20101215Amendment.pdf

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Qwest
1600 7th Avenue. Room 3206
Seattle. Washington 98191
[phone]Facsimile [phone]
RECEf
ZBUl DEC i 5 At; 10: 21
Maura E. Peterson
Paralegal
Regulatory Law
December 14, 2010
Jean Jewell, Secretary
Idaho Public Utilities Commission
472 West Washington Street
P.O. Box 83720
Boise, Idaho 83720-0074
Qwest~
Spirit of Service~
Via Overnight delivery
Re: Case No. QWE-T-09-17
Application for Approval of Amendment to the Interconnection Agreement
Dear Ms. Jewell:
Enclosed for fiing with this Commission on behalf of Qwest Corporation is an original and
three (3) copies of the Application for Approval of Amendment to the Interconnection
Agreement. Qwest respectfully requests that this matter be placed on the Commission
Decision Meeting Agenda for expedited approval.
Please contact me if you have any questions concerning the enclosed. Thank you for your
assistance in . rna r.
mep
Enclosure
cc: Service list
~" J r,.Adam L. Sherr (WSBA# 25291)
Qwest
1600 7th Ave, Room 1506
Seattle, WA 98191
Telephone: [phone]
Facsimile: [phone]
Adam. sherr (g qwest.com
?fUf1 nee, L.-i ',~1In:21LvJ'i UL. . "..- t'll j;ìV ---
BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
APPLICATION OF QWEST
CORPORATION FOR APPROVAL OF
AN INTERCONNECTION AGREEMENT
PURSUANT TO 47 U.S.C. §252(e)
CASE NO.: QWE.T.09.17
APPLICATION FOR APPROVAL OF
AMENDMENT TO THE
INTERCONNECTION AGREEMENT
Qwest Corporation ("Qwest") hereby files this Application for Approval of Amendment
to the Interconnection Agreement ("Amendment"), which was approved by the Idaho Public
. Utilities Commssion on September 29,2009 (the "Agreement"). The Amendment with
Entelegent Solutions ("Entelegent") is submitted herewith.
This Amendment was reached through voluntary negotiations without resort to mediation
or arbitration and is submitted for approval pursuant to Section 252(e) of the Communications
Act of 1934, as amended by the Telecommunications Act of 1996 (the "Act").
Section 252(e)(2) of the Act directs that a state Commission may reject an amendment
reached through voluntary negotiations only if the Commission finds that: the amendment (or
portiones) thereof) discriminates against a telecommunications carer not a pary to this
agreement; or the implementation of such an amendment (or portion) is not consistent with the
public interest, convenience and necessity.
Qwest respectfully submits this Amendment provides no basis for either of these
findings, and, therefore requests that the Commission approve this Amendment expeditiously.
This Amendment is consistent with the public interest as identified in the pro-competitive
policies of the State of Idaho, the Commission, the United States Congress, and the Federal
Communications Commission. Expeditious approval of this Amendment wil enable Entelegent.
APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT - Page 1
QWEST LOCAL SERVICES PLATFORM AGREEMENT
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to interconnect with Qwest facilities and to provide customers with increased choices among
local telecommunications services.
Qwest further requests that the Commission approve this Amendment without a hearng.
Because this Amendment was reached through voluntary negotiations, it does not raise issues
requiring a hearing and does not concern other parties not a pary to the negotiations.
Expeditious approval would further the public interest.
Respectfully submitted this J!y of December, 2010.
APPLICATION FOR APPRO V AL OF AMNDMENT TO THE INTERCONNECTION AGREEMENT - Page 2
QWEST LOCAL SERVICES PLATFORM AGREEMENT
. CERTIFICATE OF SERVICE
I hereby certify that on this 1 ~"t~ay of December, 2010, I served the foregoing
APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION
AGREEMENT upon all paries of record in this matter as follows:
Jean Jewell, Secretary
Idaho Public Utilities Commission
472 West Washington Street
P.O. Box 83720
Boise, Idaho 83720-0074
¡¡ewell (gpuc.state.id.us
Hand Deli very
U. S. Mail
-X Overnight Delivery
Facsimile
Email
David L. Gibson
VP - Operations
EnTelegent Solutions, Inc.
3800 Arco Corporate Drive, Suite 310
Charlotte, NC 28273
_ Hand Delivery
_X_ U. S. Mail
Overnight Delivery
Facsimile
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APPLICATION FOR APPROVAL OF AMENDMENT TO THE INTERCONNECTION AGREEMENT - Page 3
QWEST LOCAL SERVICES PLATFORM AGREEMENT
DocuSign Envi:lope ID: 8EF9D038-CBEC-4E77-B808-715588A27075
.QWEST LOCAL SERVICES PLATFORM ™ AGREEMENT
This Owest Local Services Platform™ ("OLSpTM") Agreement, together with the Attachments hereto and Rate Sheets,
incorporated herein by reference ("Agreement") is between Qwest Corporation ("Qwest"), a Colorado corporation, and
EnTelegent Solutions, Inc. ("CLEC"), a North Carolina corporation, (each identified for purposes of this Agreement in the
signature blocks below, and referred to separately as a "Part or collectively as the "Parties"). The undersigned Partes have
read and agree to the terms and conditions set forth in this Agreement.
Qwest Corporation:~OlE9FC6B0l745"'i
:T!=:;nst~
EnTelegent Solutions, Inc.:~IlBFlF8B39434"':J~;!:.G~
Name: David L. Gibson
Title: VP - Operations
Date: 11/16/2010
By:By:
Name:
Title:
Date:
L. T. Christensen
Director - Wholesale Contracts
11/16/2010
NOTICE INFORMATION: All written notices required under this Agreement shall be sent to the following:
Qwest Corporation:
Director - Interconnection Agreements
1801 California Street, 24th Floor
Denver, CO 80202
Phone: [phone]
Fax: [phone]
Email: intagree~gwest.com
With copy to:
Owest Law Departent
Wholesale Interconnection
1801 California Street, 10th Floor
Denver, CO 80202
Phone: [phone]
Email: Legai.nterconnection~gwest.com
CLEC:
David L. Gibson
. VP - Operations
EnTelegent Solutions, Inc.
3800 Arco Corporate Drive, Suite 310
Charlotte, NC 28273
704-936-2365
866-295-0471 (f)
dave.gibson~entelegent.com
APPLICABLE STATES:
Owest agrees to offer and CLEC intends to purchase Service in
the states indicated below by CLEC's signatory initialing (or an
"X") on the applicable blanks. Note: If CLEC chooses to
indicate Washington, CLEC must select only one (1) of the
Washington Service offrings. CLEC may not change its
Washington selection after this Agreement is executed.
-l South Dakota
-l Utah
-l Washington 7.0 (with Commercial PerfrmanceMeasures and Reporting, Performance Targets and
Service Credits, as described in Section 7.0 of
Attachment 2 to this Agreement); or
-l Arizona
-l Colorado
-l Idaho
-l Iowa
-l Minnesota
-l Montana
-l Nebraska
-l New Mexico
-l North Dakota
-l Oregon
Washington 8.0 (with Service Performance Measures
and Reporting and Performance Assurance Plan
(PID/PAP) for Washington only, as described in Section
8.0 of Attchment 2 to this Agreement).
-l Wyoming
. November 12, 2010/mmslEnTelegent Solutions, Inc.Qwest QLSpTM MSA - (v10-15-10) Page 1 of 11
(AZ=CDS-101112-o018); (CO=CDS-101112-o019); (IA=CDS-101112-o020); (ID=CDS-101112-o021); (MN=C05-101112-0022);
(MT=CDS-1 01112-0023); (ND=CDS-1 01112-0024); (NE=CDS-1 01112-0025); (NM=CDS-1 01112-0026); (OR=CDS-101112-o027);
(SD=CDS-101112-o028); (UT=CDS-101112-0029); (WA=CDS-101112-o030); (W=CDS-101112-0031)
DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075
WHEREAS, CLEC desires to purchase from Qwest certin combinations of Network Elements, ancilary functions, and additional
features, including without limitation, the local Loop, Port, switching, and Shared Transport..
Now, therefore, in consideration of the tenns and conditions contained herein, CLEC and Qwest mutually agree as follows:
1. Definitions. Capitalized tenns used herein are defined in
Attachment 1.
2. Effctive Date. This Agreement is effectve upon the
later of (i) January 4, 2011 or (Ii) the date that it is fully executed by all
of the Partes ("Effective Date").
3. Term. The tenn of this Agreement begins on the
Effective Date and continues through December 31, 2013. In the
event that at the expiration of this Agreement CLEC has any remaining
Customers served under this Agreement, Qwest may immediately
convert CLEC to an equivalent alternative service at market-based
wholesale rates.
4. Scope of Agreement; Service Provisioning; Controllng
Documents; Change of Law; Eligibilty for Services under this
Agreement; Non-Applicability of Change Management Process.
4.1 The Servce ("Services") described in this Agrement will
only be provided in Qwests incumbent LEC service terrtory in the
states of Arizona, Colorado, Idaho, Iowa, Minnesota, Montana,
Nebraska, New Mexico, North Dakota, Oreon, South Dakota, Utah,
Washington and Wyoming.
4.2 In the event of a conflict in any tenn of any documents that
govern the provision of Services hereunder, the following order of
precedence will apply in descending order of control: an Attchment,
Rate Sheet, this Agreement, and any effective Order Fonn hereunder.
The Parties agree that the Services offered and purcased under this
Agreement are subject to compliance with Applicable Law and
obtaining any domestic or foreign approvals and authorizations
required or advisable.
4.3 The provisions in this Agreement are intended to be in
compliance with and based on the existing state of Applicable Law,
including but not limited to Federal rules, regulations, and laws, as of
the Effective Date ("Existing Rules"). Nothing in this Agreement shall
be deemed an admission by Qwest or CLEC concerning the
interpretation or effect of the Existing Rules or an admission by Qwest
or CLEC that the Existing Rules should not be changed, vacaed,
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.
4.4 If any change in Applicable Law materially impairs a Part's
abilty to perfonn or obtain a benefit under this Agreement, both Parties
agree to negotiate in good faith such changes as may be necessary to
address such material impainnent.
wholesale service quality standards to liquidated damages, and
remedies with respect to Servces provided pursuant to this
Agreement. Any CLEC-proposed changes to the attributes of any
Service or process enhancements will be comunicated through the
standard account interfaces. Change requests common to shared
systems and processes subject to CMP wil continue to be addressed
via the CMP procedures.
5. CLEC Information. CLEC agrees to work with Qwest in
good faith to promptly complete or update, as applicable, Qwests
"New Customer Questionnaire" to the extent that CLEC has not
already done so, and CLEC shall hold Qwest hannless for any
damages to or claims from CLEC caused by CLEC's failure to promptly
complete or update the questionnaire.
6.Financial Terms.
6.1 The descrptin of the Service and applicable rates are set
forth in the Attchments hereto and Rate Sheets. The Parties agree
that the referenced rates are just and reasonable.
6.2 Taxes. Fees. and other Governmental Impositions.
All charges for Services provided herein are exclusive of any federal,
stae, or local sales, use, excise, gross receipts, transaction or similar
taes, fees or surcharges ("Tax" or "Taxes"). Taxes resulting from the
perfonnance of this Agreement shall be borne by the Part upon which
the obligation for payment is imposed under Applicable Law, even if
the obligation to collect and remit such Taxes is placed upon the other
Part. However, where the sellng Part is specifically pennitted by .
