirements for Number Portability Database and Global Title Translation, April 1999; FCC First Report and Order and Further Notice of Proposed Rulemaking; FCC 96-286; CC Docket 95-116, RM 8535; Released July 2, 1996; FCC First Memorandum Opinion and Order on Reconsideration; FCC 97-74; CC Docket 95-116, RM 8535; Released March 11, 1997. FCC Second Report and Order, FCC 97-298; CC Docket 95-116, RM 8535; Released August 18, 1997. 21.4 The Parties will cooperate in the development of national standards for Interconnection elements as the competitive environment evolves. Recognizrng that there are no current national standards for Interconnection Network Elements, Owest has developed its own standards for some Network Elements. Details of these standards are documented in the Owest Technical Publications. Owest Technical Publications have been developed to support service offerings, inform End User Customers and suppliers, and promote engineering consistency and deployment of developing technologies. Owest provides all of its Technical Publications at no charge via web site: http://ww.qwest.com/techpub/. August 8, 2008/kcd/Greenfly Networks/ID/CDS-080806-0003 Owest Fourteen State Negotiations Template, June 23, 2008 315 Secio 22 Signature Page Section 22.0 - SIGNATURE PAGE By signing below, and in consideration of the mutual promises set forth herein, and other goo and valuable consideration, the Parties agree to abide by the terms and conditions set forth in this Interconnection Agreement. Greenfly Networks, Inc. dba Clearfy Communications Qwest Corpration S~~-- ~. ~M ~ Name Printed YP COO ~~~ Signature L. T. Christensen Name PrintedlType Title Director - Interconnection Agreements Title ~/2.t! g y;r 7Da ~~Date August a, 200a/kcd/Greenfl NetworkslD/CDS-oa0806-0003 Qwest Fourteen State Negotiations Templte, June 23, 2008 316 Greenfly Networks, Inc. dba Clearfy Communications Exhibit A Idaho Se~ the appropriate type of Selec Trafc Type EAS I Locl Traffc contract below. For cost docket Reciprocal Compesation changes, leave blank:Election New Opon Bill and Keep Notes 6.0 Resale Wholesle Wholesale Discont Discont Percentage Percentage Recurring Nonrecrrng Charoes Charoes 6.1 Wholesale Discount Rates 6.1.1 Southern Idaho 6.1.1.1 Basic Exchanoe Residential Line service 18.25%18.25%B B 6.1.1.2 Basic Exchanoe Business Line service 18.25%18.25%B B 6.1.1.3 IntraLATA ToR 18.25%18_25%B B 6.1.1.4 Packaoe / Special Services (e.g., Centrex, Disconted Line/Featre Packaies, ISDN,18.25%18.25%B B 6.1.1.5 Listinos, CO Features & Information Services 1825%18.25%B B 6.1.1.6 Private Line 18.25%18.25%B B 6.1.1.7 Operator Services / Directorv Asistanc (OSIDA)18.25%18.25%B B 6.1.1.8 Volume Packaoed Services - Hioh Volume Customers 6.65%6.65%B B 6.1.1.9 Public Access Line (PAL) Service 0.00%0.00%B B 6.1.2 Northern Idaho 6.1.2.1 Basic Exchanoe Residential Line Service 19.37%19_37%B B 6.1.2.2 Basic Exchanoe Business Line Serice / PBX 19.37%19.37%B B 6.1.2.3 IntraLATA ToR 19.37%19.37%B B 6,1.2.4 Package / Speial Services (e.g., centrex, Discounted Lineleature Packages, ISDN,19.37%19.37%B B 6.1.2.5 Listinos, CO Features & Information Services 19.37%19.37%B B 6.1.2.6 Private Line 19.37%19.37%B B 6.1.2.7 Operator Services / Directorv Assistance COSIDA)19.37%19.37%B B 6.1.2.8 Volume Packaged Services - High Volume Customers 6.87%6_87%B B 6.1.2.9 Public Access Line (PAll Service 0.00%0.00%B B 6.2 Customer Transfer Charge (eTC) 6.2.1 CTC for POTS Service 6.2.1.1 Manual 6.2.1.1.1 IFirst Line $16_22 B 6.2.1.1.2 lEach Addilional Line $2.27 B 6.2.1.2 Mechanized 6.2.1.2.1 IFirst Line $0.63 B 6.2.1.2.2 lEach Additional Line $0.12 B 6.2.2 CTC for Private Line Transoort services 6.2.2.1 IFirst Circuit $38.84 B 6.2.2.2 IAdditional Circuit, per Circuit, same CSR $33.50 B 6.2.3 CTC for Advance Communications Services, per Circuit $46.81 B 7.0llnterconnection 7.1 Entrance Facilties 7.1.1 IIntentionaRv Left Blank 7.1_2 IDS1 $103.61 $208_34 B B 7.1.3 IDs3 $524.42 $277.73 B B 1 7.21L1S EICT 1 17.2.1 IPerDS1 $0.00 $0.00 B B 1 17.2.2 PerDS3 $0.00 $0.00 B B 7.3 Diret Trunked Transport 7.3.1 IntentionaRv Left Blank 7.3.2 DS1 (Recurrino Fixed & per Mile) 7.3.2.1 Over 0 to 8 Miles $37.35 $1.25 B B 7.3.2_2 Over 8 to 25 Miles $37.35 $1_82 B B 7.3.2.3 Over 25 to 50 Miles $37.35 $1.89 B B 7.3.2.4 Over 50 Miles $37.35 $1.90 B B 7.3.3 DS3 (Recurring Fixed & per Mile) 7.3.3.1 Over 0 to 8 Miles $257.18 $19.48 B B 7.3.3.2 Over 8 to 25 Miles $260.49 $24.24 B B 7.3.3.3 Over 25 to 50 Miles $260.77 $26.43 B B 7.3.3.4 Over 50 Miles $259.32 $26.35 B B 1 7.4lMultiplexing 1 17.4.1 IDS1toDSO $263.86 $193.30 B B 17.4.2 IDS3toDS1 $304.22 $193.30 B B 7.5 Trunk Nonrecurring Charges 7_5.1 Iintentionally Left Blank 7.5.2 IDS1 Interface 17.5.2.1 1 First Trunk $229.40 B effecive 07.01.08 (COMA)Page 1 of 12 Greenfly Networks, Inc. dba Clearl Comunictions Exibi A Idaho 7.5.3 DS3 Interface 7.5.3.1 First Trunk $235.71 B 7.5.3.2 I Each Additional Trunk $11.78 B 7,6 Exchan~ Service lEASlocl Traffc 7.6.1 End Ofce Call Terminatin Dfr Minut of Use $0.001343 ## 7.6.2 Tandem Sw~ched Transo, Dfr Minue of Use $0.000690 # 7.6.3 Tandem Transmission oe Minue of Use IRecrrno Fixed & oe Mile) 7.6.3.1 Over 0 to 8 Mil $0.000564 $0.~~367 B B 7.6.3.2 Over 8 to 25 MHes $0.00056 $0.~~367 B B 7.6.3.3 Over 25 to 50 Mil $0.0004564 $0.000367 B B 7.6.3.4 Over 50 Miles $0.000426 $0.~~144 B B I 7.71Locl Traffc - FCC -ISP Rate Caps I 17..1 IMinute Of Use as of June 14, 2003 rate in efect unti furter FCC acion $0.0007 5 7.8 Miscellaneos Charae 7.8.1 Expe~e Charge (LIS Trunks)Qwests Idaho Access Servic Catalog 7.8.2 Cancellation Charge (LIS Trunks)Qwests Idaho Accss Service Catalog 7.8.3 Addüional Testing (LIS Trunks)Qwest's Idaho Access Service Catalog 7.9 Transit Traffc 7.9-1 Locl & Intra LATA Toll Trans~, per Minute of Use $0.0045 2,13 7.9.2 Intentonallv Left Blank 7.9.3 Intentinallv Left Blank 7.9.4 Cateoorv 11 Meanized Rec Charoe, oer Rec 7.9.4.1 Meanized Transi Recrds $0.0025 2,13 1 7.10lJointl Provide Switched Accss Servic 1 17.10.1 IMechanized Accss Recrds $0.0014877 B 7.11 IntraLATA Toll Trac Qwests Idaho Qwts Idaho Accss Acss Service Service Catalo cataloa 8.0lCollocation 8.1 All Colloation 8-1.1 Plannino and Enoineerino 8.1.1-Iintentionallv Left Blank 8.1.1.2 Cable Auament Quote Preoaration Fee $1,284.30 B 8.1.2 Entance FacUitv 8.1.2.1 Standard Share, oe Fiber $5.44 $616.32 B B 8.1.2.2 ICro Connec, oer Fiber $5.56 $722.65 B B 8.1.2.3 IExoress, oer Cabl $88.19 $9,009-73 B B 8.1.3 Cable Snlicino 8.1.3.1 IFiber, oer Se-Uo $399.93 B 8.1.3.2 IPer Fiber Soliced $37.15 B 8.1.4 Power 8.1.4.1 Power Plant 8.1-.1.1 ILes Than 60 Amos, oer Amp Ored $10.64 B 8_1.4.1.2 IEoual To or Greater Than 60 Amps, per Amp Ordered $8.42 B8.1-.2 PowerUsaae 8.1-.2.1 ILes Than or Eaual To 60 Amps, per Amo Ordered $2.47 B 8.1.4.2.2 IGreater Than 60 Amo, pe Amp Ordered or Used $4.93 B 8.1.5 AC Powr Feed 8.15.1 AC Powe Feed, pe Amo, oer Month 8.1.5.1.1 120V $16.09 B 8.1.5.1.2 208 V, Sinole Phase $27.89 B 8.1.5.1.3 208 V, Three Phase $48.25 B 8.1.5.1.4 240 V, Sinale Phase $32.19 B 8.1.5.1.5 240 V, Thre Phase $55_68 B 8.1.5.1.6 480 V, Thre Phase $111.35 B effect 07.01.08 (COMA)Page 2 of 12 Greenfly Netwrks, Inc. dba Clearfy Communications Exhib~A Idaho 8.1.5.2 AC Power Feed, oar Foot, per Month 8.1.5.2.1 20 Amo, Sinole Phase $0.0084 $7.43 B B 8.1.5.2.2 20 Amp, Three Phase $0.0105 $9.22 B B 8.1.5.23 30 Amp, Sinole Phase $0.0091 $8.02 B B 8.1.5.2.4 30 Amp, Three Phase $0.0125 $11.01 B B 8.1.5.2.5 40 Amp, Sinole Phase $0.0107 $9.43 B B 8.1.5.2.6 40 Amp, Three Phase $0.0147 $12.97 B B 8.1.5.2.7 50 Amp, Sinole Phase $0_0127 $11.18 B B 8.1.5.2.8 50 Amp, Three Phase $0.0177 $15.61 B B 8.1.5.2.9 60 Amp, SinQIe Phase $0.0144 $12.64 B B 8.1.5.2.10 60 Amo, Three Phase $0.0204 $17.97 B B 8_1.5.2.11 100 Amo, Sinole Phase $0.0178 $15.66 B B 8.1.5.2.12 100 Amp, Three Phase $0.0277 $24.44 B B 8.1.6 Inspector Labor, per Half Hour 8.1.6.1 IReoular Hours Rate $28.25 B 8.1.6.2 IAfter Hours Rate, minimum 3 Hours $37.88 B 8.1.7 Channel Reoeneration 8.1-.1 IDS1 $0.00 $0.00 6 6 8.1.7.2 IDs3 $0.00 $0.00 6 6 8.1.8 Collocation Terminations 8.1.8.1 Shared Access 8.1.8.1.1 DSO 8.1.8.1-.1 Cable Placement, oer 100 Pair Block $0.2262 $208.61 B B 8.1.8.1.1.2 Cable Placement, per Termination $0.0090 $4.12 B B 8.1.8.1.1.3 Cable, per 100 Pair Block $0.3304 $304.71 B B 8.1.8.1.1.4 Cable, per Termination $0.006 $4.50 B B 8.1.8.1.1.5 Blocks, oer 100 Pair Block $0.5730 $528.2 B B 8.1.8.1.1.6 Blocks, oer Termination $0.0115 $8.62 B B 8.1.8.1.1.7 Block Placement, oer 100 Pair Block $0.2381 $219.55 B B 8.1.8.1.1.8 Blok Placement, per Termination $0.0048 $3.69 B B 8_1.8.1.2 DS1 8.1.8.1.2.1 Cable Placement, per 28 DS1s $0.4111 $362.14 B B 8.1.8.1.2.2 Cable Placement, per Termination $0.0442 $38.94 B B 8.1.8.1.2.3 Cable, per 28 DS1s $0.3993 $351.74 B B 8_1.81.2.4 Cable, per Termination $0.0429 $37_82 B B 8.1.8.1.2.5 Panel, oer 28 DS1s $0.2742 $241.59 B B 8.1.8.1.2.6 Panel, oer Termination $0.0330 $29.04 B B 8.1.8.1.2.7 Panel Placement, per 28 DS 1 s $0.0847 $74.58 B B 8.1.8.1.2.8 Panel Placment, oerTermination $0.0091 $8.02 B B 8.1.8.1.3 DS3 8.1.8.1.3.1 Gable Placement, oer Termination $0.1521 $134.00 B B 8.1.8.1.3.2 Cable, per Termination $0.2578 $227.14 B B 8.1.8.1.3.3 Panel! Connector, per Termination $0.2625 $231.21 B B 8.1.8.1.3.4 Panel! Connector Placement, oer Termination $0.0204 $18.01 B B 8.1.8.1.4 Fiber 8.1.8.1.4.1 Terminations, oer 12 Fibers $26.24 $1,513.88 B B 8.1.8.1.4.2 Additional Connector, if Applicable $0.47 $411.65 B B 8.1.8.1.4.3 Cable Rackina, Shared, oar 12 Fibers $26.47 B 8.1.8.1.4.4 Cable Rackino, Dedicted $1.63 $1,433.96 B B 8.1.9 Security CharQes 8.1.9.1 IPer Emolovee, per Card $0.86 B 8.1.9.2 ICard Accss, oer Emolvee, oer Central Ofce $7.00 B 8.1.10 Comooite Clock! Central Offce Svnchronization 8.1.10.1 lS.vnchronizatin - ComPOte Clock, per Port $7.44 B 8.1.11 IntentionallY Left Blank 8.1.12 Space Availabilitv Report Charoe $313.63 B 8.1.13 Collocation Space Reservation Fee Charge wil be 25% of Nonrecurring Fee 8.1.14 Collocation Space Option Administration Fee $1,107.35 B 8.1.15 Collocation Soace Option Fee, oer Souare Foot $2.00 B 8.1.6 Jointlnventorv Visit Fee, per Visit $1,610.12 12 8.1.17 Intentionallv Left Blank 8.1.18 Intentionallv Lef Blank 8.1.19 lntentionallv Left Blank 8.1.20 Solitter Collocation 8.1.20.1 TIE Cable Reclassification ICB 3 8.1.20.2 Splitter Shelf Charoe $4.15 $503.72 1 1 8.1.20.3 EnQineerino $1,079.85 B 8.1.20.4 Salitter TIE Cable Connections 8.1.20.4.1 Solitter in the Common Area - Data to 410 Block $3.05 $2,689.07 B B 8.1.20.4.2 Splitter in the Common Area - Data Direct to CLEC $3.24 $2,850.97 B B 8.1.20.4.3 Splitter on the IDF - Data to 410 Block $0.95 $834.92 B B 8.1.20.4.4 Solitter on the IDF - Data Direct to CLEC $1.84 $1,623.47 B B 8.1.20.4.5 Splitter on the MDF - Data to 410 Block $0.98 $861.91 B B 8.1.20.4.6 Splitter on the MDF - Data Direc to CLEC $2.18 $1,922.42 B B effective 07.01.08 (COMA)Page 3 of 12 Greenfly Networks, Inc. dba Clearfy Communications Exhibi A Idaho 8_2 Virtual Collocation 8.2.1 Plannino and Enoineerino 8.2.1.1 IQuote Preoaratio Fee $3,146.41 B,7 8.2.2 Maintenance Labor, oer Half Hour 8.2.2.1 IReaular Hours Rate $29.01 B 8.2.2.2 IAfter Hours Rate $39.00 B 8.2.3 Trainino Labor, oer Half Hour 8.2.3.1 IReaular Hours Rate $29.01 B 8.2.4 BavSoace 8.2.4.1 Eauipment Bav, per Shelf $4_17 B 8.2.4.2 Virtual Soace Constrn, Initial Bav Proid $20.15 $17,749.07 B B 8.2.4.3 Each Additional Bav Soace $3.24 $2854.33 B B 8.2.4.4 Virtual Cable Racina. oar She $0.44 $384.59 B B 8.2.5 Enoineerina Labo. Per Half Hor 8.2.5.1 IReiular Hours Rate $32.94 B 8.2.5.2 IAfter Hours Rate $43.31 B 8.2.6 Installation Labor. oer Half Hour 8.2.6.1 IReoular Hours Rate $31.77 B 8.2.6.2 IAfter Hours Rate $41.32 B 8.2.7 Renf 8.2.7.1 IFloor Space Lease, Per Sauare Foot $2.70 B 8.2.7.2 IRent, oer Shel $4.05 B 8.28 Intentionallv Left Blank 8.2.9 -48 Volt DC Power Cable, oer Cable 8.2.9.1 20 Amp Power Feed $4.52 $3985.41 B B 8.2.9.2 30 Amo Power Feed $5.15 $4537.67 B B 8.29.3 40 Amo Power Feed $6.22 $5,480.42 B B 8.2.9.4 60 Amo Power Fee $11.02 $9,706_03 B B 8.2.9.5 100 Amp Power Fee $18_58 $16,370.51 B B 8.2.9.6 200 Amp Powr Fee $34_59 $30,473.53 B B 8.2.9.7 300 Amo Powr Fee $5_39 $47.917.87 B B 8.2.9.8 400 Amo Power Fee $7723 $68.037.02 B B 8.3 Caoeless Phvsical Collocion 8.3.1 Plannino and Enoineerino 8.3.1.1 IQuote Preoaration Fee $3,146.41 B,7 8.3.2 Soace Constrction and Site Preoaration 8.3.2.1 Site Preparation Fee ICB 3 8.3.2.2 Soace Construction for 2 Bavs $23.39 $20.603.40 B B 8.3.2.3 Intentionallv Left Blank 8.3.2.4 Intentionallv Left Blank 8.3.2.5 Each Additional Bav $3.24 $2.854.33 B B 8.3.2.6 Adiustment to use a Sinale Bav - Chanae to Standard Deian 1$3.24 ~$2,854.33 B B 8.3.2.7 -48 Volt DC Power Cable, oer Feed 8.3.2.7.1 20 Amo Power Fee $4.52 $3,985.41 B B 8.3.2.7.2 30 Amp Power Fee $5.15 $4.537.67 B B 8.3.2.7.3 40 Amp Power Fee $6.22 $5,480.42 B B 8.3.2_7.4 60 Amo Powr Fee $11.02 $9,706.03 B B 8.3.2.7.5 100 Amo Powr Fee $18.58 $16,370.51 B B 8.3.2.7.6 200 Amp Power Fee $3.59 $30,473.53 B B 8.3.2.7.7 300 Amp Power Feed $54.39 $47,917.87 B B 8.3.2.7.8 400 Amo Power Feed $77.23 $68,037.02 B B 8.3.2.8 Intentionallv Left Blank 8.3.2.9 Caaeless Bav Fees 8.3.2.9.1 IBav, Per Bav $2042.23 1 8.3.2.9.2 12.5 Inch Soacer Fee. per Spacr $269.64 1 8.3.2.9.3 15 Inch Soacr Fee, oer Soacer $283.32 1 8.3.3 Floor Space Lease, Per SQuare Foo $2.70 B 8.4 Caoed Phvsical Colloctin 8.4.1 Plannino and Enoineerino 8.4.1.1 IQuote Preparation Fee $3,185.58 B,7 8.4.2 Soace Construion and Site Preorati 8.4.2.1 Site Preoaration Fee ICB 3 8.4.2.2 Intentionallv Left Blank 8.4.2.3 Intentionallv Left Blnk 8.4.2.4 Soac Construn 8.4.2.4.1 Cao: Uo to 100 So. Ft.$3.51 $33927.76 B B 8.4.2.4.2 Ca: 101 to 20 So. Ft.$34.18 $30,113.98 B B 8.4.2.4.3 Caoe: 201 to 300 So. Ft.$42.18 $37,154.11 B B 8.4.2.4.4 Caae: 301 to 400 Sa. Ft.$44.18 $38,922.82 B B 8.4.2.5 Intentionallv Left Blank 8.4.2.6 -48 Volt DC Power Cable, per Feed 8.4.2.6.1 120 Amp Power Fee $5_62 $4,95.85 B B 8.4.2.6.2 130 Am Power Feed $6.20 $5,457.64 B B effective 07.01.08 (COMA)Page 4 of 12 Greenfl Networks, Inc. dba Clearfy Communications Exhibit A Idaho 8.4.2.6.3 40 Amp Power Feed $7.41 $6,526.00 B B 8.4.2.6.4 60 Amp Power Feed $12.23 $10,772.9 B B 8.42.6.5 100 Amo Power Feed $19.90 $17,531.29 B B 8.4.2-66 200 Amo Power Feed $37.04 $32,634.30 B B 8.4.2.6.7 300 Amp Power Feed $58.25 $51,315.56 B B 8.4.2.6.8 400 Amp Power Feed $82.71 $72,861.29 B B 8.4.3 Soace Construction - Fencino Credit 8.43.1 Gaoe: Uo to 100 So. Ft $10.07 $5,723.12 B B 8.4.3.2 Caoe: 101 to 200 So. Ft.$12.70 $7,135.89 B B 8.4.3.3 Caoe: 201 to 300 So. Ft.$14.47 $8,015.26 B B 8.4.3.4 Caoe: 301 to 400 So. Ft.