Applicable Law to collect such Taxes from the purchasing Party, such
Taxes shall be bome by the Part purchasing the services. Taxes
shall be biled as a separate item on the invoice in accrdance with
Applicable Law. The Part billng such Taxes shall, at the written
reuest of the Part being biled, provide the biled Part with detailed
infonnation regarding biled Taxes, including the applicable Tax
jurisdiction, rate, and base upon which the Tax is applied. If either
Part (the Contesting Part) contests the application of any Tax
collected by the other Part (the Collecting Part), the Collecting Part
shall reasonably cooperate in good faith with the Contesting Parts
challenge, provided that the Contesting Part pays all reasonable cots
incurred by the Collecting Part. The Contesting Part is entited to the
benefit of any refund or recovery resulting from the contest, provided
that the Contesting Part has paid the Tax contested. If the
purchasing Part provides the sellng Part with a resale or other
exemption certificate, the sellng Part shall exempt the purchasing
Part if the sellng Part accpts the certificae in good faith. If a Part
becomes aware that any Tax is incorrectly or erroneously collected by
that Part frm the other Part or paid by the other Party to that Part,
the Part that received such Tax shall refund the incorrctly or
erroneously collected Tax or paid Tax to the other Part.
4.5 To receive services under this Agreement, CLEC must be a 6.3 Each Part is solely responsible for any ta on its corporate
certified CLEC under Applicable Law. CLEC may not purchase or existence, status or income and each Part shall be solely responsible
utilize Services covered under this Agreement for its ow for all taxes on its own business, the measure of which is its own net
administrative use or for the use by an Affliate. income or net worth and shall be responsible for any related tax filings,
payment, protest, audit and litigation. Each Part shall be solely
4.6 Except as otherwise provided in this Agreement, the Parties responsible for the billng, collection and proper remittance of all
agree that Services provided under this Agreement are not subject to applicable Taxes relating to its own services provided to its own
the Qwest Wholesale Change Management Process ("CMP"), Qwests Customers.
Perfonnance Indicators ("PID"), Perfonnance Assurance Plan ("PAP"),
or any other wholesale service quality standards, or liquidated 7. Intellectual Propert.
damages and remedies. Except as otherwise provided, CLEC hereby
waives any rights it may have under the PID, PAP and all otherNovember 12, 2010/mmsJEnTelegent Solutions, Inc. .Qwest QLSpTM MSA - (v1Q-15-10) Page 2 of 11
(AZ=CD8-101112-0018); (CO=CDS-101112-0019); (IA=CDS-101112-Q020); (ID=CDS-101112-0021); (MN=CDS-101112-0022);
(MT=CDS-101112-0023); (ND=CDS-101112-Q024); (NE=CDS-101112-Q025); (NM=CDS-101112-0026); (OR=CDS-101112-0027);
(SD=CDS-101112-0028); (UT=CDS-101112-0029); (WA=CDS-101112-Q030); (W=CDS-101112-0031)
7.6 To the extent required under Applicable Law, Qwest shall
use commercially reasonable efforts to obtain, from its vendors who
have licensed intellectual propert nghts to Qwest in connection with
Services provided hereunder, licenses under such intellectual propert
nghts as necessary for CLEC to use such Servces as contemplated
hereunder and at least in the same manner used by Qwest for the
Services provided hereunder. Qwest shall notify CLEC immediately in
the event that Qwest believes it has used its commercally reasonable
November 12, 2010/mmslEnTelegent Solutions,lnc.
Qwst QLSpTM MSA - (v1Q-15-10)
(AZ=CDS-101112-0018); (CO=CDS-101112-o019); (IA=CDS-101112-0020); (ID=CDS-101112-o021); (MN=CDS-101112-o022);
(MT=CDS-1 01112-0023); (ND=CDS-1 01112-0024); (NE=CDS-1 01112-0025); (NM=CDS-1 01112-0026); (OR=CDS-101112-o027);
(SD=CDS-101112-o028); (UT=CDS-101112-0029); (WA=CDS-101112-0030); (W=CDS-101112-0031)
DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075
.7.1 Except for a license to use any facilities or equipment
(including softare) solely for the purpses of this Agreement or toreceive Service solely as provided in this Agreement or as specifically
required by the then-applicable federal rules and regulations relating to
Services provided under this Agreement, nothing contained in this
Agreement shall be construed as the grant of a license, either express
or implied, with respect to any patent, copynght, trade name,
trademark, service mark, trade secret, or other propnetary interest or
intellectual propert, now or hereafter owned, controlled or licensable
by either Part. Neither Part may use any patent, copyright, trade
name, trademark, service mark, trade secret, nor other propnetary
interest or intellectual property, now or hereafter owned, controlled or
licensable by either Part without execution of a separate wntten
agreement between the Parties.
7.2 Subject to the general Indemnity provisions of this
Agreement, each Part (an Indemnifying Part) shall indemnify and
hold the other Part (an Indemnified Part) harmless frm and against
any loss, cost, expense or liabilty arising out of a claim that the
services provided by the Indemnifying Part provided or used pursuant
to the terms of this Agreement misappropnate or otherwse violate the
intellectual propert rights of any third part. 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 facilties or services of any other Person
(including the Indemnified Part but excluding the IndemnifyingPart and any of its Affliates), which combination is not made by
or at the direction of the Indemnifying Part or is not reasonably
necessary to CLEC's use of the Services offered by Qwest under
this Agreement; or.B. any modifcation made to the facilties or services of the
Indemnifying Part by, on behalf of, or at the request of the
Indemnified Part and not required by the Indemnifyng Part.
7.3 In the event of any claim, the Indemnifyng Part may, at it
sole option, obtain the nght for the Indemnified Part to continue to use
any infnnging facilty or service or replace or modify any infrnging
facilty or service to make such facilty or service non-infnnging.
7.4 If the Indemnifying Party is not reasonably able to obtain the
nght for continued use or to replace or modify the facilit or service as
provided above and either the facilty or service is held to be infnnging
by a court of competent junsdiction or the Indemnifing Part
reasonably believes that the facilty or service wil be held to infringe,
the Indemnifyng Part wil notify the Indemnified Part and the Parties
will negotiate in good faith regarding reasonable modifications to this
Agreement necessary to mitigate damage or comply with an injunction
which may result from such infnngement or allow cessation of further
infringement.
7.5 The Indemnifying Part may request that the Indemnified
Part take steps to mitigate damages resulting from the infnngement or
alleged infnngement including, but not limited to, accepting
modifications to the facilties or services, and such request shall not be
unreasonably denied.
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effort to obtain such nghts, but has been unsuccessful in obtaining
such nghts. Nothing in this subsection shall be construed in any way
to condition, limit, or alter a Parts indemnification obligations under
Section 7.2, preceing.
7.7. Neither Part shall without the express wntten permission of the
other Part, state or imply that it is connected, or in any way affliated
with the other or it Affliates; it is part of a joint business association or
any similar arrngement with the other or its Affilates; the other Part
and its Affliates are in any way sponsonng, endorsing or certifyng it
and its goods and services; or with respect to its marketing, advertising
or promotional activities or matenals, state or imply that the services
are in any way associated with or originated from the other Part or
any of it Affliates. In addition, CLEC, including its employees,
representatives and agents, wil not state or otherwse indicate, directly
or indirectly, to its end-users or prospectve end-users: (a) that they will
be Qwest customers or that they may obtain Qwest service frm CLEC
or (b) that CLEC has or the end-user will have any relationship with
Qwest. Without limiting the foregoing, CLEC must not use a name,
trademark, service mark, copynght or any other intellectual propert
owned by Qwest or its Affliates, except that ClEC may communicate
that Qwest is one of the underlying carrers from which CLEC
purchases services if CLEC has obtained the pnor wrtten consent of
the Qwest Law Department. This is a non-exclusive agreement.
Nothing in this Agreement prevents Qwest from offenng to sell or
sellng any services to other parties.
7.8 Nothing in this Section prevents either Part frm truthfully
descnbing the Services it uses to provide service to its End User
Customers, provided it does not represent the Services as onginating
from the other Part or its Affliates or otherwse attempt to sell its End
User Customers using the name of the other Party or its Affliates.
Qwests name and the names of its affliates are propnetary and
nothing in this Agreement constitutes a license authonzing their use,
and in no event wil CLEC, including its employees, reresentatives
and agents, attempt to sell any Services to its end-users using the
name, brand or identit of Qwest or Qwests Affliates in any way.
7.9 Because a breach of the matenal provisions of this Section 7
may cause irreparable harm for which monetary damages may be
inadequate, in addition to other available remedies, the non-breaching
Part may seek injunctive relief.
8.Financial Responsibilty, Payment and Security.
8.1 Payment Obliaation. Amounts payable under this
Agreement are due and payable within thirt (30) Days after the date of
invoice ("Payment Due Date"). If the Payment Due Date falls on a
Sunday or on a holiday which is observed on a Monday, the payment
date wil be the first non-holiday day following such Sunday or holiday.
If such a payment date falls on a Saturday or on a holiday which is
observed on Tuesday, Wednesday, Thursday or Fnday, the payment
date shall be the last non-holiday day preceding such Saturday or
holiday. For invoices distnbuted electronically, the date of the invoice
date is the same as if the invoice were biled on paper, not the date the
electronic delivery occurs. If CLEC fails to make payment on or before
the Payment Due Date, Qwest may invoke all available nghts and
remedies.
8.2 Cessation of Order Processing. Qwest may discotinue
processing orders for Services for any breach by CLEC of this
Agreement, including without limitation, the failure of CLEC to make full
payment for Servces, less any good faith disputed amount as provided
for in this Agreement, within thirt (30) Days following the Payment
Due Date; provided that Qwest has first notified CLEC in wrting at
least ten (10) business days pnor to discontinuing the proing of
orders for Services. If Qwest does not refuse to accpt additional
orders for Services on the date specified in the ten (10) business days
Page 3 of 11
B. If CLEC pays the disputed charges and the dispute is
resolved in favor of Qwest, no further action is required. If CLEC
pays the charges disputed at the time of päyment or at any time
thereafter, and the dispute is resolved in favor of the CLEC,
Qwest will adjust the Billng, usually within tw Billing cycles after
November 12, 2010/mms/EnTelegent Solutions, Inc.
Owest OLSpTM MSA - (v10-15-10)
(AZ=CDS-101112-0018); (CO=CDS-101112.o019); (IA=CDS-101112.o020); (ID=CDS-101112-0021); (MN=CDS-101112.o022);
(MT=CDS-1 01112.0023); (ND=CDS-1 01112-0024); (NE=CDS-1 01112.0025); (NM=CDS-1 01112-0026); (OR=CDS-101112.o027);
(SD=CDS-101112.o028); (UT=CDS-101112-0029); (WA=CDS-101112-0030); (WY=CDS-101112.o031)
DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075
notice, and CLEC's non-cmpliance continues, nothing contined
herein shall preclude Owests right to refuse to accpt additional orders
for Services from CLEC without further notice. For order processing to
resume, CLEC wil be required to cure any breach and make full
payment of all past-due charges for Services not disputed in good faith
under this Agreement, and Owest may require a deposit (or recalculate
the deposit) pursuant to Section 8.5. In addition to other remedies that
may be available at law or equity, Owest reserves the right to seek
equitable relief including injunctive relief and specific performance.
8.3 Disconnection. Qwest may disconnect any Services
provided under this Agreement for any breach by CLEC of this
Agreement that is not cured by CLEC in accordance with Section 11
herein, including without limitation, failure by CLEC to make full
payment for such Services, less any good faith disputed amount as
provided for in this Agrement, within sixty (60) Days following the
Payment Due Date provided that Owest has first notified CLEC in
wrting at least ten (10) business days prior to disconnecting Services.
CLEC wil pay the applicable charge set forth in the Rate Sheet
required to reconnect Services for each End User Customer
disconnected pursuant to this Section 8.3. In case of such
disconnection, all applicable undisputed charges, including termination
charges, will become due and payable. If Owest does not disconnect
CLEC's Service on the date specified in the ten (10) business days
notice, and CLEC's noncompliance continues, nothing contained
herein shall preclude Owests right to disconnect any or all Services.
For reconnection of the Service to occur, CLEC will be required to
make full payment of all past and current undisputed charges under
this Agreement for Services and Owest may require a deposit (or
recalculate the deposit) pursuant to Section 8.5. In addition to other
remedies that may be available at law or equity, Owest reserves the
right to seek equitable relief, including injunctive relief and specific
performance. Notwthstanding the foreoing, Qwest will not effect a
disconnection pursuant to this Section 8.3 in such manner that CLEC
may not reasonably comply with Applicable Law concerning End User
Customer disconnection and notification, provided that, the foregoing is
subject to CLEC's reasonable dilgence in effecting such compliance.