$16.15 $8,851.38 B B 8.4.4 Floor SPace Lease, oer Souare Foot $2.70 B 8.4.5 IntentionallY Left Blank 8.4.6 Intentiallv Left Blank 8.4.7 IntentionallY Left Blank 8.4.8 Groundino 8.4.8.1 2 I 0 AWG, oer Foo $0.0097 $8.52 B B 8.4.8.2 1 I 0 AWG, oer Foot $0.0170 $14_99 B B 8.4.8.3 4 I 0 AWG, per Foot $0.0200 $17.84 B B 8.4.8.4 350 kcmil, per Foot $0.0258 $22.77 B B 8.4.8.5 500 kcmil, oer Foot $0.0299 $26.35 B B 8.4.8.6 750 kcmil, oer Foot $0.0456 $40.17 B B I 8.SIAdjacent Collocon and AdiaCent Remote Collocation ICB 3 8.6 Remote Collocation 8.6.1 Phvsical & Virtual Remote Collocation 8.6.1.1 Space, per Standard Mountino Unit $0.57 $665.47 B B 8.6.1.2 FDI Terminations, per 25 Pair $0.35 $484.90 B B 8.6.1.3 Power Usaoe (see rates in 8.1.4.2) 8.6.1.3_1 ILess Than or Eoual To 60 Amps, per Amp Ordered $2.47 15 8.6.1.3.2 IGreater Than 60 Amos, oer Amo Ordered or Used $4.93 15 8.6_1.4 Quote Preparation Fee $1,084-52 B 8.6.2 Intentionallv Left Blank 8.6.3 Additional Virtal Remote Terminal Features 8.6.3.1 Flat Charoe, oer Job $36_16 B 8.6.3.2 Enoineerino, oer Half Hour $35.65 B 8.6.3.3 Maintenance, per Half Hour $29.40 B 8.6.3.4 Installation, oer Half Hour $29.40 B 8.6.3.5 Trainino, oer Half Hour $29.40 B 8.7 CLEC-lo-CLEC 8.7.1 Desion Enoineerino & Installation - No Cables 8.7.1.1 I Fiber Flat Charoe $1,229.81 B 8.7.1.2 IFlat Charoe $6.76 B 8.7.2 Cable Rackino 8.7.2.1 DSO, oer Foot, per Cable $0.1184 B 8.7.2.2 DS1, oer Foot, oer Cable $0.13075 B 8.7.2.3 DS3, oer Foot, oer Cable $0.10234 B 8.7.2.4 Fiber, per Foo, per Fiber $0.93313 B 8.7.3 Virtual Connecions (if ApPlicable - Connecions Onlv; No Cables) 8.7.3.1 DSO, oer 100 Connections $194.39 B 8.7.3.2 DS 1, oer 28 Connections $91.54 B 8.7.3.3 DS3 oer 1 Connecion $5.90 B 8.7.3.4 Fiber Connections, per Fiber Soliced (se rates from 8.1.3.2)$37.15 15 8.7.4 Cable Hole, if Aonlicable $386.89 B 8.7.5 CLEC-to-CLEC Cross-Connection $201.36 B 8.8 Interconnection Distribution Frame IICDFI Collocation 8.8.1 Quote Preparation Fee (see rate in 8.1.1.21 $1,284.30 15 8.8.2 DSO Circuit, oer 200 Leos $17.80 $2,171.94 12 12 8.8.3 DS 1 Circuit, oer Two Leos $0.91 $71.59 12 12 8.8.4 DS3 Circuit, per Two Leos $8.91 $1,182.27 12 12 8.8.5 Fiber Circuit, oer Two Leos $2.25 $236.98 12 12 8.9 Collocation Cancellation QPF, Prorted Job Costs 8.9.1 Additional Labot Other, oer Half Hour or fraction thereof (see rates in 9.20) 8.9.1.1 IAdditional Labor - Basic $27.70 15 8.9.1.2 IAdditionat Labor - Overtime $36.98 15 8.9.1.3 IAdditional Labor - Premium $46.29 15 8.9.2 Additional Disoatch, oer Reauest (se rate in 9.20)$87.98 15 I 8.10 Microwave Entrance Facilty ICB ICB 3 3 I 8.11 IIntentionallv Lef Blank effective 07.01.08 (COMA)Page 5 of 12 Greenfy Networks. Inc. dba Clearf Communicatios Exhibit A Idaho 8.12 Facilty Connected (FC) Collocation 8.12.1 Quote Preoaration Fee, per Request ICB 3 8.12.2 Enaineerina Fee, oer Job ICB 3 8.12.3 Coooer Entrance F acilitv, Der 100 Pair ICB ICB 3 3 8.12.4 Fiber Entrance Facilitv. per 12 Strands (see rates in 8.1.2.1\$5.44 $616.32 15 15 8.12.5 Termination Block with Gas Proecor, per 100 Pairs ICB ICB 3 3 8.12.6 Termination Panel, oer 12 Strahds ICB ICB 3 3 8.12.7 OS1 Voitaae Isolation oer OS1 ICB ICB 3 3 8.13 DC Power Reduction and Restoration 8.13.1 Power Reduction 8_13.1.1 Quote PreDaration Fee, Der Ofce $703.70 B 8.13.1.2 Power Reduction. with or without Reservation, per Feed Set 8.13.1_2.1 ILess Than 60 Amos $494.45 B 8.13.1.2.2 IEaual To 60 Amos $706.91 B 8.13.1.2.3 IGreater Than 60 Amos $895.31 B 8.13.1.3 Power Of, per Feed Set, per Secdary Fee $621.09 B 8.13.1.4 Power Maintenance Chame (Reservation Charg), pe Fus se $6.59 B 8.13.1-5 Loction Chanoe from Power Board to BOFB ICB 3 8.132 Power Restoration 8.13.2.1 Quote PreDaratio Fee, per Ofce $703.70 B 8.13.2.2 Power Restorati, aDplies to Primary & sedary Fee 8.13.2.2.1 Power Restorati wi Reservation 8.13.2.2.1.1 ILes Than 60 AmDs $494.45 12 8.13.2.2.1.2 IEaual To 60 Amos $706.91 12 8.13.2.2.1.3 IGreater Than 60 Amos $695.31 12 8.13.22.2 Power Restoration without Reservation ICB 12 .8.13.2.3 Location Chanae from Power Board to BOFB ICB 3 8.14 Colloction Transfer of Resoonsibilitv 8.14.1 Intentionally Left Blank 8.14.2 Assessment Fee, oer Reauest $1,036.00 B 8.14.3 Network Svstem Administration Fee oer Reouet $1,586.00 B 8.14.4 Transfer of Resoonsibilit aoolies to Wireline & Wiress Loclnterne Trunks UOIT,$32.80 12 8.14.5 Transfer of Resoonsibilitv aDDlies to Unbundled Loo, SubiOD. Loo Soittina. Loo Mux Co,$32.80 12 8.15 Colloction Available Inventorv 8.15.1 Standard Sites 8.15.1.1 Removal of T erminatiors 8_15.1.1.1 OSO, oer 100 Terminatis ICB 3 8.15.1.1.2 OS 1 . oer Terminatio ICB 3 8.15.1.1.3 OS3, oer Terminatin ICB 3 8.15.1.1.4 OCN, Der 12 Fibers ICB 3 8.15_2 Soeal Sites 8.15.2.1 ISDecial Site Assessment Fee $1,051.23 12 8.15_2.2 INetwork Svstems Assessment Fee $1,652.38 12 8.15.2.3 ISite Survey Fee $163.65 12 8.15.3 Re-usable Elements ICB 3 8.15.4 Quote PreDaration Fee (QPF) 8.15.4.1 ICaaeless (see rate in 8.3.1.1\$3,146.41 14 8.15.4.2 ICa!led (see rate in 8.4.1.1\$3,185_58 14 8.16 Colloction Decommissioning (see rates in 9.20) 8.16.1 Additional Labor other, per Half Hour or fraction thereof 8.16.1.1 IAdditional Labo Other - Basic $27.70 15 8.16.1.2 IAdditional Labor Other - Overtime $36.98 15 8.16.1.3 IAdditional Labor Other - Premium $46.29 15 8.16.2 Additional OisDatch, oer Order $87.98 15 I 8.17IJoint Testing 1 18.17.1 ISet-UD Fee (se rate in 8.2.2.1 with a one hour minimum)$58.02 15 1 18.17.2 ITest Time Fee, oer Half Hour (see rate in 8.2.2.1\$29_01 15 9.0lUnbundle Netwrk Elements tUNEs) 9.1 Inrconnection Tie Pairs IITP) . Per Termination 9.1.1 IOSO $0.38 B 9.1.2 IOS1 $1.24 B 9.1.3 IDS3 $14.76 B 9.2 Unbundled LOODS 9.2.1 Analoo Loo s See 9.2.4 9.2.1.1 2-Wire Voice Grade Loo 9.2.1.1.1 IZone 1 $15.65 ## 9.2.1.1.2 IZone 2 $23_76 ## 9.2.1.1.3 IZone 3 $40.50 ## effective 07.01.08 (COMA)Page 6 of 12 Greenlly Networks, Inc. dba Clearfy Communications Exhibit A Idaho 92.12 Intentionallv Left Blank 9.2.1.3 4-Wire Voice Grade Looo 9.2_1.3.1 IZone 1 $30.70 ## 9.2.1.3.2 IZone2 $46.63 ## 9.2.1.3.3 IZone 3 $79.4 ## 9.2.2 Nonloaded Looos See 9.2.4 9.2.2.1 2-Wire Nonloaded Loop 9.2.2.1.1 IZone 1 $15.65 ## 922.1.2 IZone 2 $23.76 ## 92.2.1.3 IZone3 $40.50 ## 9.22.2 Intentionallv Left Blank 9.2.2.3 4-Wire Nonloaded Looo 9.2.2.3.1 IZone 1 $30.70 ## 9.2.2.3.2 IZone2 $46.63 ## 9.2.2.3.3 IZone 3 $79.47 ## 9.2.2.4 Looo Unloadino $9.00 A,8 9.2.2.5 Loo Conditionino $22.00 A,8 9.2.3 Dinital Capable Loos 9.2.3.1 Basic Rate ISDN.J xDSL-1 Capable See 9.2.4 9.2.3.1.1 IZone 1 $15.65 ## 9.2.3.1.2 IZone2 $23.76 ## 92.3.1.3 IZone 3 $40.50 ## 9.2.3.2 Intentionaliv Left Blank 9.2.3.3 DS1 Capable Loop See 9.2.5 9.2.3.3.1 IZone 1 $86.48 ## 9.2.3.3.2 IZone 2 $86.46 ## 92.3.3.3 IZone 3 $99.96 ## 9.2.3.4 DS3 Capable Loop Se 92.6 92.3.4.1 IZone 1 $941.95 ## 9.2.3.4.2 IZone 2 $955.04 ## 9.2.3.4.3 IZone 3 $1,264.56 ## 9.2.3.5 Intentionallv Left Blank 9.2.3.6 2-Wire Extension Tecnology $22.00 A 9.2.4 Loop Installation Charges for 2 & 4-Wire Analog I Nonloaded, ISDN BRI Capable and xDSL - I"Se 9.2.1 & Capable Loops where condijionino is not reouired.9.22 92.4.1 Basic Installation 9.2.4.1.1 IFirst $11.03 A 9.2.4.1.2 lEach Addijional $6.07 A 9.2.4.2 Basic Installation with Performance Testino 9.2.4.2.1 IFirst $17.72 A 9.2.4.2.2 lEach Additional $8.99 A 9.2.4.3 Coordinated Installation with Coperative TestinQ I Proie Cordinated Installation 9.2.4.3.1 I First $171.87 # 9.2.4.3.2 lEach Addijional $94.09 # 9.2.4.4 Coordinated Installation without Cooperative Testino I Proiec Coordinated Installation 9.2.4.4.1 IFirst $59.81 # 9.2.4.4.2 lEach Addijional $53.32 # 9.2.4.5 Basic Installation with Coooerative Testino 9.2.4.5.1 IFirst $142.10 # 9.2.4.5.2 lEach Addijional $94.09 # 9.2.5 DS1 Looo Installation Charoes See 9.2.3.3 9.2.5.1 Basic Installation 9.2.5.1.1 IFirst $128.71 B 9.2.5.1.2 lEach Addijional $99.73 B 9.2.5.2 Basic Installation with Performanæ TestinQ 9.2.5.2.1 IFirst $279.37 B 9.2.5.2.2 lEach Additional $212.57 B 9.2.5_3 Coordinated Installation with Cooprative Testino I Proiect Codinated Installation 92.5.3.1 IFirst $316.94 B 9.2.5.3.2 lEach Additional $222.40 B 9.2.5.4 Coordinated Installation wihout Coooerative Testino I Proiect Cordinated Installation 9.2.5.4.1 IFirst $135.78 B 9.2.5.4.2 lEach Addijional $106.79 B 9.2.5.5 Basic Installation with Coooerative Testino 9.2.5.5.1 IFirst $27224 B 9.2.5.5.2 lEach Addilional $195.68 B 92.6 DS3 Looo Installation Charoes .See 9.2.3.4 9.2.6.1 Basic Installation 9.2.6.1.1 I First $128.71 B 9.2.6.1.2 lEach Additional $99.73 B 92.6.2 Basic Installation with Performance Testill 9.2.6.2.1 I First $279.37 B 9.2.6.2.2 lEach Additional $212_57 B 92.6.3 Coordinated Installation with Cooperative Testill I Proiec Codinated Installation 9.2.6.3_1 I First $316.94 B 9.2.6_3_2 i Each Addijional $222.40 B 926.4 Coodinated Installation without Coorative Testino I Proiec Coordinated Installation effective 07.01.08 (COMA)Page 7 of 12 Greenfl Networks, Inc. dba Cleamy Communications Exhibit A Idaho 9.2.6.4.2 lEach Additional $106.79 B 9.2.6.5 Basic Installation with CoooeraUve Testino 9.2.6.5.1 IFirst $272.24 B 9.2_6.5.2 lEach Additioal $195.68 B 9.2_7 Intentionallv Left Blank 9-28 Pnvate Line I Soecial Access to Unbundled Looo Conversion las is)$34.50 B 9.3 SublooD 9.3.1 2-WireAna )Q and Nonloade Distrbution Loo 9.3.1.1 First $107.92 1 9.3.1.2 Eac Additonal $29-62 1 9.3.1.3 Firs & Each Additnal 2-Wire Distrbu LOO 9.3.1.3.1 IZone 1 $11.00 ## 9.3.1.3.2 IZone2 $16.70 ## 9.3.1.3.3 IZone 3 $27.57 1 9.3.2 IntentionaliY Left Blank 9.3.3 Intra-Buiidir ~ Gable Loop, per Pair $0.70 1 9.3.3.1 No Dispatch, First $51,97 1 9.3.3.2 No Disoatch, Each Additional $21.32 1 9.3.3.3 Disoatch, First $98.14 1 9.3.3.4 Disoatch, Each Additionl $31.62 1 9.3.4 Intentionally Left Blank 9-3.5 MTE Terminal Subloop Accss 9.3.5.1 ISublooo MTE - POI Site Inventory. per Reaues $110.46 1 9-3.5.2 IMTE - POI Rearranaement of Faciities ICB 3 9.3.5.3 IMTE - POI Constrion of New SPOI ICB 3 9.3.6 IntenUonal1Y Left Blank 9.3.7 Field Connecion Point IFCP) 9.3.7.1 Feasibilit Fee I Quote Preoaraon Fee $1,197.07 1 9.3.7.2 FCP set-UP, per Reauest $3,291.11 12 9_3.7.3 FCP Splicinii. pe 25 Pairs $13.88 12 9.3.7.4 FCP Recsscation $463.26 1 9.4 Shared Services 9.4.1 IntentionaliY Left Blank 9.4.2 Line Splittini 9.4_2.1 IBasic InstallaUon Charie for Line Splittna $33.79 1 9.4.3 LoooSolittno 9.4.3.1 IBasic Installation Charae for Looo Solittino $33.79 1 9.4.4 OSS, per Line, per Month $3.23 1 i 9.5lNetwork Intenace Device INIDI $0.51 $52.76 A,10 B 9.6 Unbundled Dedica Interoffce Transport (UDm 9.6.1 DSOUDIT Recno Fixed & oar M~e).$241.74 B 9.6.1.1 Over 0 to 8 Mile $24.67 $0.29 B B 9.6.1.2 Over 8 to 25 Miles $24.69 $0.23 B B 9.6.1.3 Over 25 to 50 Miles $24.86 $0.15 B B 9.6.1.4 Over 50 Miles $24.69 $0.05 B B 9.6.2 DS1 UDIT Recrrno Fixed & oer Mile)$284.52 B 9.6.2.1 Over 0 to 8 Miles $36.43 $3.20 B B 9.6.2.2 Over 8 to 25 Miles $37.26 $3.19 B B 9.6.2.3 Over 25 to 50 Miles $39.12 $1.81 B B 9.6.2.4 Over 50 Miles $37.77 $0.78 B B 9.6.3 DS3UDIT Recrrno Fixed & per Mile)$284.52 B 9.6.3.1 Over 0 to 8 Miles $238.61 $54.07 B B 9_6.3.2 Over 8 to 25 Miles $242.03 $16.78 B B 9.6.3.3 Over 25 to 50 Mils $223.90 $21.34 B B 9.6.3.4 Over 50 Miles $235.64 $14.83 B B 9.6.4 IntentionallY Left Blank 9.6.5 IntentionallY Lef Blank 9.6.6 Intentionallv Left Blank 9_6.7 UDIT DSO Channel Penornce 9.6.7.1 IDSO UDI1 Low Side ChannelizaUon $13.10 B 9.6.8 Intentionallv Left Blank 9.6.9 Intentionall Left Blank 9.6.10 Intentionallv Left Blank 9.6.11 UDIT Rearrnaement 9.6.11.1 DSO. Sinole Ofce $164.40 B 9.6.11.2 DSO, Dual Ofce $20.79 B 9.6.11.3 Hioh Capacitv. Sinole Offce $221.94 B 9.6.11.4 Hiah Capacitv, Dual Ofce $249.30 B 9.6.12 Private Line I Soeal Acce to UDIT Converson (as is)$131.19 12 i 9.7lUnbundled Dark Fiber (UDF) i 19.7.1 IInitial Recds Inouirv URIl effectie 07.01.08 (COMA)Page 8 of 12 Greenfly Networks, Inc. dba Clearfy Communications Exhibit A Idaho 9.7.1.2 IComplex $251.07 B9.7.2 Field Verication and Quote Preparation (FVQPI $907.28 B 9.7.3 Enoineerino Verification $297.03 B9.7.4 UDF - Sinole Strand 9.7.4.1 UDF - Interoffice Facilitv (UDF-IOFI - Sinole Strnd 9.7.4.1.1 Order Charoe, per First Strand I Route I Order $492.60 B 9.7.4.1.2 Order Chan:¡e, Each Additional Strand I Route I Order $255.66 B9.7.4.1.3 Fiber T ransDort, per Strand I Mile $50.87 9 9.7.4.1.4 Termination, Fixed, oer Strand I Ofce I Termination $4.80 B 9-7.4.1.5 Fiber Cross-Connec (Minimum of 2 Cross-Connects apolv, oer $2.39 $19.38 B B9.7.5 UDF - OAr Pair 9.7.5.1 UDF - Interoffce Facilitv (UDF-IOFI- per Pair 9.7.5.1.1 Order Charrie, per First Pair I Route I Order $492.60 B 9.7.5.1.2 Order Charae, Each Additional Pair I Route I Order $255.66 B9.7.5.1.3 Fiber T ransoort, oer Pair I Mile $66.15 B 9.7.5.1.4 Termination, Fixed, oer Pair I Ofce I Termination $7.31 B 9.7.5.1.5 Fiber Cross-Connect (Minimum of 2 Cross-Connects annlvl, OAr Pair $4.43 $19.38 B B9.7.6 Dark Fiber Solice $602.60 B 9.7.7 UDF MTE Subloop ICB ICB 3 3 I 9.& Intentionaltv Left Blank T 9.91lntentionallv Left Blank I 9.101lntentionally Left Blank T 9.111lntentionallv Left Blank I 9.121lntentionallv Left Blank I 9.1311ntentonally Left Blank I 9.1411ntentionallv Left Blank I 9.1Sllntentionallv Left Blank I 9.16lintentionallv Left Blank I 9.17llntentionaltv Left Blank I 9.1&lintentionally Left Blank 9.19 Construction Charaes 9.19.1 CLEC Reouested UNE Construction (CRUNEC) - aooies to Unbundled Dark Fiber, Unbundled 9_19.1.1 IRecord Quote Preparation Fee $347.46 12 9.19.1.2 IConstruction Quote Preparation Fee $863.43 129.19.2 Construction of Network Capacitv; Facilities or Space for Accss to or use of UNEs ICB ICB 3 3 9.20 Miscellaneous Chariies 9.20.1 Additional Enoineerina, per Half Hour or fraction thereof 9.20.1.1 IAdditional Enoineerinri - Basic $31.74 B 9.20.1.2 IAdditional Enoineerino - Overtime $39.61 B 9.20.2 Additional Labor Installation, oer Half Hour or fraction thereof 9.20.2.1 IAdd~ional Labor Installation - Overtime $9.02 B 9.20.2.2 IAdditional Labor Installation - Premium $18_05 B 9_20.3 Additional Labor Other, oer Half Hour or frction thereof 9.20.3.1 IAdditional Labor Other - (Ootional Testi,; Basic $27.70 B 9.20.3.2 IAdd~ional Labor Other - (Ootional Testinnl Overtime $36_98 B9.20.3.3 IAdditional Labor Other - (Optional Testinnl Premium $46.29 B 9.20.4 Intentionallv Left Blank 9.20.5 Intentionallv Left Blank 9.20.6 Additional COOPerative AcceDlance Testino, Per Half Hour or fraction thereof 9.20.6.1 IAdditional Cooperative Accptance TestinD - Basic $29.40 B 9.20.6.2 IAdditional CooDerative Accptance Testino - Overtme $39.28 B 9.20.6.3 IAdditional Coooerative Acceotance Testino - Premium $49.16 B 9.20.7 Nonscheduled COOPerative Testino, per Half Hour or frctin thereof 9.20.7.1 INonscheduled COOPerative Testina - Basic $29.40 B 9.20.7.2 INonscheduled Coooerative Tesnri - Overtime $39.28 B 9.20.7.3 INonscheduled Coooerative Testino - Premium $49.09 B 9.20.8 Nonscheduled Manual Testino, Per Half Hour or fracton thereof 9.20.8.1 INonscheduled Manual Testinri - Basic $29.40 B9.20.8.2 INonschedled Manual Testinri - Overtime $39.28 B 9.20.8.3 INonscheduled Manual Testino - Premium $49.16 B 9.20.9 Intentioallv Left Blank 9.20.10 Intentionallv Left Blank 9.20.11 Additional Dispatch, oer Order $87.98 B effective 07.01.08 (COMA)Page 9 of 12 Greenlly Networs, Inc. dba Clearf Communications Exhibit A Idaho 9.20.12 Intenlionallv Left Blank 9.20.13 DesiQn ChanQe, per Order $73.99 B 9.20.14 Exoedile Charoe, oer Dav Advanced (see rates in Owest s Tari FCC NO.1 Secion 5\$200.00 11 9.20.15 Cancellation Charoe ICB 3 9.20.16 Maintenance of Service, per Half Hour or fractio thereo 9.20.16.1 IMaintenance of Service - Basic $28.86 B 9.20.16.2 IMaintenance of Service - Overtme $36.98 B 9.20_16.3 IMaintenance of Service - Premium $46.29 B 9.20.17 IntentionallY Left Blank I 9.21lChannel Regeneration I 