8.4 Biling Disputes. Should CLEC dispute, in good faith, and
withhold payment on any portion of the charges under this Agreement,
CLEC will notify Owest in writing within fifteen (15) Days following the
Payment Due Date identifying the amount, reason and rationale of
such dispute. At a minimum, CLEC wil pay all undisputed amounts
due to Qwest. Both CLEC and Qwest agree to expedite the
investigation of any disputed amounts, promptly provide reasonably
requested documentation regarding the amount disputed, and wo in
good faith in an effort to resolve and sette the dispute through informal
means prior to invoking any other rights or reedies.
A. If CLEC 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 Owest, CLEC will pay the
disputed amount and applicable late payment charges no later
than the next Bil Date following the resolution. CLEC may not
continue to withhold the disputed amount following the initial
resolution while pursuing further dispute resolution. If the
disputed charges have been withheld and the dispute is resolved
in favor of CLEC, Owest will credit CLEC's bil for the amount of
the disputed charges and any late payment charges that have
been assessed no later than the second Bil Date after the
resolution of the dispute.
the resolution of the dispute, as follows: Owest will credit the .
CLEC's bil for the disputed amount and any associated interest;
or if th disputed amount is greater than the bil to be credited,
pay the remaining amount to CLEC.
C The interest calculated on the disputed amounts wil be the
s~me rate as late payment charges. In no event, however, wil
any late payment charges be assessed on any previously
assessed late payment charges.
D. If CLEC fails to dispute a rate or charge within 60 Days
following the invoice date on which the rate or ~harge app~ar~d,
adjustment wil be made on a going-forwrd basis only, beginning
with the date of the dispute.
8.5 Security Deposits. In the event of a material .adverse
change in CLEC's financial condition subsequent to the Effective Date
of this Agreement, Qwest may request a security deposit. A "material
adverse change in financial condition" means CLEC is a new CLEC
with no established credit history, or is a CLEC that has not
established satisfactory credit with Qwest, or the Part is repeatedly
delinquent in making its payments, or is being reconn~cted after a
disconnection of Servce or discontinuance of the processing of orders
by Owest due to a previous failure to pay undisputed charges in .a
timely manner or due to the failure by CLEC to c~re a breac~ of this
Agreement in a timely manner. Owest may require a deposit to be
held as security for the payment of charges before the orde~ from
CLEC will be provisioned and completed or before reconnection .of
Service. "Repeatedly Delinquent" means any payment ~f a material
amount of total monthly Biling under this Agreement received afer the
Payment Due Date, thre (3) or more times during the last twelve (12)
month period. The deposit may not exceed the estimated to~~1 monthly
charges for a two (2) month period based upon ~ecent Billing. Th~
deposit may be an irrvocable bank letter of credit, a letter of credit
with terms and conditions acceptable to Owest, or some other form of
mutually accptable security such as a cash deposit. The deposit may
be adjusted by CLEC's actual monthly average charge~, payment
history under this Agrement, or other relevant factors, but in no event
wil the security deposit exceed five milion dollars ($5,000,000.00).
Required deposits are due and payable within thirt (30) D~~s after
demand and non-payment is subject to the terms and provisions of
Section 8.2 and Section 8.3 of this Agreement.
.
8.6 Intst on Deposits. Any interet earned on cash deposits
will be crited to CLEC in the amount actually earned or at the rate
set fort in Secion 8.7 below, whichever is lower, except as otherwise
required by law, provided that, for elimination of doubt, the Pa~ies
agre that such deposits are not subject to stte laws or regulations
relating to consumer or End User Customer cash deposits. Cash
deposits and acped interest, if applicable, will be.credited to C.LE~'s
accunt or refunded, as appropriate, upon the earlier of the expiration
of the term of this Agreement or the establishment of satisfactory credit
with Owest, which will generally be one full year of consecutive tim~ly
payments of undisputed amounts in full by CLEC. Upon a maten~1
change in financial standing, CLEC may request, and Owe~t will
consider, a recalculation of the deposit. The fact that a deposit h~s
been made does not relieve CLEC from any requirements of this
Agreement.
8.7 Late Payment Charge. If any portion of the payment is
recived by Owest after the Payment Due Date, or if any P?rtion ~f the
payment is received by Owest in funds that are not immediately
available, then a late payment charge will be due to Qwe~t. The late
payment charge is the portion of the payment not received ~y the
Payment Due Date multiplied by a late factor. The late factor is the
lesser of (i) the highest interest rate (in decimal value) whic~ may be
levied by law for commercial transactions, compounded daily for the
Page 4 of 11 .
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.number of Days from the Payment Due Date to and including the date
. that the CLEC actually makes the payment to Qwest; or (ii) 0.000407
per Day, compounded daily for the number of Days from the Payment
Due Date to and including the date that the CLEC actually makes the
payment to Qwest.
8.8 CLEC must not remit payment for the Services with funds
obtained through the American Recovery and Reinvestment Act (or
ARRA) or other similar stimulus grants or loans that would obligate
Qwest to provide certin information or perform certain functions
unless those functions and obligations are specifically agred to by the
parties in this Agreement or in an amendment to this Agreement.
9. Conversions. If CLEC is obtaining services from
Qwest under an arrngement or agreement that includes the
application of termination liabilty assessment (TLA) or minimum period
charges, and if CLEC wishes to convert such services to a Service
under this Agreement, the conversion of such servces will not be
delayed due to the applicabilty of TLA or minimum period charges.
The applicability of such charges is govemed by the terms of the
original agreement, Tariff or arrngement. Nothing herein will be
construed as expanding the rights otherwise granted by this
Agreement or by law to elect to make such conversions.
10. Customer Contact. CLEC, or CLEC's authorized agent,
are the single point of contact for its End User Customers' service
needs, including without limitation, sales, service design, order taking,
Provisioning, change orders, training, maintenance, trouble reports,
repair, post-sale servicing, Billng, collection and inquiry. CLEC wil
inform its End User Customers that they are End User Customers of
CLEC, CLEC's End User Customers contacting Qwest wil be
instructed to contact CLEC, and Qwests End User Customers
contacting CLEC will be instructed to contact Qwest. In responding to
calls, neither Part will make disparaging remarks about the other
. Part. To the extent the correct provider can be determined,
misdirected calls received by either Part will be referrd to the proper
provider of Local Exchange Service; however, nothing in this
Agreement shall be deemed to prohibit Qwest or CLEC from
discussing its proucts and services with CLEC's or Qwests End User
Customers who call the other Part.
10.1 In the event Qwest terminates Service to CLEC for any
reason, CLEC will provide any and all necessary notice to its End User
Customers of the termination. In no case wil Qwest be responsible for
providing such notice to CLEC's End User Customers.
11. Default and Breach. If either Part defaults in the payment
of any amount due hereunder, or if either Part violates any other
material provision of this Agreement and such default or violation
continues for thirt (30) Days after written notice thereof, the other
Part may terminate this Agreement and seek relief in accordance with
any remedy available under this Agreement, including without
limitation, the Dispute Resolution provisions of Section 25 herein and,
in addition to the foregoing, Qwest may cease to accept orers from
CLEC for Services in accordance with Section 8.2 above. The
remedies available to each Party pursuant to this Agreement are not to
be considered exclusive of one another and will be cumulative.
12.Limitation of Liability.
12.1 CLEC's exclusive remedies for claims under this Agreement
are limited to CLEC's proven direct damages unless CLEC's damages
are otherwse limited by this Agreement to outage credits or other
service credits, in which case Qwests total liabilit wil not exceed the
aggregate amount of any applicable credits due.
incidental, consequential, exemplary, punitive, 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, warrnty, strict liabilty, tort, including, without
limitation, negligence of any kind and regardless of whether the Parties
know the possibilty that such damages could result.
12.3 Nothing contained in this Section shall limit either Parts
liabilty to the other for wilful misconduct, provided that, a Parts
liabilty to the other Part pursuant to the foregoing exclusion, other
than direct damages, will be limited to a total cap equal to one hundred
per cent (100%) of the annualized run rate of total amounts charged by
Qwest to CLEC under this Agreement.
13. Indemnity,
13. 1 The Parties agree that unless otherwise specifcally set forth
in this Agreement, the followng constitute the sole indemnification
obligations between and among the Parties:
A. Each Part (the Indemnifying Party) agrees to release,
indemnify, defend and hold harmless the other Part and each of
its ofcers, directors, employees and agents (each, an
Indemnitee) from and against and in respect of any loss, debt,
liabilty, damage, obligation, claim, demand, judgment or
settlement of any nature or kind, known or unknown, liquidated or
unliquidated including, but not limited to, reasonable costs and
expenses (including attorneys' fees), whether suffered, made,
instituted, or asserted by any Persn or entity, for invasion of
privacy, bodily injury or death of any Person or Persons, or for
loss, damage to, or destruction of tangible propert, whether or
not owned by others, resulting from the Indemnifying Parts
breach of or failure to perform under this Agreement, regardless
of the form of action, whether in contract, warranty, strict liabilit,
or tort including (without limitation) negligence of any kind.
B. In the case of claims or losses alleged or incurred by an End
User Customer of either Part arising out of or in connection with
Services provided to the End User Customer by the Part, the
Part whose End User Customer alleged or incurr such claims
or loss (the Indemnifying Part) shall defend and indemnify the
other Part and each of its offcers, directors, employees and
agents (each, an Indemnified Part) against any and all such
claims or loss by the Indemnifying Parts End User Customers
reardless of whether the underlying Service was provided or was
provisioned by the Indemnified Part, unless the loss was caused
by the gross negligence or willful misconduct of the Indemnified
Part. The obligation to indemnify with respect to claims of the
Indemnifyng Part's End User Customers shall not extend to any
claims for physical bodily injury or death of any Persn or
persons, or for loss, damage to, or destrction of tangible
propert, 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 Part.
13.2 The indemnifcation provided herein is conditioned upon the
following:
A. The Indemnified Part will promptly notify the Indemnifyng
Part of any action taken against the Indemnified Part relating to
the indemnification. Failure to so notify the Indemnifying Party will
not relieve the Indemnifying Part of any liabilty that the
Indemnifng Part might have, except to the extent that such
failure prejudices the Indemnifying Part's abilit to defend such
claim.12.2 Except for indemnification and payment obligations under
this Agreement, neither Party shall be liable to the other for indirect,
. NOVembe. r 12, 2010/mmsJEnTelegent Solutions, Inc.
Qwest QLspm MSA - (v1 0-15-1 0)
(AZ=CDS-101112-0018); (CO=CDS-101112-o019); (IA=CDS-101112-o020); (ID=CDS-101112-0021); (MN=CDS-101112-0022);
(MT=CDS-1 01112-0023); (ND=CDS-1 01112-0024); (NE=CDS-1 01112-0025); (NM=CDS-1 01112-0026); (OR=CDS-101112-0027);
(SD=CDS-101112-0028); (UT=CDS-101112-0029); (WA=CDS-101112-0030); (W=CDS-101112-o031)
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B. If the Indemnifyng Party wishes to defend against such
action, it will give written notice to the Indemnifed Part of
acceptance of the defense of such action. In such event, the
Indemnifying Part has sole authority to defend any such action,
including the selection of legal counsel, and the Indemnified Part
may engage separate legal counsel only at its sole cost and
expense. In the event that the Indemnifying Part does not
accept the defense of the action, the Indemnified Part has the
right to employ counsel for such defense at the expense of the
Indemnifying Part. Each Part agrees to cooperate with the
other Part in the defense of any such action and the relevant
records of each Part will be available to the other Part with
respect to any such defense.