19.21.1 IDSl $0.00 $0.00 6 6 1 19.21.2 IDS3 $0.00 $0.00 6 6 I 9.22l1ntentionallY Left Blank 9.23 UNE Combinatns 9.23.1 IntentionaUv Left Blank 9.23.2 Enhanced Extende LOOD (EELl 9.23.2.1 EEL Loo, DSO 2-Wire Analo 9.23.2.1.1 EEL 2-Wire Lll Instalation 9.23.2.1_1-IFirst $245.11 1 9.23.2.1.1.2 lEac Additional $182.97 1 .9.23.2.1.2 2-Wire Analoa LOOD (se rates in 9.2.1.1 \ 9.23.2.1.2.1 IZone 1 $15.65 15 9.23.2.1.2.2 IZone 2 $23.76 15 9-23.2.1_2.3 IZone 3 $40.50 15 9.23.2.2 EEL Looo, DSO 4-Wire Analoo 9.23.2.2.1 EEL 4-Wire LOOD Installation 9.23.2.2.1.1 i First $245.11 1 9.23.2.2.1.2 lEach Aditional $182.97 1 9.23.2.2.2 4-Wire Analoo LOOD (see rates in 9.2.1.3\ 9.23.2.2.2.1 IZon 1 $30.70 15 9.23.2.2.2.2 IZo2 $46.63 15 9.23.2.2.2.3 IZon 3 $79.47 15 9.23.2.3 EEL Lll, DSl 9.23.2.3.1 EEL OS1 LOOD Instnation 9.23.2.3.1.1 IFirst $300.49 1 9.23.2.3.1.2 lEach Aditional $225.39 1 9.23.2.3.2 OS1 CaDable LOOD (se rates in 9.2.3.3\ 9.23.2.3.2.1 IZone 1 $86.48 15 9.23.2.3.2.2 IZone2 $86.46 15 9.23.2.3.2.3 IZone3 $99.96 15 9.23.2.4 EEL LOOD, DS3 9.23.2.4.1 EEL OS3 Looo Installation ,9.23.2.4.1.1 IFirst $323.61 1 9.23.2.4_1.2 lEach Additional $248.51 1 9.23.2.4.2 DS3 CaDable LOOD (see rates in 9.2.3.4\ 9.23.2.4.2.1 IZone 1 $941.95 15 9.23.2.4.2.2 IZone2 $955.04 15 9.23.2.4.2.3 IZone3 $1,264.56 15 9.23.2.5 Private Line I Soeal Accss to EEL Conversion (as is\$34.50 B 9.23.2.6 EEL Rearrnoement 9.23.2.6.1 10SO $130.83 12 9.23.2.6.2 IHioh caoa $148.50 12 9.23.2.7 EEL TransPO 9.23.2.7.1 OSO (Recrnno Fixed & Der MiI\ (se rates in 9.6_1 \ 9.23.2.7.1.1 Over 0 to 8 Miles $24.67 $0.29 15 15 9.23.2.7_1.2 Over 8 to 25 Miles $24.69 $0.23 15 15 9.23.2.7.1.3 Over 25 to 50 Miles $24.86 $0_15 15 15 9.23.2.7_1.4 Over 50 Miles $24.69 $0.05 15 15 9.23.2.7.2 OSl (Recrnno Fixed & oer Mile\ (see rates in 9.6.2\ 9.23.2.7.2.1 Over 0 to 8 Miles $36.43 $3.20 15 15 9.23.2.7.2.2 Over 8 to 25 Mils $37.26 $3.19 15 15 9.23.2.7.2.3 Over 25 to 50 Miles $39.12 $1.81 15 15 9.23.2.7.2.4 Over 50 Miles $37.77 $0.78 15 15 9.23.2.7.3 OS3 IRecrnni Fixed & Der Mile) (se rates in 9.6.3\ 9.23.2.7.3.1 Over 0 to 8 Miles $238.61 $54.07 15 15 9.23.2.7.3.2 Over 8 to 25 Miles $242.03 $16.78 15 15 9.23.2.7.3.3 Over 25 to 50 Miles $223.90 $21_34 15 15 9.23.2.7.3.4 Ovr 50 Mile $23.64 $14.83 15 15 9.23.2.8 EEL Multiolexino 9.23.2.8.1 IOS1 toOSO $263.86 $246.92 B 1 9.23.2.8.2 DS3to OS1 $30.22 $246.92 B 1 9.23.2.9 EEL DSO Channel Performnce 9.23.2.9.1 10SO Low Side Channelization $13.10 B 9.23.2.9.2 10Sl I OSO Low Side Channeliztion $7.47 B effecive 07.01.08 (COMA)Page 10 of 12 Greelly Networks, Inc. dba Oearly Communications Exhibit A Idaho I 9.241lntentionally Left Blank 9.25 Loop Mux Combination (LMCI 9.25.1 Looo Mux, 2-Wire Analoo 9.25.1.1 LMC 2_Wire Instllation 9.25.1.1.1 i First $225_67 1 9.25.1.1.2 lEac Additional $148.96 1 9.25.1.2 2-Wire Analoa Looo (see rates inm 9.2.1.1) 9.25.1.2.1 IZone 1 $15.65 15 9.25.1.2.2 IZone2 $23.76 15 9.25.1.2.3 IZone 3 $40.50 15 9.25.2 Looo Mux, 4-Wire Analoa 9.25.2_1 LMC 4-Wire Installation 9.25.2.1.1 I First $225.67 1 9.25.2.1.2 lEach Additional $148.96 1 9.25.2.2 4-Wire Analoo Looo (see rates fin 9.2.1.3) 9.25.2.2.1 IZone 1 $30.70 15 9.25.2.2.2 IZone2 $46.63 15 9.25.2.2.3 IZone 3 $79.47 15 9.25.3 Loon Mux, DS1 9.25.3_1 LMC DS1 Looo Installation 9.25.3.1.1 IFirst $285.08 1 9.25.3.1.2 lEach Additional $209.98 1 9.25.3.2 DS1 Caoable Looo (see rates in 9.2.3.3\ 9.25.3.2.1 IZone 1 $86.48 15 9.25.3.2.2 IZone 2 $86.46 15 9.25.3.2.3 IZone 3 $99.96 15 9.25.4 Private Line / Soecial Accss to LMC Conversion (as is)$34.50 B 9.25.5 DSO Channel Performance 9.25.5.1 Iintentionallv Lell Blank 9.25.5.2 IDS1 / DSO Low Side Channelization $7.47 B 9.25.6 LMC Rearranoement 9.25.6.1 IDSO $130.83 12 9.25.6.2 IHioh Caoacitv $148.50 12 10.0lAncillarv Services 10.1 Local Number Portbiltv 10_1-LNP Queries See FCC See FCC Tariff #1 Tarif #1 Section 13 &Section 13 & 20 20 10.1.2 LNPMana ed Cuts 10.1.2.1 Standard Manaaed Cuts, oer Person, oer Half Hour $26.57 B 10_1.2.2 Overtime Manaoed Cuts, oer Person, per Half Hour $34.38 B 10.1.2.3 Premium Manaoed Cuts. oer Person, oer Half Hour $42.21 B i 10.21911/ E911 I 110.2.1 1911 / E911 - Callno No Charge NoCharoe 10.3 White Pa es Dirctory ListinQS, F acilitv Based Providers 10.3.1 Primarv Listina NoCharae No Chara 10.3.2 Premium / Privacy Listings General General Exchange Exchange Tarif Rate, Tariff Rate, Less Less .Wholesle Wholesale Discount Discount 10.4 DirectoN Asistance, Facilit Based Providers 10.4.1 Locl Director Assistance, oer Call $0.34 2 10.4.2 National Direcor Assistance, oer Call $0.34 2 10.4.3 Intentionallv Left Blank 10.4.4 Intentionaliv Left Blank 10.4.5 Call Comoletion, oer Call $0.04 2 10.5 Directory Assistance List Information 10.5.1 Initial Database Load, per Listina $0.025 B 10.5.2 Reload of Database, oer Listina $0.020 B 10.5.3 Dailv Uodates, oer Listino $0.25 B 10.5.4 One-Time Set-Uo Fee $73.29 B 10.5.5 Media Charoes for File Deliverv 10.5.5.1 IElecronic Transmission $0.0020 B I 10.61Toll and Assistance Operator Services, Facilty Based Providers i 110.6.1 IOoerator Assistance, oer Call $0.50 2 effective 07.01.08 (COMA)Page 11 of 12 Greenfy Netwrks, Inc. dba Clearfy Communications Exhibit A Idaho 10.6.2 Busv Line Verify, per Call $0.72 2 10.6.3 Busy Line Interrupt $0.87 2 10.6.4 Call Brandino, Set-Uo & Recordino $10,50.00 2 10.6.5 Loadina Brand, per Switch $800.00 2 10.7 Access to Poles, Ducts, Conduits and Rights of Way (ROW) 10.7.1 Pole Inquiry Fee, oer Inauirv $341.63 1 10.7.2 Innerductlnouirv Fee, oer Inauirv $233.51 1 10.7.3 ROW Inauirv Fee, per lnauiry $378.87 1 10.7.4 ROW Doument Prparation Fee $122.91 1 10.7.5 Field Verication Fee, per Pole $20.48 1 10.7.6 Field Verification Fee, oer Manhoe $190.89 1 10.7.7 Planner Verication, oer Manhole $16.52 1 10.7.8 Manhole Verication Inspector, per Manhole $92.18 1 10.7.9 Manhole Make-Readv Inspector, per Manhole $245.82 1 10.7.10 Transfer of Responsibilitv $106,86 1 10.7.11 Pole Attachment Fee, per Foot, per Year $2.77 B,4 10.7.12 Inneduct 10_7.12.1 IMicroduct üccuoancv Fee, per Microduct, per Foot, oer Year $0_1861 12 10.7.12.2 IInnerduct OCupancy Fee, per Foot, per Year $0.31 B,4 10.7.13 Accss AQreement Consideration $10.00 B 10.7.14 Make Ready ICB 3 12.010oerational SuoPOrt Systems I 12.1lDevelopment and Enhancements, oer Order $5.00 B I 12.210naoina Maintenance, oer Order $1.40 B I 12.31Daily Usage Record File, pe Record $0.0019 B I 12.4lTrouble Isolation Charge see 9.20 17.0180na Fide Request Process I 17.1 I Processing Fee $1,851.86 B I I I I I I 1 NOTES:.Unless otherwise indicated all rates are pursuant to Idaho Public UliUtes Commiion Doet: A AT&T Arbitration Doket USW-T-96-15 Order No 27738 effective Seotember 17 1998 B Cost Docket QWE-T-01-11 Order No. 29408 (January 5 20) rates effecive January 5 200. #Voluntarv Rate Reduction Docket USW-T-0D-3 effecve 6110/02. Reductons refleced in the 5/4102 Exhibit A. ##Second Voluntarv Rate Reduction Docket USW-T-OD3 effectve 61102. Reductions refeced in the 7110/02 Exhibit A_##Third Voluntary Rate Reduction Docet USW-T-00-3 effecive 12/16102 Reductns refled in the 10116/02 Exhibit A. 1 TELRIC rates proposed in Cost Docket QWE-1-01-11 testimoy filed on November 12, 2003. The case was bifrcated and the rates using this footnole are lorooosed in Phase 2 of the cost docket. 2 Market-based raes. 3 ICB Individual Case Basis oricino. 4 The State of Idaho has retained the oversiQht on these rates. These rates are not under the iurisdiction of the FCC. 5 FCC ordered rates pursuant to the FCC Os Order on Remand and Report and Orer (Intercarrier Compensation for ISP-Bound Trafc) CC Docet 01-131 (FCC ISP Order). effective June 14 2001. 6 Effective August 1, 2003, Owest will no longer bil the recurrng and nonrecurrng charges for Channel Regeneration. Owest reserves the right to revert back to the contracutal rate onlv after aopropriate notice is aiven. 7 The preliminary Quote Preparation Fees (QPF) are included in the space construion charges. Upon completion of the coloction construction, the QPF wiD be credited to the final space construction charge for the virtual, caged or cageles cotion job. These engineering and planning charges are also included in the Virtual Caaed and Caaeless Quote Preoaration Fees. 8 Eff. 11/04,Owest (Q) will no longer perform Bridge Tap and/or Load Coi Removal to facilitate provisioning of its Retail DSL ofering.To permit CLECs to provsion xDSL Capable Loops,Q is now re-instituting the charge to continue Conditioning for the 2/4-Wire UBL,ASL Compatible UBL,ISDN (BRI) Capable UBL, xDSL-1 Capable UBL, Non-Commercial Line Sharing, Line Splitting,Non-Coci SOL & Loo Splitting, eff. 3/14/05.Q can t bil the RC rate strcture,but will bil the lower of the two rates. 9 Owest is voluntarilv reducina this rate in orer to keeo rate retio wi th Fibr Transoo .oe Pair" rate element. 10 Qwest has not implemented this UNE rate or charie in its biUnQ svsem but rerves th riht to asss suc a chari in the future. 11 Market-based prices, All charges and increments shall be the same as the coparable charges and incments provided in Owst FCC, Retail Tarifs, Catalogs, or Price Lists. 12 Rates not addressed in Cost Docket (estimated TELRIC) 13 The provision of transiting services is not required pursuant to Section 251 of the Telecmmunictions Act. Owest has chosn to offer this service as part of its interconnection aareement but this service is not reauired to be orice accordino to a TELRIC methodolaav. 14 Rate was ordered for a similar element and is beinQ used because the costs for this element are the same. 15 Rate was oreviouslv ordered for this element in a diferent section of Exhibit A. ra Qwestl Element Added or Rate Chaniid per Amendment effective 07.01.08 (COMA)Page 12 of 12 PO-19 - Stand-Alone Test Environment (SATE) Accuracy Purpose: Evaluates Owests ability to provide accurate production-like tests to CLECs for testing new releases in the SATE and production environments and testinQ between releases in the SATE environment. Description: PO-19A · Measures the percentage of test transactions that conform to the test scenanos published in the IMA EDI Data Document - for the Stand Alone Test Environment (SATE) that are successfully executed in SATE at the time a new IMA Release is deployed to SATE. In months where no release activity occurs, measures the percentage of test transactions that conform to the test scenarios published in the current IMA EDI Data Document-for the Stand Alone Test Environment (SATE) that are successfully executed in SATE dunng the between-releases monthly performance test. · Includes one test transaction for each test scenario published in the IMA EDI Data Document - for the Stand Alone Test Environment (SATE). · Test transactions wil be executed for each of the IMA releases supported in SATE utilzing all test scenarios for each of the current versions of the IMA EDI Data Document - for the Stand Alone Test Environment (SA TE). · The successful execution of a transaction is determined by the Owest Test Engineer according to: - The expected results of the test scenario as described in the IMA EDI Data Document - for the Stand Alone Test Environment (SATE) and the EDI disclosure document. - The transactions strict adherence to business rules published in Owests most current IMA EDI Disclosure Documentation for each release and the associated Addenda. NOTE 1 . For this measurement, Owest wil execute the test transactions in the Stand-Alone Test Environment. - Release related test transactions will be executed when a full or point release of IMA is installed in SATE. These transactions wil be executed within five business days of the numbered release being onginally installed in SATE. This five-business day penod wil be referred to as the "Testing Window." - Mid-release monthly performance test transactions wil be executed in the months when no Testing Window for a release is completed. These transactions will be executed on the 15th, or the nearest working day to the 15th of the month, in the months when no release related test transactions are executed. · Test transaction results wil be reported by release and included in the Reporting Penod dunng which the release transactions or mid-release test transactions are completed. PO-19B · Validates the extent that SATE mirrors production by measuring the percentage of IMA EDI test transactions that produce comparable results in SATE and in production. - Transactions counted as producing comparable results are those that return correctly formatted data and fields as specified in the release's EDI disclosure document and developer worksheets related to the IMA release being tested. - Comparabilty will be determined by evaluating the data and fields in each EDI message for the test transactions against the same data and fields for Preorder queries, LSRs, and Supplementals, and returned as Ouery Responses, Acknowledgements. Firm Order Confirmations (FOCs) for flow-through eligible products, and rejects. · Test transactions are executed one time for each new major IMA release within 7 days after the IMA release. - Test transactions consist of a defined suite of Product/Activity combinations. Owests three regions wil be represented. NOTE 2 - Pre-order, Order, and Post-order transactions (FOCs for flow-through products) are included. · With respect to the comparability of the structure and content of results from SATE and production environments, this measurement focuses only on the validity of the structure and the validity of the content, per developer worksheets and EID mapping examples distributed as part of release notifications. NOTE 3 Reporting Period: PO-19A - One month PO-19B: - One month (for those months in Owest Idaho SGA T Third Revision, Eighth Amended Exhibit B June 26, 2007 Unit of Measure:Percent Page 25 EXHIBIT C See Qwests Wholesale web-site for the Service Interval Guide. Exhibit C -Qwest Fourteen State Template Version 1.8, May 11, 2005 1 Exhibit D ATTACHMENT 1. A Poles/lnnerductl or ROW Inquiry Preparation Fee General Agreement BAN Number (one for each route must be assigned before processing): Date Submitted:Date Replied to CLEC: CLEC Name Billng Address: Phone Number: State and city of inquiry: Contact name: e-mail address: Poles/lnnerduct Permit Database Search Costs Quotation(One Mile Minimum) Costs Est. Miles Total 1. Pole Inquiry Fee (see attached pricing chart) X 2. Innerduct Inquiry Fee (see attached pncing chart) X 3. ROW Records Inquiry (see attached pncing chart) X 4. Estimated Interval for Completion of Items 1, 2 or 3: 10 5. Additional requirements of CLEC: = $ = $ = $ Days This Inquiry wil result in (a) for Poles and Innerduct: a drawing of the duct or innerduct structure fitting the requested route, if available, and a quote of the charges for field verification, and/or (b) in the case of ROW, a ROW identification matrix, a quote of the charges for preparation of and consideration for, the necessary Access Agreements, and copies of ROW documents in Qwests Possession. (c) For Poles, the name and telephone number of the Field Engineer are provided so that the CLEC may contact the Qwest Field engineer and discuss attachment plans. If a field verification of poles is required, Attachment 1.B must be completed and the appropriate charges paid. Innerduct verification is always needed. By signing below and providing payment of the Estimated Costs identified above, the CLEC desires Qwest to proceed with the processing of its database/records search and acknowledges . receipt of this General Information, including the General Terms and Conditions under which Qwest offers such Poles/lnnerduct. Quotes expire in 30 days. Qwest Corporation Sianature Signature Name Typed or Pnnted Name Typed or Pnnted Title Title Date Date This signed form (original) must be sent with a check for the Inquiry amount (to "Qwest") to: Owest Idaho October 4, 2004 Page 6 Owest All States EXHIBIT E INTENTIONALLY LEFT BLANK October 4, 2004 Page 1 EXHIBIT F SPECIAL REQUEST PROCESS 1. The Special Request Process shall be used for the following requests: 1.1 Intentionally Left Blank. 