C. In no event will the Indemnifng Part settle or consent to
any judgment for relief other than monetary damages pertining
to any such action without the prior wrtten consent of the
Indemnified Part. In the event that the Indemnified Part
withholds consent, the Indemnified Part may, at its cost, take
over such defense; provided that, in such event, the Indemnifying
Part shall not be responsible for, nor shall it be obligated to
indemnify the relevant Indemnified Part against, any cot or
liabilty in excess of such refused compromise or setUement.
14.Limited Warranties.
14.1 Each Part will provide suitably qualified personnel to perform its
obligations under this Agreement and provide all Servces hereunder in
a good and workmanlike manner and in material conformance with all
Applicable Laws and regulations.
14.2 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT,
QWEST SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES,
EXPRESS OR IMPLIED, AS TO ANY SERVICE PROVIDED
HEREUNDER. QWEST SPECIFICALLY DISCLAIMS ANY AND ALL
IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ANY
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, OR TITLE OR NON-INFRINGEMENT OF
THIRD PARTY RIGHTS.
15. Relationship. Except to the limited extent expressly
provided in this Agreement, neither Party has the authority to bind the
other by contract or otherwise or make any representations or
guarantees on behalf of the other or otherwise act on the other's
behalf. The relationship arising from this Agreement does not
constitute an agency, joint venture, partnership, employee relationship
or franchise. Qwest is acting as an independent contractor and will
have exclusive control of the manner and means of performing its
obligations. Notwithstanding anything herein to the contrary, Qwest
reserves the right, in its sole discretion, to modify or change the name
of the Services.
16. Assianment.
16.1 CLEC may not assign this Agreement or any rights or
obligations hereunder without the prior written consent of Qwest, which
consent wil not be unreasonably withheld. Notwithstanding the
foregoing and subject to prior credit review, submission of appropriate
legal documentation (including, but not limited to, any appropriate
Secretary of State or other filings or documents specified by Qwest)
and approval by Qwest of CLEC's propose assignee, CLEC may
assign this Agreement without prior written consent of Qwest to any
Affliate, succeor through merger, or acquirer of substantially all of its
assets; and Qwest may assign this Agreement without prior written
consent to any Affliate, successor through merger, or acquirer of
substantially all of its business assets; provided that in all cases the
assignee of CLEC or Qwest, as applicable, acknowledge in writing it
assumption of the obligations of the assignor hereunder. Any
attempted assignment in violation hereof is of no force or effect and is
void. Without limiting the generality of the foregoing, this Agreement
wil be binding as to the Parties' respective successors and assigns..
16.2 In the event that Qwest transfers to any unaffliated part
exchanges, including End User Customers that CLEC serves in whole
or in part through Services provided by Qwest under this Agreement,
Qwest will ensure that the transferee serves as a succssor to and
fully performs all of Qwests responsibilties and obligations under this
Agreement for a period of ninety (90) Days from the effective date of
such transfer or until such later time as the FCC may direct pursuant to
the FCC's then applicable statutory authority to impose such
responsibilities either as a condition of the transfer or under such other
state statutory authority as may give it such power. In the event of
such a proposed transfer, Qwest wil use its best effort to faciltate
discussions between CLEC and the transferee with respect to the
transferee's assumption of Qwests obligations after the transition
period set fort above in accordance with the terms and provisions of
this Agreement.
17. Reporting Requirements. If reporting obligations or
requirements are imposed upon either Part by any third part or
regulatory agency in connection with this Agreement or the Services,
including use of the Services by CLEC or its End Users, the other
Part agrees to assist that Part in complying with such obligations and
requirements, as reasonably required by that Part.
18. SurvivaL. The expiration or termination of this Agreement
does not relieve either Part of those obligations that by their nature
are intended to survive.
19. Confidentiality Nondisclosure.
19.1 Neither Part will, without the prior wrtten consent of the
other Part (a) issue any public announcement regarding, or make any
other disclosure of the terms of, this Agreement or use the name or
marks of the other Part or its Affliates; or (b) disclose or use (except
as expressly permitted by, or required to achieve the purposes of, this
Agreement) the Confidential Information of the other Part. Consent
may only be given on behalf of a Part by its Legal Department.
However, a Part may disclose Confidential Information if required to
do so by a governmental agency, by operation of law, or if necessary
in any proceeding to establish rights or obligations under this
Agreement, provided that the disclosing Party gives the non-disclosing
Part reasonable prior written notice and the receiving Part will
cooperate with the disclosing Part to seek or take appropriate
protective measures and wil make such disclosure in a manner to best
protect the Confidential Information from further disclosure.
Notwthstanding the foregoing, if reporting or filing obligations or
requirements are imposed upon Qwest by any third party or regulatory
agency in connecton with this Agreement, CLEC agrees to assist
Qwest in complying with such obligations and requirements, as
reasonably required by Qwest and to hold Qwest harmless for any
failure by CLEC in this regard. Qwests compliance with any regulatory
filing obligation will not constitute a violation of this section. Each Part
wil use reasonable effort to protect the other's Confidential
Information, and wil use at least the same effort to protect such
Confidential Information as the Party would use to protect its own.
.
19.2 All Confidential Information wil remain the propert of the
disclosing Part. A Party who receives Confidential Information via an
oral communication may request written confirmation that the material
is Confidential Information. A Party who delivers Confidential
Information via an oral communication may request written
confirmation that the Part receiving the information understands that
the material is Confidential Information. Each Part has the righUo
correct an inadvertent failure to identify information as Confidential
Information by giving written notification within thirt (30) Days after the
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(MT=CDS-1 01112-0023); (ND=CDS-1 01112-0024); (NE=CDS-1 01112-0025); (NM=CDS-1 01112-0026); (OR=CDS-101112-o027);
(SD=CDS-101112-0028); (UT=CDS-101112-0029); (WA=CDS-101112-0030); (WY=CDS-101112-o031)
.
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. information is disclosed. The receiving Part will from that time
forward, treat such information as Confidential Information.
19.3 Upon request by the disclosing Part, the receiving Part will
return all tangible copies of Confidential Information, whether written,
graphic or otherwise, except that the receiving Part may retain one
copy for archival purposes.
19.4 Each Part wil keep all of the other Part's Confidential
Information confidential and wil disclose it on a need to know basis
only. Each Part wil use the other Part's Confidential Information
only in connection with this Agreement and in accordance with
Applicable Law. Neither Part will use the other Part's Confidential
Information for any other purpose except upon such terms and
conditions as may be agreed upon between the Parties in wrting. If
either Part loses, or makes an unauthorized disclosure of, the other
Parts Confidential Information, it wil notify such other Party
immediately and use reasonable effort to retreve the information.
19.5 Effective Date of this Section. Notwithstanding any other
provision of this Agreement, the Confidential Information provisions of
this Agreement apply to all informtion furnished by either Party to the
other in furtherance of the purpose of this Agreement, even if furnished
before the Effective Date.
19.6 Each Part agrees that the disclosing Part could be
irrparably injured by a breach of the confidentiality obligations of this
Agreement by the receiving Part or its representatives and that the
disclosing Party is 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 are not
the exclusive remedies for a breach of the confidentiality provisions of
this Agrement, but are in addition to all other remedies available at
law or in equity.
. 19.7 Nothing herein should be construed as limiting either Part's
rights with respect to its own Confidential Information or its obligations
with respect to the other Part's Confidential Information under Section
222 of the Act.
20. Waiver. Except as otherwse provided herein, neither
Part's failure to enforce any right or remedy available to it under this
Agreement will be construed as a waiver of such right or a waiver of
any other provision hereunder.
21. Regulatory Approval. Each Part reserves its rights with
respect to whether this Agreement is subject to Sections 251 and 252
of the Act. In the event the FCC, a state commission or any other
governmental authority or agency reject or modifies any material
provision in this Agreement, whether by direct action or by virtue of
generic proceedings, including without limitation, any pricing terms,
either Part may immediately upon written notice to the other Party
terminate this Agreement in whole or in part, including without
limittion, with respect to Service in any state. In the event a Part
exercises its right to terminate pursuant to this Section 21, the other
Part agrees to consent to any regulatory approvals necessary to
disconnec any circuits provided pursuant to this Agreement and
further agrees to provide any required notice to affected customers
within five (5) business days of such notice. If a Part is required by a
lawful, binding order to file this Agreement or a provision thereof with
the FCC or state regulatory authorities for approval or regulatory
review, the fiing Part shall provide wrtten notice to the other Part of
the existence of such lawfl, binding order so that the other Part may
seek an injunction or other relief from such order. In addition, the filing
Part agrees to reasonably coperate to amend and make
modifcations to this Agreement to allow the filing of this Agreement or
the specific part of this Agreement affected by the order to the extent
reasonably necessary.
22. Notiçes. Any notices required by or concerning this
Agreement wil be in writing and will be suffciently given if delivered
persnally, delivered by prepaid ovemight express service, sent by
facsimile with electronic confirmation, or sent by certifed mail, return
receipt requested, or by email where specified in this Agreement to
Qwest and CLEC at the addresses shown on the cover sheet of this
Agreement. Notwthstanding anything herein to the contrary, Qwest
may provide notice via email or by posting to Qwests website without
duplicate written notification for: (v) marketing notices; (w) notices
provided under Section 8; (x) rate change notices; or (y) notices
regarding changes in maintenance windows.
23. Force Majeure. Neither Part shall be liable for any delay
or failure in performance of any part of this Agrement from any cause
beyond its control and without its fault or negligence including, without
limitation, acts of nature, act of civil or miltary authority, government
regulations, embargoes, epidemics, terrorist acts, riots, insurrections,
fires, explosions, earthquakes, nuclear accidents, floods, work
stoppages, power blackouts, volcanic action, other major
environmental disturbances, or unusually severe weather conditions
(each, a Force Majeure Event). Inabilty to secure product or servicesof other Persons or transportation facilities or act or omissions of
transporttion carrers shall be cosidered Force Majeure Events to
the extent any delay or failure in performance caused by these
circumstances is beyond the Parts contrl and without that Parts
fault or negligence. The Part affected by a Force Majeure Event shall
give 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 effort to remove or mitigate the Force
Majeure Event. In the event of a labor dispute or strike the Parties
agree to provide Service to each other at a level equivalent to the level
they provide themselves.
24. Governina Law. Colordo state law, without regard to
choice-of-Iaw principles, governs all matters arising out of, or relating
to, this Agreement.
25. Dispute Resolution.
25.1 The Parties will attempt in good faith to resolve through
negotiation any dispute, claim or controversy arising out of, or relating
to, this Agreement. Either Party may give wrtten notice to the other
Part of any dispute not resolved in the normal course of business.
Each Part will, 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 will be at the discretion of the
representatives. By mutual agreement, the representatives may use
other procedures to assist in these negotiations. The discussions and
corrspondence among the representatives for the purposes of these
negotiations wil be treated as Confidential Information developed for
purpses of settlement, and wil be exempt from discvery and
production, and are not admissible in any subsequent proceedings
without the concurrnce of both Parties.
25.2 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 wrting by the Parties), then
either Part may commence a civil action. 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 persnal jurisdiction over them.
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(MT=CDS-1 01112-0023); (ND=CDS-1 01112-0024); (NE=CDS-1 01112-0025); (NM=CDS-1 01112-0026); (OR=CDS-101112-Q027);
(SD=CDS-101112-0028); (UT=CDS-101112-0029); (WA=CDS-101112-Q030); (W=CDS-101112-Q031)
DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075
25.3 Waiver of Jurv Trial and Class Action. Each Part, to the
extent permitted by law, knowingly, voluntarily, and intentionally waives
its right to a trial by jury and any right to pursue any claim or action
arising out of or relating to this Agreement on a class or consolidated
basis or in a representative capacity.
25.4 No cause of action regardless of the form of acton, ariing
out of, or relating to this Agreement, may be brought by either Part
more than two (2) years after the cause of action arises.
26. Headings. The headings used in this Agreent are for
convenience only and do not in any way limit or otherwse affect the
meaning of any terms of this Agreement.