1.2 Intentionally Left Blank. 1.3 Requesting a combination of Unbundled Network Elements that is a combination not currently offered by Owest as a standard product and: 1.3.1 that is made up of UNEs that are defined by the FCC or the Commission as a network element to which Owest is obligated to provide unbundled access, and; 1.3.2 that is made up of UNEs that are ordinarily combined in the Owest network. 1.4 Requesting an Unbundled Network Element that does not require a technical feasibilty analysis and has been defined by the FCC or the State Commission as a network element to which Owest is obligated to provide unbundled access, but for which Owest has not created a standard product. 2. Any request that requires an analysis of Technical Feasibility shall be treated as a Bona Fide Request (BFR), and wil follow the BFR Process set forth in this Agreement. If it is determined that a request should have been submitted through the BFR process, Owest wil consider the BFR time frame to have started upon receipt of the original Special Request application form. 3. A Special Request shall be submitted in writing and on the appropriate Owest form, which is located on Owests website. 4. Owest shall acknowledge receipt of the Special Request within two (2) business days of receipt. 5. Owest shall respond with an analysis, including costs and timeframes, within fifteen (15) business days of receipt of the Special Request. In the case of UNE Combinations, the analysis shall include whether the requested combination is a combination of network elements that are ordinarily combined in the Owest network. If the request is for a combination of network elements that are not ordinarily combined in the Owest network, the analysis shall indicate to CLEC that it should use the BFR process if CLEC elects to pursue its request. 6. Upon request, Owest shall provide CLEC with Owests supporting cost data and/or studies for Unbundled Network Elements that CLEC wishes to order within seven (7) business days, except where Owest cannot obtain a release from its vendors within seven (7) business days, in which case Owest wil make the data available as soon as Owest receives the vendor release. Such cost data shall be treated as Confidential Information, if requested by Owest under the non-disclosure sections of this Agreement. Owest All States August 24, 2006 Page 1 Owest All States EXHIBIT G INTENTIONALLY LEFT BLANK October 4, 2004 Page 1 EXHIBIT H INTENTIONALLY LEFT BLANK Exhibit H -Owest Fourteen State Template Version 1.8, May 11, 2005 Qwest All States Except Minnesota and Washington 1 Exhibit I - Individual Case Basis 1. This Agreement contains references to both ICB rates and ICB intervals. The purpose of this exhibit is to identify how CLEC's ICB requests - whether they be for rates or intervals - are processed though and by Qwest. 2. ICB Rate Intervals 2.1 For those products and services identified in the SGAT that contain a provision for ICB rates, Qwest wil provide CLEC with a written quote of the ICB rate within twenty (20) business days unless a specific interval for providing the quote is either contained in the SGA T or this Exhibit. 2.2 The purose of this subsection is to identify those circumstances when the generic twenty (20) business day interval in the aforementioned subsection to this Exhibit does not apply. In these specified circumstances, Qwest shall provide CLEC with an ICB quote within the stated specific intervals: 2.2.1 Quotes for all Bona Fide Requests (BFR) shall be provided in accord with Section 17. 2.2.2 Quotes for all Special Request Processes (SRP) shall be provided in accord with Exhibit F. 2.2.3 Quotes for all collocation requests, regardless of the tye of collocation, shall be provided in accord with the Section 8 intervaL. 2.2.4 Quotes for all Field Connection Point requests shall be provided in accord with Section 9.3. 2.2.5 Quotes for all Advanced Intellgent Network (AIN) requests shall be provided in accord with Section 9. 2.3 Upon request, Qwest shall provide CLEC with Qwests supporting cost data and/or cost studies for the Unbundled Network Element or service that CLEC wishes to order within seven (7) business days, except where Qwest cannot obtain a release from its vendors within seven (7) business days, in which case Qwest wil make the data available as soon as Qwest receives the vendor release. Consistent with the terms and conditions of any applicable vendor contract or agreement, Qwest shall diligently pursue obtaining the release of cost information as soon as reasonably possible. To the extent consistent with the terms and obligations of any applicable vendor contract or agreement, Qwest shall request the release of vendor cost information when Qwest communicates with the vendor(s) when Qwest seeks a quote for the costs of the ICB project. Such cost data shall be treated as confidential information if requested by Qwest under the non-disclosure sections of this Agreement. Negotiations Template, Exhibit i 9-20-04 Page 1 Exhibit I - Individual Case Basis 3. ICB Provisioning Intervals 3.1 For those products and services provided pu~suant to this SGAT that contain a provision for ICB interval but do not contain a specific provision for when the ICB interval shall be provided, the ICB interval shall be provided within twenty (20) business days of receipt of the order, request or application. 3.2 For ICB intervals for those products and services that require negotiated project time Jines for instanation, such as 2/4 wire analog loop for more than twenty-five (25) loops, the Qwest representative, authorized to commit to intervals, shan meet with CLEC's representative within seven (7) business days of receipt of the request from CLEC to negotiate intervals. Negotiations Template, Exhibit I 9-20-Page 2 Exhibit J Election of Reciprocal Compensation Option INTENTIONALLY LEFT BLANK Negotiations Template Exhibit J 4-30-07 Page 1 Exhibit K PERFORMANCE ASSURANCE PLAN 1.0 Introduction 1.1 As set forth in this Agreement, Owest and CLEC voluntarily agree to the terms of the following Performance Assurance Plan ("PAP"), initially prepared in conjunction with Owests application for approval under Section 271 of the Telecommunications Act of 1996 (the "Act") to offer in-region long distance service and subsequently modified in accordance with the Commission's orders and, where applicable, by operation of law. 2.0 Plan Structure 2.1 The PAP is a two-tiered, self-executing remedy plan. CLEC shall be provided with Tier 1 payments if, as applicable, Owest does not provide parity between the service it provides to CLEC and that which it provides to its own retail customers, or Owest fails to meet applicable benchmarks. 2.1.1 As specified in section 7.0, if Owest fails to meet parity and benchmark standards on an aggregate CLEC basis, Owest shall make Tier 2 payments to a Fund established by the state regulatory commission or, if required by existing law, to the state general fund. 2.2 As specified in sections 6.0 and 7.0 and Attachments 1 and 2, payment is generally on a per occurrence basis, (Le., a set dollar payment times the number of non-conforming service events). For the performance measurements which do not lend themselves to per occurrence payment, payment is on a per measurement basis, (Le., a set dollar payment). The level of payment also depends upon the number of consecutive months of non-conforming performance, (Le., an escalating payment the longer the duration of non-conforming performance) unless otherwise specified. 2.3 Owest shall be in conformance with the parity standard when service Owest provides to CLEC is equivalent to that which it provides to its retail customers. The PAP relies upon statistical scoring to determine whether any difference between CLEC and Owest performance results is significant, that is, not attributable to simple random variation. Statistical parity shall exist when performance results for CLEC and for Owest retail analogue result in a z-value that is no greater than the critical z- values listed in the Critical Z-Statistical Table in section 5.0. 2.4 For performance measurements that have no Owest retail analogue, agreed upon benchmarks shall be used. Benchmarks shall be evaluated using a "stare and compare" method. For example, if the benchmark is for a particular performance measurement is 95% or better, Owest performance results must be at least 95% to meet the benchmark. Percentage benchmarks wil be adjusted to round the Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007 - 1- Exhibit K allowable number of misses up or down to the closest integer, except when a benchmark standard and low CLEC volume are such that a 100% performance result would be required to meet the standard and has not been attained in which case section 3.1.2 applies. 3.0 Penormance Measurements 3.1 The performance measurements that are in the PAP and either (1) subject to the PAP payment mechanisms or (2) not subject to the PAP payment mechanisms but subject to the Reinstatement/Removal Process set forth in section 3.2 below are identified in Attachment 1 and sections 6.3 and 7.4. Each performance measurement identified is defined in the Performance Indicator Definitions ("PIDs") included in the SGAT at Exhibit B. 3.1.1 On Attachment 1, the measurements have been designated as Tier 1, Tier 2, or both Tier 1 and Tier 2 and given a High, Medium, or Lowdesignation. ' 3.1.2 Where applicable elsewhere in the PAP, this provision modifies other provisions and operates as follows: For any Tier 1 or Tier 2 benchmark or non-interval parity performance sub-measure, Owest shall apply one allowable miss to a sub-measure disaggregation that otherwise would require 100% performance before the performance is considered as non-conforming to standard (1) if at the CLEC-aggregate level, the performance standard is met or (2) where the CLEC-aggregate performance must be 100% to meet the standard, the CLEC-aggregate performance is conforming after applying one allowable miss at that leveL. 3.2 The following measures, which are listed in Attachment 1 or section 7.4, are not subject to the payment mechanisms of the PAP; however, they are subject to the PID Reinstatement/Removal Process. All other measures listed in Attachment 1, section 6.3 or section 7.4 are subject to the PAP payment mechanisms, but they are not subject to the PID Reinstatement/Removal Process. GA-3 Gateway Availabilty EB-TA GA-4 System Availability EXACT GA-7 Timely Outage Resolution following Softare Releases PO-3 LSR Rejection Notice Interval PO-5D Firm Order Confirmations (FOCs) On Time (ASRs for LIS Trunks) PO-7 Biling Completion Notification Timeliness PO-8 Jeopardy Notice Interval PO-16 Timely Release Notifications OP-17 Timeliness of Disconnects Associated with LNP Orders MR-11 LNP Trouble Reports Cleared within Specified Timeframes BI-4 Billng Completeness Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 2- Exhibit K NI-1 Trunk Blocking NP-1 NXX Gode Activation 3.3 PID Reinstatement/Removal Process: If Qwests performance for any sub- measure of the PIDs listed in section 3.2 above does not conform to the established PID standard as set forth in the PAP for three consecutive months, that sub-measure wil be reinstated (Le., be subject to the PAP payment mechanisms) subject to the retroactive payment provision of section 3.3.2 and subject to the PAP payment mechanisms effective in the month following the three consecutive months. The determination of whether a PID sub-measure is reinstated is made no later than at the end of the second month following the third consecutive month of non-conforming performance. The sub-measure wil remain subject to the PAP payment mechanisms until Qwests performance for that sub-measure satisfies the established standards for three consecutive months. Effective the month following such conforming performance, the sub-measure wil no longer be subject to the PAP payment mechanisms but wil continue to be subject to the PID Reinstatement/Removal Process. The determination of whether a PID sub-measure is removed from being subject to the PAP payment mechanisms is made no later than the end of the second month following the third consecutive month of conforming performance. Where applicable elsewhere in the PAP, this PID Reinstatement/Removal Process modifies other provisions and operates as follows: 3.3.1 Disaggregation and Reporting Levels: Performance wil be evaluated at the lowest level of disaggregation defined in Exhibit B of the SGAT on a GLEG-aggregated or other-aggregated basis such that performance is evaluated for the purposes of administering the Reinstatement/Removal Process on a statewide or regionwide level, as applicable per the PID. 3.3.2 Retroactive Payments: To calculate retroactive payments for the sub- measures reinstated, PAP payment mechanisms wil be applied to the three consecutive months in which the standard was missed, which triggered reinstatement. These retroactive payments wil be made to applicable GLEGs or the Tier 2 Fund, depending upon the tier designation of the PID, at the end of the third month after the month in which performance triggered re- instatement. 3.3.2.1 Accounting for Payments: In support of retroactive payments (section 3.3.2 above), Qwest wil account separately for PAP payments that would have been made to individual GLEGs or to the Tier 2 Fund for a sub-measure as though it had been subject to the PAP payment mechanisms, where automatic reinstatement applies, and account separately in the same manner for the time between when it is determined that a sub-measure met the standard for automatic removal and the effective date of removal (the month following the three consecutive "met" months). With regard to sub-measures that are subsequently removed again through this process, any PAP payments Qwest Idaho SGAT Third Revised. Sixth Amended Exhibit K, June 26,2007 - 3- Exhibit K made during the three consecutive months which triggers automatic removal wil not be recovered by Owest. 3.3.2.2 Interest: In the case of automatic reinstatement, retroactive payments wil include interest calculated at the prime rate as reported in the Wall Street Journal from the date a payment would have been made to the date the payment is actually made. 3.3.2.3 Tracking: Owest wil track and report service and payment results, including retroactive and avoided (Le., during periods of removal) PAP payments and the disposition of the avoided payments on a CLEC, PID sub-measure and aggregate basis each month. 