27. Authorization. Each Part represents and warrants that:
A. the full legal name of the legal entity intended to provide and
receive the benefits and Services under this Agreement is
accurately set forth herein;
B. the person signing this Agreement has been duly authorized
to execute this Agreement on that Part's behalf;
C. the execution hereof is not in conflict with law, the terms of
any charter, bylaw, articles of association, or any agreement to
which such Part is bound or affected; and
D. each Part may act in reliance upon any instruction,
instrument, or signature reasonably believed by it to be authorized
and genuine.
28. . Third Part Beneficiaries. The terms, representations,
warranties and agreements of the Parties set forth in this Agreement
are not intended for, nor wil they be for the benefit of or enforcable
by, any third part (including, without limitation, CLEC's Affliates and
End Users).
29. Insurance. Each Part shall at all times during the term of
this Agreement, at its own cost and expense, carr and maintain the
insurance coverage listed below with insurers having a "Best's" rating
of B+XIII with respect to liabilty arising frm its operations for which
that Part has assumed legal responsibilty in this Agreement. If a
Part or its parent company has assets equal to or exceeding
$10,000,000,000, that Part may utilze an Affliate captive insurance
company in lieu of a "Best's" rated insurer. To the extent that the
parent company of a Party is relied upon to meet the $10,000,000,000
asset threshold, such parent shall be responsible for the insurance
obligations contained in this Section, to the extent its affliated Part
fails to meet such obligations.
29.1 Workers' Compensation with statutory limits as required in
the state of operation and Employers' Liabilty insurance with limit of
not less than $100,000 each accident.
29.2 Commercial General Liabilty insurance covering claims for
bodily injury, death, personal injury or propert damage, including
coverage for independent contractor's protection (required if any work
will be subcontracted), product and/or completed operations and
contractual liabilty with respect to the liabilty assumed by each Part
hereunder. The limits of insurance shall not be less than $1,000,000
each occrrence and $2,000,000 general aggregate limit.
29.3 "All Risk" Propert coverage on a full replacement cot basis
insuring all of such Part's personal propert situated on or within the
Premises.
29.4 Each Part may be asked by the other to provide .
certificate(s) of insurance evidencing coverage, and thereafter shall
provide such certificate(s) upon request. Such certificates shall:
A. name the other Part as an additional insured under
commercial general liabilty coverage;
B. indicate that coverage is primary and not excess of, or
contributory with, any other valid and collectible insurance
purchased by such Party; and
C. acknowledge severabilty of interest/cross liabilty coverage.
30. Communications Assistance Law Enforcement Act of
1994. Each Part represents and warrants that any equipment,
facilties or Services provided to the other Part under this Agreement
comply with the CALEA. Each Part wil indemnify and hold the other
Part harmless from any and all penalties imposed upon the other
Part for such noncompliance and will at the non-cmpliant Part's
sole cost and expense, modify or replace any equipment, facilities or
Services provided to the other Party under this Agreement to ensure
that such equipment, facilties and Servces fully comply with CALEA.
31. Entire Agreement. This Agreement (including all
Attchments, Rate Sheets, and other documents referred to herein)
constitutes the full and entire understanding and agreement betwen
the Parties with regard to the subjects of this Agreement and
supersedes any prior understandings, agreements, or representations
by or between the Parties, written or oral, including but not limited to,
any term sheet or memorandum of understanding entered into by the
Parties, to the extent they relate in any way to the subject of this
Agreement. Notwthstanding the foregoing, certain elements used in
combination with the Service provided under this Agreement are
provided by Qwest to CLEC under the terms and conditions of its
interconnection agreement, and nothing contained herein is intended
by the Parties to amend, alter, or otherwise modify those terms and
conditions..
32. Proof of Authorization.
32.1 Each Part shall be responsible for obtaining and
maintaining Proof of Authorization (POA), as required by applicable
federal and state law, as amended from time to time.
32.2 Each Part wil make POAs available to the other Part upon
reuest. In the event of an allegation of an unauthorized change orunauthorized service in accrdance with Applicable Law, the Part
charged with the alleged infraction shall be responsible for resolving
such claim, and it shall indemnify and hold harmless the other Part for
any losses, damages, penalties, or other claims in connection with the
alleged unauthorized change or service.
33. General Terms.
33.1 Qwest wil provide general repair and maintenance services
on its facilties, including those facilties supporting Services purchased
by CLEC under this Agreement, at a level that is consistent with other
comparable services provided by Qwest.
33.2 In order to maintain and modernize the network properly,
Qwest may make necessary modifications and changes to its network
on an as needed basis. Such changes may result in minor changes to
transmission parameters. Netwrk maintenance and modernization
activities will result in transmission parameters that are within
transmission limits of the Service ordered by CLEC. Qwest wil provide
advance notice of changes that affect network Interoperabilty pursuant
to applicable FCC rules.
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(SD=CDS-101112-o028);(UT=CDS-101112-0029); (WA=CDS-101112-o030); (W=CDS-101112-0031)
.
DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808.715588A27075
. 33.3 Network Security.
A. Protection of Service and Propert. Each Part will 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
employees, agents, End User Customers and property, , but in no
case less than a commercially reasonable degree of care.
Applicable Law.
B. Each Part is responsible to provide securi 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.
B. In the event any suspect materials within Qwet-owned,
operated or leased facilties are identified to CLEC by Qwest to be
asbestos containing, CLEC wil ensure that to the extent any
activities which it undertkes in the facilty disturb such suspect
materials, such CLEC activities wil be in accrdance with
Applicable Law, including without limitation, applicable local, state
and federal environmental and health and safety statutes and
regulations. Except for abatement activities undertken by CLEC
or equipment placement activities that result in the generation of
asbestos-cntaining material, CLEC does not have any
responsibilty 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 immediately notify CLEC if Qwest
undertkes any asbestos control or asbestos abatement activities
that potentially could affect CLEC personnel, equipment or
operations, including, but not limited to, contamination of
equipment.
C. The Parties' networks are part of the national security
netwrk, 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 their
employees with respect to such security requirements and
penalties..D. Qwest shall not be liable for any losses, damages or other
claims, including, but not limited to, uncollectible or unbilable
revenues, resulting from accidental, erroneous, malicious,
fraudulent or otherwse unauthorized use of Services or facilties
('Unauthorized Use"), whether or not such Unauthorized Use
could have been reasonably prevented by Qwest, except to the
extent Qwest has been notifed in advance by CLEC of the
existence of such Unauthorized Use, and fails to take
commercially reasonable steps to assist in stopping or preventing
such activity.
33.4. Construction. Qwest will provide necessary constrction
only to the extent required by Applicable Law.
33.5. Individual Case Basis Requests. CLEC may request
additional Service not specified in this Agreement and Qwst will
consider such reuests on an Individual case Basis.
33.6. Responsibilty For Environmental Contamination.
A. Neither Part shall be liable to the other for any costs
whatsoever resulting from the presence or release of any
Environmentl Hazard that either Part did not introduce to the
affected work location. Each Part shall defend and hold
harmless the other Part and its respective offcers, directors and
employees from and against any losses, damages, claims,
demands, suits, liabilities, fines, penalties and expenses
(including reasonable attorneys' fes) that arise out of or reultfro:
1. any Environmental Hazard that the Indemnifying Part,
its contractors or agents introduce to the work locations; or
2. the presence or release of any Environmental Hazrd
for which the Indemnifing Party is responsible under
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DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075 #,
QWEST LOCAL SERVICES PLATFORM™ AGREEMENT
ATTACHMENT 1. DEFINITIONS
"Act" means the Communications Act of 1934 (47 U.S.C. 151 et. se.), as
amended.
"Advanced Intellgent Network" or "AIN" is a Telecmmunications netwrk
architecture in which call processing, call routing and netwrk management
are provided by means of centralized databases.
"Affilate" 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 percnt.
"Automatic Location Identification" or "ALI" is the automatic display at the
Public Safety Answering Point of the callets telephone number, the
address/location of the telephone and supplementary emergency services
information for Enhanced 911 (E911).
"Applicable Law" means all laws, statutes, common law including, but not
limited to, the Act, the regulations, rules, and final orders of the FCC, a
state regulatory authority, and any final orders and decisions of a court of
competent jurisdiction reviewing the regulations, rules, or orders of the
FCC or a state regulatory authority.
"Bil Date" means the date on which a Biling period ends, as identified on
the bilL.
"Billng" involves the provision of appropriate usage data by one
Telecommunications Carrer to another to faciltate Customer Billng with
attendant acknowledgments and status reports. It also involves the
exchange of information between Telecommunications Carriers to proces
claims and adjustments.
"Carret' or "Common Carriet' See Telecommunications Carrer.
"Central Ofce" means a building or a space within a building where
transmission facilities or circuits are connected or switched.
"Commercial Mobile Radio Service" or "CMRS" is defined in 47 U.S.C.
Section 332 and FCC rules and orders interpreting that statute.
"Communications Assistance for Law Enforcement Acl or "CALEA" refers
to the duties and obligations of Carriers under Section 229 of the Act.
"Confidential Information" means any information that is not generally
available to the public, whether of a technical, business, or other nature
and that: (a) the receiving Part knows or has reason to know is
confidential, proprietary, or trade secret information of the disclosing Part;
and/or (b) is of such a nature that the receiving Part should reasonably
understand that the disclosing Part desires to protect such information
against unrestricted disclosure. Confidential Information will not include
information that is in the public domain through no breach of this
Agreement by the receiving Part or is already known or is independently
developed by the receiving Part.
"Customer" means the Person purchasing a Telecommunications Service
or an informaton service or both from a Carrer.
"Day" means calendar days unless otherwise specified.
"Demarcation Point" is defined as the point at which the LEC ceases to
own or control Customer Premises wiring including without limitation inside
wiring.
"Directory Assistance Database" contains only those published and no.
listed telephone number listings obtained by Qwest from its own End Us
Customers and other Telecommunications Carriers.
"Directory Assistance Service" includes, but is not limited to, making
available to callers, upon request, information contained in the Directory
Assistance Database. Directory Assistance Service includes, where
available, the option to complete the call at the callets direction.
"Due Date" means the specific date on which the requested Service is to
be available to the CLEC or to CLEC's End User Customer, as applicable.
"End User Customer" means a third part retail Customer that subscribes
to a Telecommunications Service provided by either of the Parties or by
another Carrer or by tw (2) or more Carrers.
"Environmental Hazrd" means any substance the presence, use,
transport, abandonment or disposal of which (i) requires investigation,
remediation, compensation, fine or penalty under any Applicable Law
(including, without limitation, the Comprehensive Environmental Response
Compensation and Liabilty Act, Superfund Amendment and
Reauthorization Act, Resurce 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.
"FCC" means the Federal Communications Commission.
"Interexchange Carrier" or "IXC" means a Carrer that provides InterLATA
or IntraLATA Toll service.
"Line Information Database" or "L1DB" stores various telephone lie
numbers and Special Biling Number (SBN) data used by operator servic
systems to process and bil Alternately Biled Servces (ABS) calls. The
operator services system accesses L1DB data to provide originating line
(callng number), Biling number and terminating line (called number)information. L1DB is used for callng card validation, fraud prevention,
Biling or service restrictons and the sub-accunt information to be
included on the call's Biling record. Telcordia's GR-446-CORE defines the
interface betwen the administration system and L1DB including specific
message formats (Telcordia's TR-NWP-000029, Section 10).
"Line Side" refers to End Offce Switch connections that have been
programmed to treat the circuit as a local line connected to a terminating
station (e.g., an End User Customets telephone station set, a PBX,
answering machine, facsmile machine, computer, or similar customer
device).
"Local Exchange Carrer" or "LEC" means any Carrier that is engaged in
the provision of Telephone Exchange Service or Exchange Access. Such
term does not include a Carrer insofar as such Carrer is engaged in the
provision of Commercal Mobile Radio Service under Secion 332(c) of the
Act, except to the extent that the FCC finds that such service should be
included in the definition of such term.
"Loop" or "Unbundled Loop" is defined as a transmission facilty between a
distribution frme (or its equivalent) in a Qwest Central Offce and the Loop
Demarction Point at an End User Customets Premises
"Local Service Reques or "LSR" means the industry standard forms and
supporting docmentaion used for ordering local service.