3.3.3 Public Website: Owest wil maintain a public website showing the PAP status of each PID or sub-measure with respect to the applicability of the PAP payment mechanisms (Le., reinstated or removed), which eliminates the requirement to make filings with the Commission to modify the PAP due to the application of the PID ReinstatemenURemoval Process. 4.0 Statistical Measurement 4.1 Owest uses a statistical test, namely the modified "z-test," for evaluating the difference between two means (Le., Owest and CLEC service or repair intervals) or two percentages (e.g., Owest and CLEC proportions), to determine whether a parity condition exists between the results for Owest and the CLEC(s). The modified z- tests shall be applicable if the number of data points are greater than 30 for a given measurement. For testing measurements for which the number of data points are 30 or less, Owest wil use a permutation test to determine the statistical significance of the difference between Owest and CLEC. 4.2 Owest shall be in conformance when the monthly performance results for parity measurements (whether in the form of means, percents, or proportions and at the equivalent level of disaggregation) are such that the calculated z-test statistics are not greater than the critical z-values as listed in Table 1, section 5.0. 4.3 Owest shall be in conformance with benchmark measurements when the. monthly performance result equals or exceeds the benchmark, if a higher value means better performance, and when the monthly performance result equals or is less than the benchmark if a lower value means better performance. Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 4- Exhibit K The formula for determining parity using the modified z-test is: z ;: DIFF / crOIFF Where: DIFF ;: Mowest - MCLEC MOWEST ;: Owest average or proportion MCLEC;: CLEC average or proportion crOIFF;: square root DcroOwest (1/ n CLEC + 1/ n Owest)) c;20west;: calculated variance for Owest nOwest ;: number of observations or samples used in Owest measurement nCLEC ;: number of observations or samples used in CLEC measurement The modified z-tests wil be applied to reported parity measurements that contain more than 30 data points. In calculating the difference between Owest and CLEC penormance, the above formula applies when a larger Owest value indicates a better level of penormance. In cases where a smaller Owest value indicates a higher level of penormance, the order is reversed, Le., MCLEC - MOWEST. 4.3.1 For parity measurements where the number of data points is 30 or less, Owest wil apply a permutation test to test for statistical significance. Permutation analysis wil be applied to calculate the z-statistic using the following logic: Calculate the modified z-statistic for the actual arrangement of the data Pool and mix the CLEC and Owest data sets Penorm the following 1000 times: Randomly subdivide the pooled data sets into two pools, one the same size as the original CLEC data set (nCLEc) and one reflecting the remaining data points, and one reflecting the remaining data points, (which is equal to the size of the original Owest data set or nOWEST). Compute and store the modified z-test score (Zs) for this sample. Count the number of times the z-statistic for a permutation of the data is greater than the actual modified z-statistic Compute the fraction of permutations for which the statistic for the rearranged data is greater than the statistic for the actual samples Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007 - 5- Exhibit K If the fraction is greater than a, the significance level of the test, the hypothesis of no difference is not rejected, and the test is passed. The a shall be .05 when the critical z value is 1.645 and .15 when the critical z value is 1.04. 5.0 Critical Z-Value 5.1 The following table shall be used to determine the critical z-value that is referred to in section 6.0. It is based on the monthly business volume of the CLEC for the particular performance measurements for which statistic testing is being performed. TABLE 1: CRITICAL Z-VALUE CLEC volume LIS Trunks,UDITs,All Other (Sample size)Resale, UBL-DS1 and DS- 3 1-10 1.04*1.645 . 11-150 1.645 1.645 151-300 2.0 2.0 301-600 2.7 2.7 601-3000 3.7 3.7 3001 and above 4.3 4.3 * The 1.04 applies for individual month testing for performance measurements involving LIS trunks and DS-1 and DS-3 that are UDITs, Resale, or Unbundled Loops. The performance measurements are o P-3d/e , OP-4d/e, OP-5a, OP-6-4/5, MR-5a/b, MR-7d/e, and MR-8. For purposes of determining consecutive month misses, 1.645 shall be used. Where performance measurements disaggregate to zone 1 and zone 2, the zones shall be combined for purposes of statistical testing. 6.0 Tier 1 Payments to CLEC 6.1 Tier 1 payments to CLEC shall be made solely for the performance measurements designated as Tier 1 on Attachment 1. The payment amount for non- conforming service varies depending upon the designation of performance measurements as High, Medium, and Low and the duration of the non-conforming service condition as described below. Non-conforming service is defined in section 4.0. 6.1.1 Determination of Non-Conforming Measurements: The number of performance measurements that are determined to be non-conforming and, therefore, eligible for Tier 1 payments, are limited according to the critical z-value shown in Table 1, section 5.0. The critical z-values are the statistical standard that Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 6- Exhibit K determines for each CLEC performance measurement whether Owest has met parity. The critical z-value is selected from Table 1 according to the monthly CLEC volume for the performance measurement. For instance, if the CLEC sample size for that month is 100, the critical z-value is 1.645 for the statistical testing of that parity performance measurement. 6.2 Determination of the Amount of Payment: Tier 1 payments to CLEC, except as provided for in sections 6.2.3, 6.3 and 10.0, are calculated and paid monthly based on the number of performance measurements exceeding the critical z-value. Payments wil be made on either a per occurrence or per measurement basis, depending upon the performance measurement, using the dollar amounts specified in Table 2 below. The dollar amounts vary depending upon whether the performance measurement is designated High, Medium, or Low and escalate depending upon the number of consecutive months for which Owest has not met the standard for the particular measurement. 6.2.1 The escalation of payments for consecutive months of non-conforming service wil be matched month for month with de-escalation of payments for every month of conforming service. For exaiiple, if Owest has four consecutive monthly "misses" it wil make payments that escalate from month 1 to month 4 as shown in Table 2. If, in the next month, service meets the standard, Owest makes no payment. A payment "indicatot' de-escalates down from month 4 to month 3. If Owest misses the following month, it wil make payment at the month 3 level of Table 2 because that is where the payment "indicator" presently sits. If Owest misses again the following month, it wil make payments that escalate back to the month 4 leveL. The payment level wil de-escalate back to the original month 1 level only upon conforming service suffcient to move the payment "indicatot' back to the month 1 leveL. 6.2.2 For those performance measurements listed on Attachment 2 as "Performance Measurements Subject to Per Measurement Caps," excluding BI-3A, payment to a CLEC in a single month shall not exceed the amount listed in Table 2 below for the "Per Measurement Cap" category. For those performance measurements listed on Attachment 2 as "Performance Measurements Subject to Per Measurement Payments," if any should be added at a later time, payment to a CLEC will be the amount set forth in Table 2 below under the section labeled "Per Measurement Cap." Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007 - 7- Exhibit K TABLE 2: TIER 1 PAYMENTS TO CLEC Per Occurrence Measurement Month 1 Month 2 Month 3 Month 4 Month 5 Month 6 Each Group following month after Month 6 add Hioh $150 $250 $500 $600 $700 $800 $100 Medium $ 75 $150 $300 $400 $500 $600 $100 Low $ 25 $ 50 $100 $200 $300 $400 $100 Per Measurement Cap Measurement Month 1 Month 2 Month 3 Month 4 Month 5 Month 6 Each Group following month after Month 6 add Hioh $25,000 $50,000 $75,000 $100,000 $125,000 $150,000 $25,000 Medium $10,000 $20,000 $30,000 $ 40,000 $ 50,000 $ 60,000 $10,000 Low $ 5,000 $10,000 $15,000 $ 20,000 $ 25,000 $ 30,000 $ 5,000 6.2.3 For the BI-3A performance measurement, the dollar payment amount for non- conforming performance varies depending upon the Total Bil Adjustment Amount for the CLEC. The payment amount is calculated using Table 2A below by multiplying the per occurrence amount times the number of occurrences based on the Total Bil Adjustment Amount,1 capped at the amount shown in the table for that Total Bil Adjustment Amount. The escalation of payments for consecutive months as stated in section 6.2.1 does not apply. TABLE 2A: TIER 1 PAYMENTS TO CLECS FOR BI-3A Total Bil Adjustment Per Occurrence Cap Amount Amount $0 - $0.99 $0 $0 $1 - $199.99 $1 $200 $200 - $999.99 $10 $5,000 $1,000 - $9,999.99 $10 $10,000 $10,000 - $49,999.99 $15 $15,000 $50,000 - $99,999.99 $20 $20,000 $100,000 and over $25 $25,000 6.3 For collocation, CP-2 and CP:.4 performance measurements shall be relied upon for delineation of collocation business rules. For purposes of calculating Tier 1 payments, collocation jobs and collocation feasibility studies that are later than the 1 Total Bil Adjustment Amount is determined by subtracting the BI-3A numerator from the BI-3A denominator as defined in the BI-3 PID formula. Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 8- Exhibit K due date wil have a per day payment applied according to Table 3. The per day payment wil be applied to any collocation job in which the feasibility study is provided or the collocation installation is completed later than the scheduled date. The calculation of the payment amount wil be penormed by applying the per day payment amounts as specified in Table 3. Thus, for days 1 through 10, the payment is $150 per day. For days 11 through 20, the payment is $300 per day and so on. TABLE 3: TIER-1 COLLOCATION PAYMENTS TO CLECS Days Late Completion Date Feasibility Study 1 to 10 days $150/day $45/day 11 to 20 days $300/day $90/day 21 to 30 days $450/day $135/day 31 to 40 days $600/day $180/day More than 40 days $1,000/day $300/day 6.4 A minimum payment calculation shall be penormed by Qwest at the end of each year for each CLEC with annual order volumes of no more than 1,200. The payment shall be calculated by adding the applicable minimum payment amount in Table 4 below for each month in which at least one payment was due to the CLEC. To the extent that the actual CLEC payment for the year is less than the product of the preceding calculation, Qwest shall make an additional payment equal to the difference. TABLE 4: MINIMUM PAYMENTS TO CLECS Minimum Payment Total Monthly Payment:Amount: Less than $200 $0 Between $200 and $800 $ 1,500 Between $801 and $1,400 $ 2,000 Over $1,400 $ 2,500 7.0 Tier 2 Payments to the State 7.1 Payments to the State shall be limited to the penormance measurements designated in section 7.4 for Tier 2 per measurement payments and in Attachment 1 for per occurrence payments and which have at least 10 data points each month for the period payments are being calculated. Similar to the Tier 1 structure, Tier 2 measurements are categorized as High, Medium, and Low and the amount of payments for non-conformance varies according to this categorization. 7.2 Determination of Non-Conforming Measurements: The determination of nòn- conformance wil be based upon the aggregate of all CLEC data for each Tier 2 Owest Idaho SGA T Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 9- Exhibit K performance measurement. Non-conforming service is defined in section 4.2 (for parity measurements) and 4.3 (for benchmark measurements), except that a 1.645 critical z-value shall be used for Tier 2 parity measurements that have Tier 1 counterparts. The critical z-value is the statistical standard that determines for each performance measurement whether Qwest has met parity. 7.3. Determination of the Amount of Payment: Except as provided in section 7.4, Tier 2 payments are calculated and paid monthly based on the number of performance measurements failng performance standards for a third consecutive month, or if two out of three consecutive months in the 12 month period have been missed, the second consecutive month for Tier 2 measurements with Tier 1 counterparts. For Tier 2 measurements that do not have Tier 1 counterparts, payments are calculated and paid monthly based on the number of performance measurements exceeding the critical z-values, identified in section 5.1, in any single month. Payment wil be made on either a per occurrence or per measurement basis, whichever is applicable to the performance measurement, using the dollar amounts specified in Table 5 or Table 6 below. Except as provided in section 7.4, the dollar amounts vary depending upon whether the performance measurement is designated High, Medium, or Low. 7.3.1 For those Tier 2 measurements listed on Attachment 2 as "Performance Measurements Subject to Per Measurement Caps," payment to the State in a single month shall not exceed the amount listed in Table 5 for the "Per Measurement Cap" category. TABLE 5: TIER 2 PAYMENTS TO STATE FUNDS Per Occurrence Measurement Group High $500 Medium $300 Low $200 Per Me t Casuremenap Measurement Group High $75,000 Medium $30,000 Low $20,000 7.4 Performance Measurements Subject to Per Measurement Payment: The following Tier 2 performance measurements shall have their performance results measured on a region-wide (14 state) basis. Failure to meet the performance standard, therefore, wil result in a per measurement payment in each of the Qwest in-region 14 states adopting this PAP. The performance measurements are: GA-1: Gateway Availability - IMA-GUI GA-2: Gateway Availability - IMA-EDI GA-3: Gateway Availability - EB- TA GA-4: System Availability - EXACT Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 10- Exhibit K GA-6: Gateway Availability - GUI-Repair PO-1: Pre-Order/Order Response Times OP-2: Call Answered within Twenty Seconds - Interconnect Provisioning Center MR-2: Calls Answered within Twenty Seconds -Interconnect Repair Center GA-1 has two sub-measurements: GA-1A, and GA-1D. PO-1 shall have two sub- measurements: PO-1A and PO~1B. PO-1A and PO-1B shall have their transaction types aggregated together. For these measurements, Qwest wil make a Tier 2 payment based upon monthly performance results according to Table 6: Tier 2 Per Measurement Payments to State Funds. TABLE 6: TIER 2 PER MEASUREMENT PAYMENTS TO STATE FUNDS Measurement Performance State Payment 14 State Payment GA-1,2,3,4,6 1% or lower $1,000 $14,000 ::1% to 3%$10,000 $140,000 ::3% to 5%$20,000 $280,000 ::5%$30,000 $420,000 PO-1 2 sec. or less $1,000 $14,000 ::2 sec.to 5 $5,000 $70,000 sec. ::5 sec.to 10 $10,000 $140,000 sec. ::10 sec.$15,000 $210,000 OP-2/MR-2 1% or lower $1,000 $14,000 ::1% to 3%$5,000 $70,000 ::3% to 5%$10,000 $140,000 ::5%$15,000 $210,000 8.0 Step by Step Calculation of Monthly Tier 1 Payments to CLEC 8.1 Application of the Critical Z-Values: Qwest shall identify the Tier 1 parity performance measurements that measure the service provided to CLEC by Qwest for the month in question and the critical z-value from Table 1 in section 5.0 that shall be used for purposes of statistical testing for each particular performance measurement. The statistical testing procedures described in section 4.0 shall be applied. For the purpose of determining the critical z-values, each disaggregated category of a performance measurement is treated as a separate sub-measurement. The critical z-value to be applied is determined by the CLEC volume at each level of disaggregation or sub-measurement. Owest Idaho SGA T Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 11- Exhibit K 8.2 Performance Measurements for which Tier 1 Payment is Per Occurrence: 8.2.1 Performance Measurements that are Averages or Means: 8.2.1.1 Step 1: For each performance measurement, the average or the mean that would yield the critical z-value shall be calculated. The same denominator as the one used in calculating the z.:statistic for the measurement shall be used. (For benchmark measurements, the benchmark value shall be used.) 8.2.1.2 Step 2: The percentage differences between the actual averages and the calculated averages shall be calculated. The calculation is % diff = (CLEC result - Calculated Value )/Calculated Value. The percent difference shall be capped at a maximum of 100%. In all calculations of percent differences in sections 8.0 and 9.0, the calculated percent differences is capped at 100%. 8.2.1.2 Step 3: For each performance measurement, the total number of data points shall be multiplied by the percentage calculated in the previous step and the per occurrence dollar amounts from the Tier 1 Payment Table shall determine the payment to the CLEC for each non-conforming performance measurement. 8.2.2 Performance Measurements that are Percentages: 8.2.2.1 Step 1: For each performance measurement, the percentage that would yield the critical z-value shall be calculated. The same denominator as the one used in calculating the z- statistic for the measurement shall be used. (For benchmark measurements, the benchmark value shall be used.) 8.2.2.2 Step 2: The difference between the actual percentages for the CLEC and the calculated percentages shall be determined. 8.2.2.3 Step 3: For each performance measurement, the total number of data points shall be multiplied by the difference in percentage calculated in the previous step, and the per occurrence dollar amount taken from the Tier 1 Payment Table, to determine the payment to the CLEC for each non-conforming performance measurement. 8.2.3 Performance Measurements that are Ratios or Proportions: 8.2.3.1 Step 1: For each performance measurement the ratio that would yield the critical z-value shall be calculated. The same denominator as the one used in calculating the z-statistic for the measurement shall be used. (For benchmark measurements, the benchmark value shall be used.) 8.2.3.2 Step 2: The absolute difference between the actual rate for the CLEC and the calculated rate shall be determined. Owest Idaho SGA T Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 12- Exhibit K 8.2.3.3 Step 3: For each performance measurement, the total number of data points shall be multiplied by the difference calculated in the previous step, and the per occurrence dollar amount taken from the Tier_ 1 Payment Table, to determine the payment to the CLEC for each non-conforming performance measurement. 8.3 Performance Measurements for which Tier 1 Payment is Per Measure: 8.3.1 For each performance measurement where Owest fails to meet the standard, the payment to the CLEC shall be the dollar amount shown on the "per measure" portion of Table 2: Tier 1 Payments to CLEC. 9.0 Step by Step Calculation of Monthly Tier 2 Payments to State Funds 9.1.1 Application of the Critical Z-Value: Owest shall identify the Tier 2 parity performance measurements that measure the service provided by Owest to all CLECs for the month in question. The statistical testing procedures described in section 4.0 shall be applied, except that a 1.645 critical z-value shall be used for Tier 2 parity measurements that have Tier 1 counterparts. For Tier 2 parity measurements that do not have Tier 1 counterparts, the statistical testing procedures described section 4.0 shall be applied using the critical z-values identified in section 5.1. 9.1.2 To determine if Tier 2 payments for performance measurements listed on Attachment 1 shall be made in the current month, the following shall be determined. For Tier 2 measurements that have Tier 1 counterparts, it shall be determined whether Owest missed the performance standard for three consecutive months, or if Owest has missed the standard in any two out of three consecutive months for the 12 month period and for an additional two consecutive months. For Tier 2 measurements that do not have Tier 1 counterparts, it shall be determined whether Owest missed the performance standard for a single month. If any of these conditions are met and there are at least 10 data points for the measurement in each month, a Tier 2 payment wil be calculated and paid as described below and wil continue in each succeeding month until Owests performance meets the applicable standard. For Tier 2 measures that have Tier 1 counterparts, the most recent three months of nonconforming performance data that results in payment liability shall be averaged to determine payment. Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007 - 13- Exhibit K 9.2 Performance Measurements for which Tier 2 Payment is Per Occurrence: 9.2.1 Performance Measurements that are Averages or Means: 9.2.1.1 Step 1: The monthly average or the mean for each performance measurement that would yield the critical z-value for each month shall be calculated. The same denominator as the one used in calculating the z-statistic for the measurement shall be used. (For benchmark measurements, the benchmark value shall be used.) 9.2.1.2 Step 2: The percentage difference between the actual averages and the calculated averages for the relevant month(s) shall be calculated. The calculation for parity measurements is % diff = (actual average - calculated average)/calculated average. The percent difference shall be capped at a maximum of 100%. In all calculations of percent differences in section 8.0 and section 9.0, the calculated percent difference is capped at 100%. 9.2.1.3 Step 3: For each performance measurement, the total number of data points for the relevant month(s) shall be multiplied by the percentage calculated in the previous step. The amount (average amount, if more than one month) (rounded to the nearest integer) is then multiplied by the result of the per occurrence dollar amount taken from the Tier 2 Payment Table to determine the payment to the State for each non-conforming performance measurement. 9.3 Performance Measurements that are Percentages: 9.3.1 Step 1: For each performance measurement, the monthly percentage that would yield the critical z-value for each month shall be calculated. The same denominator as the one used in calculating the z-statistic for the measurement shall be used. (For benchmark measurements, the benchmark value shall be used.) 9.3.1.2 Step 2: The difference between the actual percentages and the calculated percentages for the relevant month(s) shall be calculated. The calculation for parity measurement is diff = (CLEC result - calculated percentage). This formula shall be applicable where a high value is indicative of poor performance. The formula shall be reversed where high performance is indicative of good performance. 9.3.1.3 Step 3: For each performance measurement, the total number of data points for the relevant month(s) shall be multiplied by the difference in percentage calculated in the previous step. The amount (average amount, if more than one month)(rounded to the nearest integer) is then multiplied by the result of the per occurrence dollar amounts taken from the Tier 2 Payment Table to determine the payment to the State. Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 14- Exhibit K 9.4 Performance Measurements that are Ratios or Proportions: 9.4.1 Step 1: For each performance measurement, the ratio that would yield the critical z-value for each month shall be calculated. The same denominator as the one used in calculating the z-statistic for the measurement shall be used. (For benchmark measurements, the benchmark value shall be used.) 9.4.1.1 Step 2: The difference between the actual rate for the GLEG and the calculated rate for the relevant month(s) shall be calculated. The calculation is: diff = (CLEC rate - calculated rate). This formula shall apply where a high value isindicative of poor performance. The formula shall be reversed where high performance is indicative of good performance. 9.4.1.2 Step 3: For each performance measurement, the total number of data points shall be multiplied by the difference calculated in the previous step for each month. The amount (average amount, if more than one month)(rounded to the nearest integer) is then multiplied by the result of the per occurrence dollar amounts taken from the Tier 2 Payment Table to determine the payment to the State. 9.5 Performance Measurements for which Tier 2 Payment is Per Measure: 9.5.1 For each performance measurement where Owest fails to meet the standard, the payment to the State Fund shall be the dollar amount shown on the "per measure" portion of the Tier 2 Payment Table. 10.0 Low Volume, Developing Markets 10.1 For certain qualifying performance standards, if the aggregate monthly volumes of CLECs participating in the PAP are more than 10, but less than 100, Owest wil make Tier 1 payments to CLECs for failure to meet the parity or benchmark standard for the qualifying performance sub-measurements. The qualifying sub-measurements are the ADSL qualified loop product disaggregations of OP-3, OP-4, OP-5a, MR-3, MR-5, MR-7, and MR-8. If the aggregate monthly GLEC volume is greater than 100, the provisions of this section shall not apply to the qualifying performance sub-measurem~mt. 10.2 The determination of whether Owest has met the parity or benchmark standards wil be made using aggregate volumes of CLECs participating in the PAP. In the event Owest does not meet the applicable performance standards, a total payment to affected CLECs wil be determined in accordance with the high, medium, low designation for each performance measurement (see Attachment 1) and as described in section 8.0, except that GLEC aggregate volumes wil be used. Inthe event the calculated total payment amount to CLECs is less than $5,000, a minimum payment of $5,000 shall be made. The resulting total payment amount to GLEGs wil owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 15- Exhibit K be apportioned to the affected CLECs based upon each CLEC's relative share of the number of total service misses. 10.3 At the six (6)-month reviews, Owest will consider adding to the above list of qualifying performance sub-measurements, new products disaggregation representing new modes of CLEC entry into developing markets. 11.0 Payment 11.1 Payments to CLEC, the State, or the Special Fund shall be made one month following the due date of the performance measurement report for the month for which payment is being made. Owest wil pay interest on any late payment and underpayment at the prime rate as reported in the Wall Street Journal. On any overpayment, Owest is allowed to offset future payments by the amount of the overpayment plus interest at the prime rate. 11.2 Payment to CLEC shall be made via bil credits. Bil credits shall be identified on a summary format substantially similar to that distributed as a prototype to the CLECs and the Commissions. To the extent that a monthly payment owed to CLEC under this PAP exceeds the amount owed to Owest by CLEC on a monthly bil, Owest wil issue a check or wire transfer to CLEC in the amount of the overage. Payment to the State shall be made via check or wire transfer. 11.3 A Special Fund shall be created for the purpose of payment of an independent auditor and audit costs as specified in section 15.0 and. payment of other expenses incurred by the participating Commissions in the regional administration of the PAP. 11.3.1 Owest shall establish the Special Fund as an interest bearing escrow account upon the first FCC section 271 approval of the PAP applicable to a participating state Commission. Owest shall be authorized to withhold and deposit into the Special Fund one-half of all Tier 2 payments. The cost of the escrow account wil be paid for from account funds. 11.3.2 Commissions participating in the Special Fund shall appoint a person designated to administer and authorize disbursement of funds. All claims against the fund shall be presented to the Commissions' designates and shall be the responsibility of the participating Commissions. 11.3.3 Owest shall advance funds to meet initial claims against the Special Fund to the extent Tier 2 contributions are insuffcient. Such funds shall not exceed $500,000 and shall be reduced appropriately in the event that at least six states in which the OPAP is in effect do not agree to participate in the Special Fund. Upon a determination by the participating Commissions that the Special Fund has become Qwest Idaho SGA T Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 16- Exhibit K self-sustaining or is no longer required, Owest shall be allowed to recover any such advances plus interest at the rate that the escrow account would have earned. 11.3.4 Upon the execution of a memorandum of understanding with the Idaho Commission, Owest shall establish an Idaho Discretionary Fund as a separate interest bearing escrow account. Owest shall deposit into the Discretionary Fund the remaining balance of Tier 2 payments after disbursement of Tier 2 payments to the Special Fund pursuant to section 13.3.1. The Commission shall appoint a person designated to administer and authorize disbursements of funds from the Discretionary Fund. Disbursements from the Discretionary Fund shall be limited to competitively neutral Idaho telecommunications initiatives. The costs of the Discretionary Fund wil paid for from the account's funds. 