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.
DocuSign Em'elope 10: 8EF9D038-CBEC-4E77-B808-715588A27075
QWEST LOCAL SERVICES PLATFORM™ AGREEMENT
ATTACHMENT 1. DEFINITIONS
.'sceiianeous Charges" mean charges that Qwest may assess in addition
ecurrng and nonrecurrng rates set forth in the Rate Sheet, for activities
EC requests Qwest to perform, activities CLEC authorizes, or charges
that. .are a result of CLEC's actions, such as cancellation charges,
~dditional.labor and,mainten~nce. Miscellaneous Charges are not already
included in Qwest s recumng or nonrecurrng rates. Miscellaneous
Charges shall be contained in or referenced in the Rate Sheet.
"Network Element" is a facilty or equipment used in the provision of
Telecommunications Service or an information service or both, It also
includes features, functions, and capabilties that are provided by means of
such facilty or equipment, including subscriber numbers, databases
signaling systems, and information suffcient for Billng and collection o~used in the transmission, routing, or other provision of a
Teiecommunications Service or an information service or both, as is more
fully described in this Agreement.
"Operational Support Systems" or "OSS" mean pre-ordering, Provisioning,
maintenance, repair and biling systems.
.Order Form" means service order request forms issued by Qwest, as
amended from time to time.
"Person" is a general term meaning an individual or association,
corporation, firm, joint-stock company, organization, partnership, trust or
any other form or kind of entity.
"Port" means a line or trunk connection point, including a line card and
associated peripheral equipment, on a Centrl Ofce Switch but does not
include Switch features. The Port serves as the hardware termination for
line or Trunk Side facilities connected to the Central Offce Switch. Each
Line Side Port is typically associated with one or more telephone numbers
that serve as the Customer's netwrk address.
A.miSeS" refers to Qwests Centrl Offces and Serving Wire Centers; all
~ings or similar structures owned, leased, or otherwse controlled by
Qwest that house its network facilties; all structures that house Qwest
facilities on public rights-of-way, including but not limited to vaults
containing Loop concentrators or similar structures; and all land owned,
leased, or otherwse controlled by Qwest that is adjacent to these Central
Offce, Wire Centers, buildings and structures.
"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 prvider and may take
the form of a third part verification format.
"Provisioning" involves the exchange of information betwn
Telecommunications Carrers where one executes a request for a set of
products and servces from the other with attendant acknowledgments and
status reports.
"Public Switched Network" includes all Switches and transmission facilities,
whether by wire or ra~io, provided by any Common Carrer including LECs,
IXCs and CMRS providers that use the North American Numbering Plan in
conection with the provision of switched services.
"Serving Wire Center" denotes the Wire Center from which dial tone for
locl exchange service would normally be provided to a particular
Customer Premises.
Accss Tandem Switches), and between Tandem Switches within the
Local Callng Area, as described more fully in this Agrement.
"Switch" means a switching device employed by a Carrer within the Public
Switched Network. Switch includes but is not limited to End Offce
Switches, Tandem Switches, Accss Tandem Switches, Remote Switching
Modules, and Packet Switches. Switches may be employed as a
combination of End Offcelandem Switches.
"Switched Accss Traffc," as specifically defined in Qwests interstate
Switched Access Tariff, is traffc that originates at one of the Parts End
User Customers and terminates at an IXC Point of Presence, or originates
at an IXC Point of Presence and terminates at one of the Part's End User
Customers, whether or not the traffc transits the other Parts network.
"Tariff' as used throughout this Agrement refers to Owest interstate
Tariff and state Tariff, price lists, and price schedules.
"Telecommunications Carrr" means any provider of Telecommunications
Servces, except that such term does not include aggregators of
Telecommunications Services (as defined in Section 226 of the Act). A
Telecommunications Carrer shall be treated as a Common carrier under
the Act only to the extent that it is engaged in providing
Telecommunications Services, except that the FCC shall determine
whether the provision of fixed and mobile satellte servce shall be treated
as common carrage.
"Telecommunications Services" means the offering of telecommunications
for a fee directly to the public, or to such classes of users as to be
effectively available directly to the public, regardless of the facilties used.
''Telephone Exchange Service" means a Service within a telephone
exchange, or within a connected system of telephone exchanges within the
same exchange area operated to furnish to End User Customers
intercommunicating servce of the character ordinarily furnished by a single
exchange, and which is covered by the exchange Service charge, or
comparable Service provided through a system of Switches, transmission
equipment or other facilties (or combinations thereof) by which asubscriber can originate and terminate a Telecmmunications Service.
"Trunk Side" refers to Switch connections that have been programmed to
treat the circuit as connected to another switching entity.
'Wire Center" denotes a building or space within a building that serves as
an aggregation point on a given carrer's network, where transmission
facilties are connected or switched. Wire Center can also denote a
building where one or more Central Offces, used for the provision of basic
exchange Telecommunications Services and accss Services, are located.
Terms not otherwse defined here but defined in the Act and the orders and
the rules implementing the Act or elsewhere in this Agreement, 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.
"Shared Transport" is defined as local interoffce transmission facilties
shared by more than one Carrer, including Qwest, between End Offce
Switches, between End Ofce Switches and Tandem Switches (local and
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(SD=CDS-101112-0028); (UT=CDS-101112-0029); (WA=CDS-101112-o030); (W=CDS-101112-0031)
.
DocuSign.Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075.
QWEST LOCAL SERVICES PLATFORMII AGREEMENT
ATTACHMENT 2-QLSPII Service Description
.1.0 Qwest wil provide Qwest Local Services Platform~
("QLS~) Services according to the terms and conditionsset forth in the QLSP Agreement between the Parties (the
"Agreement") and in this Attchment 2 to the Agreement,
which is incorporated into and made a part of the Agreement
(this "Attachment"). Except as otherwise set forth in thisAttachment, capitalized terms used but not otherwse
defined herein have the definitions assigned to them in the
Agreement. CLEC may use QLSP Services to provide any
Telecommunications Services, information services (or both)
that CLEC chooses to offer to the extent that such services
are granted herein or not limited hereby.
1.2.1 Pursuant to the order issued by the FCC
pertining to the availabilty of Unbundled Netwrk Element
("UNE") Loops under Section 251(c)(3) of the Act in itsReport and Order-Petition of Qwest Corpration for
Forbearance Pursuant to 47 U.S.C. § 160(c in the Omaha
Metrpolian Statistical Area, FCC 05-170, WC Docket No.
04-223, (effective September 16, 2005). Qwt will provide
to CLEC the Loop element of QLSP Services purchased in
the following nine Omaha Nebraska Wire Centers under the
term and conditions of the Agrement and this Attchment
at Rates provided in the Rate Sheet Omaha Douglas;
Omaha Izard Street; Omaha 90th Street; Omaha Fort Street;
Omaha Fowler Street; Omaha 0 Street; Omaha 78th Street;
Omaha 135th Street; and Omaha 156th Street.
1.2.2 The following QLSP Service tyes will be
combined with 2-wire loops: QL$P Business; QLSP Centrex
(including Centrex 21); Centrex Plus; Centron in Minnesota
only; QLSP ISDN BRI; QLSP PAL; QLSP PBX Analog non-
DID and 1-Way DID Trunks; and QLSP ResidentiaL.
1.1 General QLSP Service Description.
.
1.1.1 QLSP Services consist of Local Switching and
Shared Transport in combination. Qwest Advanced
Intellgent Netwrk ("AIN") Services, e.g., remote accss
forwarding, and Qwest Voice Messaging Services ("VMS")
may also be purchased with compatible QLSP Services.
These Network Elements wil be provided in compliance with
all Telcordia and other industry standards and technical and
performance specifications to allow CLEC to combine the
QLSP Services with a compatible voicemail product and
stutter dial tone. Qwest will provide access to 911
emergency services and directory listings in accrdance with
the terms and conditions of CLEC's intercnnection
agreements ("ICAs"), except that the business end user rate
in the applicable tanff applies to all end user premium and
pnvacy directory listings (with the exception of residential
additional listings, i.e., USOC RL T) when services are
provisioned to CLEC under this Agreement whether CLEC's
end user is a residential end user or a business end user.
As part of the QLSP Service, Qwest combines the Netwrk
Elements that make up QLSP Service with analog/digital
capable Loops, with such Loops (including services such as
line splitting) being provided in accordance with the rates,
terms and conditions of the CLEC's ICAs. CLEC may also
purchase Qwest Commercial High Speed Intemet (HSI)
Service (also known as Qwest Digital Subscriber Linell
(DSL)), under a separate Services agreement, to be usedwith compatible QLSP Service.1.3.1 Analog Line Port. Line Port attnbutes include:
telephone number; dial tone; signaling (Loop or ground
start); on/off hook detection; audible and power nnging;
Automatic Message Accunting (AMA Recording); and
blocking options.
1.2.3 QLSP PBX Analog 2-Way DID Trunks will be
combined with 4 wire loops.
1.3 Local Switching. The Local Switching Network Element
("Local Switching") is collectively the Line Side and TrunkSide facilties in the local serving Qwest end offce Switch
which provides the basic switching function, the port, plus
the features, functions, and capabilties of the switch
including all compatible, available, and loaded vertcal
features (e.g., anonymous call rejection) that are loaded in
that switch. Vertcal features are softare attibutes on end
offce Switches and are listed on the Qwest wholesale
website. Qwest signaling is provided wih Local Switching
solely as descnbed in Section 1.4.2 of this Attchment. The
following Locl Switching port are available with QLSP
Service: Analog Line Ports, Digital Line Port Supporting
Basic Rate Interface-Integrated Services Digital Netwrk
("BRI ISDN"), and Analog Trunk Port.
1.1.2 QLSP Service is available in six different service
arrangements, each of which is descnbed more fully below:
QLSP Residential; QLSP Business; QLSP Centrex
(including Centrex 21, Centrex Plus and, in Minnesota only,Centron); QLSP ISDN BRI; QLSP Public Accss Lines
("PAL"); QLSP PBX Analog DID and non-DID (one way and
two way) trunks.
1.3.2 Digital Line Port Supporting BRt ISDN. SRI ISDN
is a digital architecture that provides integrated voice and
data capabilty (2 wire). A BRI ISDN Port is a Digital 2B+D
(2 Bearer Channels for voice or data and 1 Delt Channel forsignaling and 0 Channel Packet) Line Side Switch
connecton with BRI ISDN voice and data basic elements.
For flexibilty and customization, optional features can be
added. BRI ISDN Port does not offer B Channel Packet
service capabilties. The serving arrangement confos to
the internationally developed, published, and reconized
standards generated by International Telegraph and
Telephone Union (formery CCITT).
1.1.3 Nothing in this Attachment or the Agreement
precludes Qwest from withdrawing availabilty of
comparable, functionally equivalent services from its retail
end user customers. In the event of such withdrawal or
discontinuation, Qwest may also withdraw availabilty of the
equivalent QLSP Service.
1.2 Combination of QLSP Service with Loops. Except as
descnbed below, the Loop wil be provided by Qwest under
the applicable ICAs in effect betwen Qwest and CLEC at
the time the order is placed. As part of the QLSP Servce,
Qwest will combine the Locl Switching and Shared
Transport Netwrk Elements with the Loop.
1.3.3.1 Analog trunk Ports provide a 2-Way
Analog Trunk with DID, E&M Signaling and 2-Wire or
4-Wire connections. This Trunk Side connection
inherently includes hunting within the trunk group.
1.3.3 Analog Trunk Port. DSO analog trunk Ports can be
configured as DID, DOD, and tw-way.
November 12, 2010/mmslEnTelegent Solutions, Inc.