12.0 Cap on Tier 1 and Tier 2 Payments 12.1 There shall be a cap on the total payments made by Owest for a 12 month period beginning with the effective date of the PAP for the State of Idaho. The annual cap for the State of Idaho shall be 36% of ARMIS Net Return, recalculated each year based upon the prior year's Idaho ARMIS results , subject to any applicable adjustment permitted pursuant to section 12.2. Owest shall submit to the Commission the calculation of each year's cap no later than 30 days after submission of ARMIS results to the FCC. CLEC agrees that this amount constitutes a maximum annual cap that shall apply to the aggregate total of Tier 1 liquidated damages, including any such damages paid pursuant to this Agreement, any other interconnection agreement, or any other payments made for the same underlying activity or omission under any other contract, order or rule and Tier 2 assessments or payments made by Owest for the same underlying activity or omission under any other contract, order or rule. 12.2 The 36% annual cap may be increased to 44% or decreased to 30% of ARMIS Net Return as follows: 12.2.1 An increase in the cap of a maximum of 4 percentage points at anyone time (i.e., first to 40 percent) shall occur upon order by the Commission if the cap has been exceeded for any consecutive period of 24 months by that same 4 percent or more, provided that: (a) the Commission has determined that the preponderance of the evidence shows Owest could have remained beneath the cap through reasonable and prudent effort, and (b) the Commission has made that determination after having available to it on the record the results of audits and root cause analyses, and provided an opportunity for Owest to be heard. 12.2.2 A decrease in the cap of a maximum of 4 percentage points at anyone time shall occur upon order by the Commission after performance for any consecutive period of 24 months in which total payments are 8 or more percentage points below the cap amount, provided that: (a) the Commission has determined that the Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007 - 17- Exhibit K preponderance of the evidence shows the performance results underlying those payments results from an adequate Owest commitment to meeting its responsibilities to provide adequate wholesale service and to keeping open its local markets and (b) the Commission shall have made that determination after providing all interested parties an opportunity to be heard. 12.2.3 The provisions of 12.2.1 and 12.2.2 shall be in effect for the next 24 month period commencing with the end of the 24 month period upon which the Commission's order is based. 12.3 If the annual cap is reached, each CLEC shall, as of the end of the year, be entitled to receive the same percentage of its total calculated Tier 1 payments. In order to preserve the operation of the annual cap, the percentage equalization shall take place as follows: 12.3.1 The amount by which any month's total year-to-date Tier 1 and Tier 2 payments exceeds the cumulative monthly cap (defined as 1/1ih of the annual cap times the cumulative number of months to date) shall be calculated and apportioned between Tier 1 and Tier 2 according to the percentage that each bore of total payments for the year-to-date. The Tier 1 apportionment resulting of this calculation shall be known as the "Tracking Account." 12.3.2 The Tier 1 apportionment shall be debited against the monthly payment due to each CLEC, by applying to the year-to-date payments received by each the percentage necessary to generate the required total Tier 1 amount. 12.3.3 The Tracking Amount shall be apportioned among all CLECs so as to provide each with payments equal in percentage of its total year to date Tier 1 payment calculations. 12.3.4 This calculation shall take place in the first month that the year-to-date total Tier 1 and Tier 2 payments are expected to exceed the cumulative monthly cap and for each month of that year thereafter. Owest shall recover any debited amounts by reducing payments due to any CLEC for that month and any succeeding months, as necessary. 13.0 Limitations 13.1 The PAP shall not become available in the State unless and until Owest receives effective section 271 authority from the FCC for that State. 13.2 Owest wil not be liable for Tier 1 payments to CLEC in an FCC approved state until the Commission has approved an interconnection agreement between CLEC and Owest which adopts the provisions of this PAP. Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007 - 18- Exhibit K 13.3 Owest shall not be obligated to make Tier 1 or Tier 2 payments for any measurement if and to the extent that non-conformance for that measurement was the result of any of the following: 1) with respect to penormance measurements with a benchmark standard, a Force Majeure event as defined in section 5.7 of the SGAT. Owest wil provide notice of the occurrence of a Force Majeure event within 72 hours of the time Owest learns of the event or within a reasonable time frame that Owest should have learned of it; 2) an act or omission by a CLEC that is contrary to any of its obligations under its interconnection agreement with Owest or under federal or state law; an act or omission by CLEC that is in bad faith. Examples of bad faith conduct include, but are not limited to: unreasonably holding service orders and/or applications, "dumping" orders or applications in unreasonably large batches, "dumping" orders or applications at or near the close of a business day, on a Friday evening or prior to a holiday, and failing to provide timely forecasts to Owest for ~ services or facilities when such forecasts are explicitly required by the SGAT; 3) problems associated with third-party systems or equipment, which could not have been avoided by Owest in the exercise of reasonable diligence, provided, however, that this third party exclusion wil not be raised in the State more than three times within a calendar year. If a Force Majeure event or other excusing event recognized in this section merely suspends Owests ability to timely penorm an activity subject to a penormance measurement that is an interval measure, the applicable time frame in which Owests compliance with the parity or benchmark criterion is measured wil be extended on an hour-for-hour or day-for-day basis, as applicable, equal to the duration of the excusing event. 13.3.1 Owest will not be excused from Tier 1 or Tier 2 payments for any reason except as described in Section 13.0. Owest wil have the burden of demonstrating that its non-conformance with the penormance measurement was excused on one of the grounds described in this PAP. A party may petition the Commission to require Owest to deposit disputed payments into an escrow account when the requesting party can show cause, such as grounds provided in the Uniform Commercial Code for cases of commercial uncertainty. 13.3.2 Notwithstanding any other provision of section 13 of this OPAP, Owest shall not be excused for failing to provide such penorriance that Owest could reasonably have been expected to deliver assuming that it had designed, implemented, staffed, provisioned, and otherwise provided for resources reasonably required to meet foreseeable volumes and patterns of demands upon its resources by CLECs. 13.4 Owests agreement to implement these enforcement terms, and specifically its agreement to pay any "liquidated damages" or "assessments" hereunder, wil not be considered as an admission against interest or an admission of liability in any legal, regulatory, or other proceeding relating in whole or in part to the same penormance. 13.4.1 CLEC may not use: 1) the existence of this enforcement plan; or 2) Owests payment of Tier -1 "liquidated damages" or Tier 2 "assessments" as evidence that Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 19- Exhibit K Owest has discriminated in the provision of any facilties or services under Sections 251 or 252, or has violated any state or federal law or regulation. Owests conduct underlying its performance measures, however are not made inadmissible by its terms. 13.4.2 By accepting this performance remedy plan, CLEC agrees that Owests performance with respect to this remedy plan may not be used as an admission of liability or culpability for a violation of any state or federal law or regulation. (Nothing herein is intended to preclude Owest from introducing evidence of any Tier 1 "liquidated damages" under these provisions for the purpose of offsetting the payment against any other damages or payments a CLEC might recover.) The terms of this paragraph do not apply to any proceeding before the Commission or the FCC to determine whether Owest has met or continues to meet the requirements of section 271 of the Act. 13.5 By incorporating these liquidated damages terms into the PAP, Owest and CLEC accepting this PAP agree that proof of damages from any non-conforming performance measurement would be diffcult to ascertain and, therefore, liquidated damages are a reasonable approximation of any contractual damages that may result from a non-conforming performance measurement. Owest and CLEC further agree that Tier 1 payments made pursuant to this PAP are not intended to be a penalty. The application of the assessments and damages provided for herein is not intended to foreclose other noncontractual legal and non-contractual regulatory claims and remedies that may be available to a CLEC. 13.6 This PAP contains a comprehensive set of performance measurements, statistical methodologies, and payment mechanisms that are designed to function together, and only together, as an integrated whole. To elect the PAP, CLEC must adopt the PAP in its entirety, in its interconnection agreement with Owest. By electing remedies under the PAP, CLEC waives any causes of action based on a contractual theory of liabilty, and any right of recovery under any other theory of liability (including but not limited to a state utility regulatory commission or Federal Communications Commission rule or order) to the extent such recovery is related to harm compensable under a contractual theory of liability (even though it is sought through a noncontractual claim, theory, or cause of action). 13.7 Iffor any reason a CLEC agreeing to this OPAP is awarded compensation for the same harm for which it received payment under the OPAP , the court or other adjudicatory body hearing such a claim may offset the damages resulting from such claim against payments made for the same harm. 13.8 Owest shall not be liable for both Tier 2 payments under the PAP and assessments, sanctions, or other payments for the same underlying activity or omission pursuant to any Commission order or service quality rules. 13.9 Whenever a Owest Tier 1 payment to an individual CLEC.exceeds $3 milion in a month, Owest may commence a proceeding to demonstrate why it should not be Qwest Idaho SGA T Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 20- Exhibit K required to pay any amount in excess of the $3 milion. Upon timely commencement of the proceeding, Owest must pay the balance of payments owed in excess of $3 millon into escrow, to be held by a third-party pending the outcome of the proceeding. To invoke these escrow provisions, Owest must file, not later than the due date of the Tier 1 payments, its application. Owest wil have the burden of proof to demonstrate why, under the circumstances, it would be unjust to require it to make the payments in excess of $3 milion. If Owest reports non-conforming performance to CLEC for three consecutive months on 20% or more of the measurements reported to CLEC and has incurred no more than $1 millon in liability to CLEC, then CLEC may commence a similar proceeding. In any such proceeding CLEC wil have the burden of proof to demonstrate why, under the circumstances, justice requires Owest to make payments in excess of the amount calculated pursuant to the terms of the PAP. The disputes identified in this section shall be resolved in a manner specified in the Dispute Resolution section of the SGAT with the CLEC. 14.0 Reporting 14.1 Upon receiving effective section 271 authority from the FCC for a state, Owest wil provide CLEe that has an approved interconnection agreement with Owest, a monthly report of Owests performance for the measurements identified in the PAP by the last day of the month following the month for which performance results are being reported. However, Owest shall have a grace period of five business days, so that Owest shall not be deemed out of. compliance with its reporting obligations before the expiration of the five business day grace period. Owest wil collect, analyze, and report performance data for the measurements listed on Attachment 1 in accordance with the most recent version of the PIDs. Upon CLEC's request, data files of the CLEC's raw data, or any subset thereof, wil be transmitted, without charge, to CLEC in a mutually acceptable format, protocol, and transmission medium. 14.2 Owest wil also provide the Commission a monthly report of aggregate CLEC performance results pursuant to the PAP by the last day of the month following the month for which performance results are being reported. However, Owest shall have a grace period of five business days, so that Owest shall not be deemed out of compliance with its reporting obligations before the expiration of the five business day grace period. Individual CLEC reports of participating CLECs wil also be available to the Commission upon request. By accepting this PAP, CLEC consents to Owest providing CLEC's report and raw data to the State Commission. Pursuant to the terms of an order of the Commission, Owest may provide CLEC-specific data that relates to the PAP, provided that Owest shall first initiate any procedures necessary to protect the confidentiality and to prevent the public release of the information pending any applicable Commission procedures and further provided that Owest provides such notice as the Commission directs to the CLEC involved, in order to allow it to prosecute such procedures to their completion. Data files of participating Qwest Idaho SGA T Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 21- Exhibit K CLEC raw data, or any subset thereof, wil be transmitted, without charge, to the Commission in a mutually acceptable format, protocol, and transmission form. 14.3 In the event Qwest does not provide CLEC and the Commission with a monthly report by the last day of the month following the month for which penormance results are being reported, Qwest wil pay to the State a total of $500 for each business day for which penormance reports are 6 to 10 business days past the due date; $1,000 for each business day for which penormance reports are 11 to 15 business days past the due date; and $2,000 for each business day for which penormance results are more than 15 business days past the due date. If reports are on time but are missing penormance results, Qwest wil pay to the State a total of one-fifth of the late report amount for each missing penormance measurement, subject to a cap of the full late report amount. These amounts represent the total payments for omitting penormance measurements or missing any report deadlines, rather than a payment per report. Prior to the date of a payment for late reports, Qwest may file a request for a waiver of the payment, which states the reasons for the waiver. The Commission may grant the waiver, deny the waiver, or provide any other relief that may be appropriate. 14.4 To the extent that Qwest recalculates payments made under this PAP, such recalculation shall be limited to the preceding three years (measured from the later of the provision of a monthly credit statement or payment due date). Qwest shall retain suffcient records to demonstrate fully the basis for its calculations for long enough to meet this potential recalculation obligation. CLEC verification or recalculation efforts should be made reasonably contemporaneously with Qwest measurements. In any event, Qwest shall maintain the records in a readily useable format for one year. For the remaining two years, the records may be retained in archived format. Any payment adjustments shall be subject to the interest rate provisions of section 11.1. 15.0 Integrated Audit Program/Investigations of Penormance Results 15.1 Audits of the PAP shall be conducted in a tWo-year cycle under the auspices of the participating Commissions in accordance with a detailed audit plan developed by an independent auditor retained for a two-year period. The participating Commissions shall select the independent auditor with input from Qwest and CLECs. 15.1.1 The participating Commissions shall form an oversight committee of Commissioners who wil choose the independent auditor and approve the audit plan. Any disputes as to the choice of auditor or the scope of the audit shall be resolved through a vote of the chairs of the participating commissions pursuant to Section 15.1.4. 15.1.2 The audit plan shall be conducted over two years. The audit plan wil identify the specific penormance measurements to be audited, the specific tests to be conducted, and the entity to conduct them. The audit plan wil give priority to auditing Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 22- Exhibit K the higher risk areas identified in the ass report. The two-year cycle wil examine risks likely to exist across that period and the past history of testing, in order to determine what combination of high and more moderate areas of risk should be examined during the two-year cycle. The first year of a two-year cycle wil concentrate on areas most likely to require follow-up in the second year. 15.1.3 The audit plan shall be coordinated with other audit plans that may be conducted by other state commissions so as to avoid duplication, shall not impede Owests ability to comply with the other provisions of the PAP and should be of a nature and scope that can be conducted in accordance with the reasonable course of Owests business operations. 15.1.4 Any dispute arising out of the audit plan, the conduct of the audit, or audit results shall be resolved by the oversight committee of Commissioners. Decisions of the oversight committee of Commissioners may be appealed to a committee of the chairs of the participating Commissions. 15.2 Owest may make management processes more accurate or more efficient to penorm without sacrificing accuracy. These changes are at Owests discretion but wil be reported to the independent auditor in quarterly meetings in which the auditor may ask questions about changes made in the Owest measurement regimen. The meetings, which wil be limited to Owest and the independent auditor, wil permit an independent assessment of the materiality and propriety of any Owest changes, including, where necessary, testing of the change details by the independent auditor. The information gathered by the independent auditor may be the basis for reports by the independent auditor to the participating Commissions and, where the Commissions deem it appropriate, to other participants. 15.3 In the event of a disagreement between Owest and CLEC as to any issue regarding the accuracy or integrity of data collected, generated, and reported pursuant to the PAP, Owest and the CLEC shall first consult with one another and attempt in good faith to resolve the issue. If an issue is not resolved within 45 days after a request for consultation, CLEC and Owest may, upon a demonstration of good cause, (e.g., evidence of material errors or discrepancies) request an independent audit to be conducted, at the initiating party's expense. The independent auditor wil assess the need for an audit based upon whether there exists a material deficiency in the data or whether there exists an issue not otherwise addressed by the audit plan for the current cycle. The dispute resolution provision of section 18.0 is available to any party questioning the independent auditor's decision to conduct or not conduct a CLEC requested audit and the audit findings, should such an audit be conducted. An audit may not proceed until dispute resolution is completed. Audit findings wil include: (a) general applicability of findings and conclusions (Le., relevance to CLECs or jurisdictions other than the ones causing test initiation), (b) magnitude of any payment adjustments required and, (c) whether cost responsibility should be shifted based upon the materiality and clarity of any Owest non-conformance with measurement requirements (no pre-determined variance is appropriate, but should Qwest Idaho SGA T Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 23- Exhibit K be based on the auditor's professional judgment). CLEC may not request an audit of data more than three years from the later of the provision of a monthly credit statement or payment due date. 15.4 Expenses for the audit of the PAP and any other related expenses, except that which may be assigned under section 15.3, shall be paid first from the Tier 2 funds in the Special Fund. For Idaho, the remainder of the audit expenses wil be paid by Owest. 15.5 Owest wil investigate any second consecutive Tier 2 miss to determine the cause of the miss and to identify the action needed in order to meet the standard set forth in the performance measurements. To the extent an investigation determines that a CLEC was responsible in whole or in part for the Tier 2 misses, Owest shall receive credit against future Tier 2 payments in an amount equal to the Tier 2 payments that should not have been made. The relevant portion of subsequent Tier 2 payments wil not be owed until any responsible CLEC problems are corrected. For the purposes of this sub-section, Tier 1 performance measurements that have not been designated as Tier 2 wil be aggregated and the aggregate results wil be investigated pursuant to the terms of this Agreement. 16.0 Reviews 16. 1 Every six (6) months, beginning six months after the effective date of section 271 approval by the FCC for the state of Idaho, Owest, CLECs, or the Idaho Public Utiities Commission may initiate a review of the performance measurements to determine whether measurements should be added, deleted, or modified; whether the applicable benchmark standards should be modified or replaced by parity standards; and whether to move a classification of a measurement to High, Medium, or Low, Tier 1 or Tier 2. The criterion for reclassification of a measurement shall be whether the actual volume of data points was less or greater than anticipated. Criteria for review of performance measurements, other than for possible reclassification, shall be whether there exists an omission or failure to capture intended performance, and whether there is duplication of another measurement. Any disputes regarding adding, deleting, or modifying performance measurements shall be resolved pursuant to a proceeding before the Commission and subject to judicial review. No new performance measurements shall be added to this PAP that have not been subject to observation as diagnostic measurements for a period of 6 months. Any changes made at the six-month review pursuant to this section shall apply to and modify this agreement between Owest and CLEC, subject to a stay, modification or reversal upon appeal or judicial review. 16.1.1 Notwithstanding section 16.1, if any agreements on adding, modifying or deleting performance measurements as permitted by section 16.1 are reached between Owest and CLECs participating in an industry Regional Oversight Committee (ROC) PID administration forum, those agreements shall be incorporated Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 24- Exhibit K into the QPAP and modify the agreement between CLEC and Qwest at any time those agreements are submitted to the Commission, whether before or after a six- month review. 16.1.2 For the first twelve months that any changes made pursuant to paragraphs 16.1 or 16.1.1 are in effect, Qwests liability for such changes shall be limited to 10% of the monthly payments that Qwest would have made absent the effect of such changes as a whole. This provision shall be referred as "the 10% payment collar." Such payment limitation shall be accomplished by factoring the payments resulting from the changes to ensure that such payments remain within 10% of the payments Qwest would have made absent such changes. 16.1.3 In the event that the Commission adds, modifies, or reclassifies a performance measurement that has not been agreed upon in the ROC PID administration forum process in 16.1.1, the 10% payment collar shall remain in effect unless removed by the Commission pursuant to this section. If, after a minimum of 6 months of payments to a CLEC, Qwests payments have been limited by the 10% payment collar to 80% or less of what the total payments would have been absent the collar for the preceding 6-month period, the Commission may, upon motion by an affected CLEC, conduct a record proceeding to determine whether the 10% payment collar should be removed from any such performance measure. The Commission can prospectively remove the 10% collar for Tier 1 payments to affected CLEC(s) for any such performance measure upon a demonstration through a record proceeding and a Commission determination that the total payments to the CLEC(s) under the QPAP were inadequate to compensate CLEC(s) for actual harm incurred during the same period and upon a determination that such change is otherwise necessary and appropriate and in the public interest. 16.1.4 Notwithstanding section 16.1, any party may submit a root cause analysis to the Commission requesting removal of a PID or sub-measure from the PAP or requesting exemption of a PID or sub-measure from the application of the trigger mechanism for reinstatement or subsequent removaL. In the analysis and recommendations concerning the root cause analysis, the Commission is to consider, at a minimum, whether the root cause analysis provides evidence of no harm, the same harm as covered by other PID measures, non-Qwest related causes, or other factors which directly relate to the harm or circumstances specific to the PID or sub- measure being analyzed. 16.2 Two years after the effective date of the first FCC 271 approval of the PAP, the participating Commissions may conduct a joint review by a independent third part to examine the continuing effectiveness of the PAP as a means of inducing compliant performance. This review shall not be used to open the PAP generally to amendment, but would serve to assist Commissions in determining existing conditions and reporting to the FCC on the continuing adequacy of the PAP to serve its intended functions. The expense of the reviews shall be paid from the Special Fund. Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 25- Exhibit K 16.3 Owest wil make the PAP available for CLEC interconnection agreements until such time as Owest eliminates its Section 272 affiliate. At that time, the Commission and Owest shaif review the appropriateness of the PAP and whether its continuation is necessary. However, in the event Owest exits the interLATA market, that State PAP shall be rescinded immediately. 17.0 Voluntary Penormance Assurance Plan This PAP represents Owests voluntary offer to provide performance assurance. Nothing in the PAP or in any conclusion of non-conformance of Owests service performance with the standards defined in the PAP shall be construed to be, of itself, non-conformance with the Act. 18.0 Dispute Resolution For the purpose of resolving disputes over the meaning of the provisions of the PAP and how they should be applied, the dispute resolution provisions of the SGAT, section 5.18, shall apply whether the CLEC uses the SGAT in its entirety or elects to make the PAP part of its interconnection agreements (i.e., the unique dispute resolution provisions of interconnection agreements should not apply). Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007 - 26- Exhibit K Attachment 1: Tier 1 and Tier 2 Penormance Measurements Subject to Per Occurrence Payment Performance Measurement Tier 1 Payments Tier 2 Payments Low Med High Low Med High GATEWAY Timely Outage Resolution GA-7 X PRE-ORDER/ORDERS LSR Rejection Notice Interval PO-3a X Firm Order Confirmations On Time PO-5 X X Work Completion Notification Timeliness PO-6°X Billng Completion Notification Timeliness PO-7°X Jeopardy Notice Interval PO-8 X Timely Jeopardy Notices PO-9 X Release Notifications PO-16 X (Expanded)-Manual Service Order PO-20 X Accuracy ORDERING AND PROVISIONING Installation Commitments Met OP-39 X X Installation Intervals OP-4c,g X X New Service Quality OP-X X 5a9,bd'9 Delayed Days OP-6e.g X X Number Portability Timeliness OP-8 X X Coordinated Cuts On Time -Unbundled OP-13a X X Loops LNP Disconnect Timeliness OP-17 X X MAINTENANCE AND REPAIR Out of Service Cleared within 24 hours MR-39 X All Troubles Cleared within 4 hours MR-59 X Mean time to Restore MR-X 6a9,b9,c9, df ef, Repair Repeat Report Rate MR-79 X X Trouble Rate MR-89 X X LNP Trouble Reports Cleared within MR-11 X X Specified Timeframes BILLING Time to Provide Recorded Usage Records BI-1 X X Billng Accuracy-Adjustments for Errors BI-3 X Billng Completeness BI-4 X X NEnNORK PERFORMANCE Trunk Blocking NI-1 X X NXX Code Activation NP-1 X X Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007 - 27- Exhibit K a. PO-3 is limited to PO-3a-1, PO-3b-1, and PO-3c. b. PO-6 is included with PO-7 as two "families:" PO-6a/PO-7a and PO-6b/PO-7b. Measurements within each family share a single payment opportunity with only the measurements with the highest payment being paid. c. OP-4 is included with OP-6 as five "familes:" OP-4a10P-6-1, OP-4b/OP-6-2, OP-4c/OP-6-3, OP-4d/OP- 6-4, and OP-4e/OP-6-5. Measurements within each family share a single payment opportunity with only the measurement with the highest payment being paid. d. Section 3.1.2 applies to OP-5b only if the number of orders with trouble in OP-5a is no more than one. e. For purposes of the PAP, OP-6a and OP-6b wil be combined and treated as one. The combined OP-6 breaks down to OP-6-1 (within MSA), OP-6-2 (outside MSA), OP-6-3 (no dispatch), OP-6-4 (zone 1), and OP-6-5 (zone 2). 1. Applicable only to xDSL-1 capable loops. g. Excludes the following product disaggregations as applicable to this PID: Resale Centrex, Resale Centrex 21, Resale DSO (non-designed), Resale DSO (designed), Resale DSO, E911/911 Trunks, Resale Frame Relay, Resale Basic ISDN (non-designed), Resale Basic ISDN (designed), Resale Basic ISDN, Resale Primary ISDN (non-designed), Resale Primary ISDN (designed), Resale Primary ISDN, Resale PBX (non-designed), Resale PBX (designed), Resale PBX, Sub-Loop Unbundling, UNE-P (POTS), UNE-P (Centrex), and UNE-P (Centrex 21). Qwest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26,2007- 28- - Exhibit K Attachment 2: Performance Measurements Subject to Per Measurement Caps Biling Time to Provide Recorded Usage Records - BI-1 (Tier 1/Tier 2) Biling Accuracy - Adjustments for Errors - BI-3 (Tier 1) Biling Completeness - BI-4 (Tier 1/Tier 2) Owest Idaho SGAT Third Revised, Sixth Amended Exhibit K, June 26, 2007 - 29-