Attchment 2 - QLSpq - (v8-2Q-10)
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(SD=CDS-101112-0028); (UT=CDS-101112-0029); (WA=CDS-101112-D30); (W=CDS-101112-0031)
DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075
QWEST LOCAL SERVICES PLATFORMil AGREEMENT
ATTACHMENT 2-QLSPil Service Description
1.3.3.2 All trnks are designed as 4-Wire leaving
the Central Offce. For 2-Wire service, the trunks are
converted at the End User Customets location.
record; and callng card, biled to third number, and collect
call information used in processing Alternately Biled
Services (ABS)..
1.3.3.4 Two-way analog DID trunks require E&M
signaling. Qwet will use Type i and II E&M
signaling to provide these trunks to the PBX. Type II
E&M signaling from Qwest to the PBX will be
handled as a special assembly request on an
Individual Case Basis.
1.4.5 The ICNAM database is used with certain end
offce Switch features to provide the callng parts name to
CLEC's End User Customer with the applicable feature
capabilty. The ICNAM database contains current listed
name data by working telephone number served or
administered by Qwest, including listed name data provided
by other Telecommunications Carrers partcipating in
Qwests callng name delivery service arrangement.
1.3.3.3. Two-way analog DID trunks are capable of
initiating out going calls, and may be equipped with
either rotary or touch-tone (DTMF) for this purpse.
When the trunk is equipped with DID call transfer
feature, both the trunk and telephone instruments
must be equipped with DTMF.
1.4.6 Qwest wil provide the listed name of the callng
part that relates to the callng telephone number (when the
information is actually available in Qwests database and the
delivery is not blocked or otherwse limited by the callng
part or other appropriate request).
1.3.4 Usage. Local Switching Usage is biled on a
Minute of Use ("MOU" basis as described within this
Attchment. Rates for "Local Switch Usage" or "Local
Switch MOUs" are provided in the QLSP Rate Sheet.
1.4.7 For CLEC's QLSP End User Customers, Qwest
wil load and update CLEC's QLSP End User Customers'
name information into the L1DB and ICNAM databases from
CLEC's completed service orders. CLEC is responsible for
the accuracy of it End User Customers' information.1.4 Vertical Features and Ancilary Functions and Services.
1.4.1 QLSP Service indudes nondiscriminatory accs to
all vertical features that are loaded in the Local serving
Qwest end offce switch.
1.4.8 Qwest wil exercise reasonable efforts to provide
accurate and complete L1DB and ICNAM information. The
information is provided on an as-is basis with all faults.
Qwest does not warrnt or guarantee the correctness or the
completeness of such information; however, Qwest will
accs the same database for CLEC's QLSP End User
Customers as Qwest accesses for its own End User
Customers. Qwest will not be liable for system outage or
inaccesibilty or for losses arising from the authorized use of .
the data by CLEC.
1.4.2 Local Switching includes use of Qwests signaling
netwrk (ISUP call set-up) solely for Local Traffc. "Local
Traffc" and "Local Calls" means calls that originate and
terminate within the Local Callng Area as defined in the
Qwest tariff. Qwest will provide service control points in the
same manner, and via the same signaling links, as Qwest
uses such service control points and signaling links to
provide service to its End User Customers served by that
switch. Qwests call related databases include the Line
Information Database (L1DB), Internetwrk Calling Name
Database (ICNAM), 8XX Database for toll free callng, AIN
Databases, and Local Number Portbilty Datbase. CLEC
will not have access to Qwests AIN-based services that
qualify for proprietary treatment, except as expressly
provided for in the Agreement or this Attchment. Local
Switching does not include use of Qwests signaling network
for Toll Traffc. "Toll Traffc" and "Toll Calls" means intra local
access and transport area ("LATA") or interL TA calls that
originate and terminate outside of the Local Callng Area as
defined in the Qwest tariff. For all Toll Traffc originated by
or terminated to CLEC's QLSP End User Customer, Qwest
may bil applicable tariff charges, including SS7 message
charges (ISDN User Part (ISUP) and Transaction
capabilties Application Part (TCAP)), to the Interexchange
Carrier (IXC) or other wholesale SS7 provider.
1.4.9 Qwest will not charge CLEC for the storage of
CLEC's QLSP End User Customers' information in the L1DB
or ICNAM databases.
1.5 Shared Transport and Toll.
1.4.3 ICNAM and L1DB. CLEC will have non-
discriminatory access to Qwests L1DB database and ICNAM
database as part of the delivery of QLSP Service.
1.5.1 Shared Transport. The Shared Transport
Network Element ("Shared Transport") provides the
collecive interoffce transmission facilties shared by various
Carrers (including Qwest) between end-offce switches and
between end-offce switches and local tandem switches
within the Local Callng Area. Shared Transport uses the
existing routing tables resident in Qwest switches to carr
the End User Customets originating and terminating
local/extended area service interoffce Local traffc on the
Qwest interoffce message trunk network. CLEC traffc will
be carred on the same transmission facilties between end-
offce switches, between end-offce switches and tandem
switches and between tandem switches on the same
netwrk facilties that Qwest uses for its own traffc. Shared
Transport does not include use of tandem switches or
transport betwn tandem switches and end-offce switches
for Local Calls that originate frm end users served by non-
Qwest Telecommunications Carriers ("Carrer(s)" which
terminate to QLSP End Users.1.4.4 The L1DB database contains the following data:
various telephone line numbers and special biling number
(SBN) data; originating line (callng number); biling numberand terminating line (called number) information; callng card
validation; frud prevention; Billng or service restrictions;
sub-account information to be included on the call's Biling
1.5.2 Originating Toll Calls from, and terminating Toll
Calls to, QLSP End Users will be delivered to/from the
designated IXCs frm the Qwest end-offce switches and
acces tandems. Use of accss tandem swithes are not
November 12, 2010/mmslEnTelegent Solutions, InC.
Attchment 2 - QLS~ - (v8-20-1O)
(AZ=CDS-101112-0018); (CO=CDS-101112-Q019); (IA=CDS-101112-Q020); (ID=CDS-101112-Q021); (MN=CDS-101112-0022);
(MT=CDS-101112-0023); (ND=CDS-101112-0024); (NE=CDS-101112-Q025); (NM=CDS-101112-0026); (OR=CDS-101112-Q027);
(SD=CDS-101112-0028); (UT=CDS-101112-0029); (WA=CDS-101112-0030); (W=CDS-101112-0031)
2 .
DocuSign. Envelope 10: 8EF9D038-CBEC-4E77 -B808-715588A27075
"
QWEST LOCAL SERVICES PLATFORM~ AGREEMENT
ATTACHMENT 2-QLSP~ Service Description.
1.5.3 IntraLATA and InterLATA Carrier Designation.
QLSP includes the capabilty for selection of the interlTA
and intraLATA Toll provider(s) on a 2-Primary InterexchangeCarrier (PIC) basis. CLEC wil designate the PiC
assignment(s) on behalf of its End User Customers for
interLATA and intraLATA Services. All CLEC initiated PiC
changes will be in accordance with all Applicable Laws, rules
and regulations. Qwest will not be liable for CLEC's
improper PIC change requests.
1.5.4 Qwest IntraLATA Toll Local Primary
Interexchange Carrier ("LPIC") 5123. Qwest does not
authorize CLEC to offer, request, or select Qwest LPIC 5123
service to CLEC's End User Customers for intraLATA toll
service with any QLSP Servce in any state. In the event
CLEC assigns the Qwest LPIC 5123 to CLEC's End User
Customers, Qwest will bil CLEC and CLEC wil pay Qwest
the rates contained or referenced in the attched Rate
Sheet.
of an analog Line Side Port and Shared Transport provided
under the Agreement with an analog - 2 wire voice grade
Loop provided in accordance with CLEC's ICAs, except for
those Loops that are otherwse provided for in the
Agreement.
included in the Agreement or this Attchment and access
tandem charges, if any, may be biled by Qwest to the IXC(s)
under the applicable access tariff.
1.6.5 QLSP PBX is available to CLEC for CLEC's
business End User Customers.
1.6.5.1 PBX analog non-DID trunks are combinations
of an analog Line Side Port and Shared Transport
provided under the Agreement with an analog - 2 wire
voice grade Loop provided in accrdance with CLEC's
ICAs, except for those Loops that are otherwse
provided for in the ~greement.
1.6.5.2 PBX with analog 1-way DID trunks are
combinations of a DID trunk Port and Shared Transport
provided under the Agreement with an Analog - 2 wire
voice grade Loop provided in accrdance with CLEC's
ICAs, except for those Loops that are otherwise
provided for in the Agreement.
1.5.5 Usage. Shared Transport is biled on a MOU
basis as described within this Attchment. Rates for
"Shared Transport Usage" or .Shared Transport MOUs" are
provided in the QLSP Rate Sheet.
1.6.5.3 PBX with analog 2- way DID trunks are
combinations of a DID trunk Port and Shared Transport
provided under the Agreement with an Analog - 4 wire
voice grade Loop provided in accordance with CLEC's
ICAs, except for those Loops that are otherwse
provided for in the Agreement.1.6 QLSP Service Arngement Descriptions.
1.6.2 QLSP Centrex is available to CLEC for CLEC's
business End User Customers. QLSP Centrex Services
include Centrex 21, Centrex Plus and, in Minnesota only,
Centron, and are the combination of an analog Line Side
Port and Shared Transport provided under the Agreement
with an analog - 2 wire voice grade Loop provided in
accrdance with CLEC's I CAs, except for those Loops that
are otherwse provided for in the Agreement.
1.6.6 QLSP Residential is available to CLEC for CLEC's
residential End User Customers and is the combination of an
analog Line Side Port and Shared Transpor provided under
the Agreement with an analog - 2 wire voice grade Loop
provided in accordance with CLEC's ICAs, except as
otherwse provided for in the Agreement. QLSP Residential
may be ordered and provisioned only for residential End
User Customer application. The definition of residential
service is the same as in Qwests retail tariff as applied to
Qwests End User Customers.
.1.6.1 QLSP Business is available to CLEC for CLEC's
business End User Customers and is the combination of an
analog Line Side Port and Shared Transport provided under
the Agreement with an analog - 2 wire voice grade Loop
provided in accordance with CLEC's ICAs, except for those
Loops that are otherwise provided for in the Agreement.
1.6.2.1 CLEC may request a conversion from Centrex
21, centrex-Plus or centron service to QLSP Business or
QLSP Residential. The Conversion NRC(s) provided in
the Rate Sheet will apply.
1.6.6.1 In order for CLEC to receive QLSP
Residential rates via the monthly Residential End User
Credit provided in the Rate Sheet, CLEC must identify
residential end users by working telephone number
(WN) utilzing the LSR process as described in the
Qwest wholesale website.
2.0 Additional Terms and Conditions and Service Features.
2.1 Qwest does not warrant the availabilty of facilties at any
serving wire center. QLSP Services will not be available if
facilties are not available. Qwest represents and warrnts
that it will not otherwse restrict facilties eligible to provide
QLSP Service and that any and all facilties that would
otherwse be available for retail service to a Qwst End User
Customer will be considered eligible for use by CLEC for
QLSP Service to serve that same End User Customer.
1.6.2.2 Qwest will provide access to Customer
Management System (CMS) with QLSp-centrex at the
rates set fort in the Rae Sheet.
1.6.3 QLSP ISDN BRI is available to CLEC for CLEC's
End User Customers and is the combination of a Digital Line
Side Port (supporting BRI ISDN), and Shared Transport
provided under the Agreement with a Basic Rate ISDN-
capable Loop provided in accrdance with CLEC's i CAs ,
except for those Loops that are otherwise provided for in the
Agreement.
2.2 Loop Start ("LPS") to Ground Start ("GST") and GST to
LST Changes ("LPS/GST Change") are available with
QLSP Services. POTS Service (e.g., a QLSP centrex 21
line) can functionally and operationally be provisioned as
either LPS or GST. Unless specifcally requested otherwse,
Qwest provisions POTS Services as LPS. GST is generally1.6.4 QLSP PAL is available to CLEC for only CLEC's
Payphone Service Providers (PSPs) and is the combination
November 12, 2010/mms/EnTelegent Solutions, Inc.
. Attachment 2 - QLS~ - (v8-2Q-1O)
(AZ=CDS-101112-Q018); (CO=CDS-101112-0019); (IA=CDS-101112-Q020); (ID=CDS-101112-o021); (MN=CDS-101112-0022);
(MT=CDS-101112-o023); (ND=CDS-101112-Q024); (NE=CDS-101112-Q025); (NM=CD8-101112-0026); (OR=CDS-101112-Q027);
(SD=CDS-101112-o028); (UT=CDS-101112-0029); (WA=CDS-101112-Q030); (W=CDS-101112-o031)
3
DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075
QWEST LOCAL SERVICES PLATFORM~ AGREEMENT
ATTACHMENT 2-QLSP~ Service Description
provisioned for Private Branch Exchange ("PBX") ty
services. LPS/GST Changes allow th CLEC to request a
facilty served by LPS to be changed to GST or vice vers.
Additional information and ordering requirements are
detailed on the Qwest Wholesale website.
2.3
2.2.1 The Subsequent Order Charge proided in the
QLSP Rate Sheet and the Qwest retail Tariff nonrerrng
charge ("NRC") for LPS/GST Changes, less an 18%wholesale discount, will be added to service orders
requesting LPS/GST Changes.
Daily Usage Feed (DUF). Qwest will provide to CLEC
certin originating and terminating call records ("usage
information") generated by CLEC's QLSP end user via a
DUF.
2.7 If Qwest develops and deploys new local switch features for
its End User Customers, those switch features will be
available with QLSP Servce in the same areas and subject
to the same limitations. The rates that Qwest charges for
such new local switch features wil not in any case be higher
than the retail rate Qwest charges for such features.
.
2.3.1 Qwest will provide to CLEC Local Call usage
information within Qwests contrl with respect to calls
originated by or terminated to CLEC QLSP End User
Customers in the form of the actual information that is
comparable to the information Qwest uses to bil its own End
User Customers.
2.3.2 Qwest will provide to CLEC usage information
necessary for CLEC to bil for interLATA and intraLATA
exchange access to the IXC (excluding intraLATA usage
information if Qwest LPIC 5123 is selected as the intra LATA
Toll provider) in the form of either the actual usage or a
negotiated or approved surrgate for this information, as
such biling is described and allowed under section 3.7 of
this Attchment. These exchange access records will be
provided as Category 11 EMI records via the DUF.
2.3.3 Qwest wil provide DUF records for the following:
all usage occurrences bilable to CLEC's QLSP lines,
including Busy Line Verify (BLV), Busy Line Interrpt (BLI);
originating local usage; usage sensitive CLASS features;
and Qwest-provided intraLATA toll.
2.3.4 Local Call usage records will be provided as
Category 01 or Category 10 EMI records via the DUF.
Terminating Local Call usage records are not collected or
available and wil not be provided.
2.4 Feature and interLATA or intra LATA PIC changes or
additions for QLSP, wil be procesed concurrently with the
QLSP order as specified by CLEC.
2.8 Nothing in the Agreement alters or affects CLEC's right to
receive any applicable universal service subsidy or other
similar payments.
2.5 Accss to 911/E911 emergency Servces for CLEC's End
User Customers will be available in accordance with CLEC's
ICAs. If Qwest is no longer obligated to provide access to
911/E911 emergency services in accordance with 47 U.S.C.
§251 , Qwest wil then provide such servces under the
Agreement with respect to all CLEC QLSP Servce End Use
Customers and new QLSP Service End User Customers, to
the same degree and extent that 911/E911 emergency
services were provided by Qwest prior to the elimination of
911/E911 emergency services as an obligation under 47
U.S.C. §251.
2.9 Qwest Operator Services and Directory Asistance Services
are provided under the terms and conditions of CLEC's
ICAs.
2.6 Qwest AI N and VMS are offered on a commercal basis and
may be purchased with QLSP at the rates set fort in the
attched Rate Sheet. Retail promotions may not be
combined with QLSP.
3.0 Rates and Charges.
3.1 The recurrng ("MRC") and NRC rates for QLSP Services
and all assciated QLSP applicable usage-based rates and
miscellaneous charges are set forth or incorporated by
reference into the attched QLSP Rate Sheets. Rates for
QLSP Services are in addition to the applicable rates for
elements and Service provided under CLEC's ICAs.
Applicable intercrrer compensation rates and charges
(such as accs charges, reciprocal compensation, and
other charges for elements and services) are applicable and
are provided under a separate Agreement or Tariff.
3.2 QLSP rates Effctive Date through Term. Starting on the
Effective Date of the Agreement, rates for the Servce will be
those provided or referenced in the attched Rate Sheet.
The MRCs for the switch port wil be adjusted annually,
effective January 1 of each year through the term of the
Agrement. CLEC is eligible for and will receive discounts .
on the Basic Plan switch port MRCs if it meets the volume
plans described below. Discounts are not cumulative and
Qwest will apply the highest discount rate for which CLEC
qualifies. Basic Plan MRCs will apply if CLEC does not
qualify for any discount.
3.2.1 90% YOY Volume Retention Plan: If the
number of CLEC's QLSP total lines as of October 31 of
each year equals or exceeds 90% of the sum of
CLEC's QLSP total lines as of October 31 of the
preceding year, CLEC will qualify for a 10% discount off
of the Business Port and a 2% discount off of the
Residential Port MRCs applicable during the next
calendar year.
3.2.4 115% YOY Volume Growth Plan: If the
number of CLEC's total QLSP lines as of October 31 of
each year equals or exceeds 115% of the sum of
CLEC's total QLSP lines as of October 31 of the
preceing year, and the YOY line increase is equal to
or greater than one thousand five hundred (1,500)
QLSP lines, CLEC wil qualify for a 30% discount off of
the Business Port MRCs and a 6% discount off of the
Residential Port MRCs applicable during the next
calendar year.
3.3 For purposes of conting CLEC's total QLSP lines in section
3.2 as of October 31 of each year, Qwest wil include all
QLSP lines, if any, from the previous year. For example, to
determine 2011 QLSP rates, Qwest will use the total number
November 12, 2010/mms/EnTelegent Solutions, Inc.
Attchment 2 - QLSpq - (v8-2Q-1O)
(AZ=CDS-101112-0018); (CO=CDS-101112-U019); (IA=CDS-101112-u020); (ID=CDS-101112-0021); (MN=CDS-101112-0022);
(MT=CDS-1 01112-u023); (ND=CDS-1 01112-0024); (NE=CDS-1 01112-0025); (NM=CDS-1 01112-0026); (OR=CDS-101112-0027);
(SD=CDS-101112-u028); (UT=CDS-101112-0029); (WA=CDS-101112-Q030); (WY=CDS-101112-u031)
.4
90CuSign -Envelope 10: 8EF9D038-CBEC-4E77 -B808-715588A27075
.
.3.7
QWEST LOCAL SERVICES PLATFORMQì AGREEMENT
ATTACHMENT 2-QLSPQì Service Description
3.4
of CLEC's QLSP lines as of October 31, 2009 compared to
CLEC's total number of QLSP lines as of October 31,2010
in order to calculate CLEC's discount eligibilty on January 4,
2011. Each subsequent adjustment will be effective on each
January 1 during the tenn of the Agreement.
Except as otherwse provided herein, the Loop element
combined with a QLSP Service wil be provided in
accrdance with CLEC's ICAs with Owest at the rates set
forth in those ICAs.
including but not limited to flat rate transport charges, in
accordance with the applicable Tarif
3.8 Local Switching Usage and Shared Transport Minute of
Use (MOU) This section descrbes the use of the Qwest
netwr1 for different call types originated by or tenninated to
QLSP End Users. This section does not affect Qwests
rights to charge IXCs for signaling as described in Section
1.4.2 of this Attchment.
3.5
3.4.1 Loops provided under the Agreement. Upon
thirt (30) Days notice via the standard comercial
notification process, Owest may change monthly recurrng
charges for the Omaha, Nebraska Loop elements provided
under the Agreement. Additionally, notwthstanding the
rates reflected in the Nebraska QLSP Rate Sheet, the
Parties understand and agree that Qwest has the right to
adjust commercial port raes in Nebraska after the Nebraska
PSC issues a final order related to Application No.
C-3554/PI-112 and CLEC's continued use of any Services in
Nebraska constitutes its accptance of such updated rates.
CLEC will be responsible for billng its QLSP End User
Customers for all Miscellaneous Charges and surcharges
required of CLEC by statute, regulation or as otherwse
required.
3.8.2 Originating InterOffce Local calls. This
originating Local Call requires switching by the local serving
Qwest end offce and other interoffce switching for Local
traffc. When this call type is originated by a QLSP end user,
Local Switch Usage per MOU and Shared Transport per
MOU charges provided in the Rate Sheet will apply. For
these call tyes that also tenninate to an end user served by
a non-Qwest Carrer, Qwest may pay that Carrer certin
tenninating compensation charges under tenns and
conditions of a separate ICA
3.8.1 Originating IntraOfce Local Calls - This
originating Local Call requires switching by the local servng
Owest end offce Switch only. When this call type is
originated by a QLSP End User, Local Switch Usage
charges provided in the QLSP Rate Sheet will apply. For
these call types that also tenninate to an end user served by
a Carrer, Qwest may pay that Carrier certin teninating
compensation charges under tenns and conditions of a
separate ICA.
3.6 CLEC will pay Qwest the PIC change charge associated with
CLEC End User Customer changes of interLTA or
intraLATA Carrers. Any change in CLEC's End User
Customers' interLATA or intraLATA Carrier must be
requested by CLEC on behalf of its End User Customer.
Intercarrier Compensation. Except as specifcally
described in this Section, the Agreement does not change or
amend applicable intercrrer compensation arrngements
(including but not limited to Switched Access, Signaling, orTransit charges) between any parties, including between
Owest and Carrers or IXCs.
3.8.3 Originating IXC Toll Calls. This originating Toll
Call requires switching by the local serving Qwest end offce.
If the QLSP End Usets selected IXC does not have direct
trnking to the local serving Owest end offce, Shared
Transport is required to deliver that call to the Accss
Tandem for delivery to the IXC. When this call ty is
originated by a QLSP end user, Local Swich Usage
provided in the QLSP Rate Sheet applies. Additionally, if
Shared Transport is necessary to deliver the call to the
Accss Tandem, Shared Transport Usage charges provided
in the QLSP Rate Sheet will apply. For these call tyes that
require Shared Transport, Owest retains its rights to bill the
IXC for Tandem elements under the Tariff.
3.7.1 Switched Access. For QLSP End User
Customer(s), Qwest will not charge to or collect from the IXC
usage based end offce and loop Switched Accss charges
(such as Switched Access Locl Switching, End Ofce
Shared Port, Tandem Transmission and Carrer Common
Line) for InterLATA or IntraLATA Toll Calls originating or
tenninating fro that QLSP End User Customets line to an
IXC.
3.8.4 Terminating IntraOffce and InterOffce Local
Calls. This tenninating Local Caii reuires switching by the
local servng Qwest end offce and in certain instances other
interoffce switching within the Local Calling are. When a
call is tenninated to a QLSP end user, no charges will apply
under QLSP. For these call types that oriinate from an end
user served by a Carrer, Qwest retains it rights to bil that
Carrer certin Transit charges as described in Secion 3.7
above.
3.7.2 Signaling. Qwest retains its rights to charge IXCs
for signaling usage (ISUP Signal Fonnulation, ISUP Signal
Transport, and ISUP Signal Switching, as well as L1DB,
ICNAM and 8XX) associated with interLATA and intra LATA
Toll Calls originated by or tenninated to a QLSP End User
under the applicable Tari.
3.7.3 Transit. For any call originated by an end user
served by a Carrier that routes through Qwests netwr1 and
which tenninates to a QLSP End User, Qwest retains its
rights to bil the originating Carrer Transit charges for that
call under the originating Carriets Agreement.
3.8.5 Terminating IXC Toll Calls. This tenninating Toll
Call always requires switching by the local serving Qwest
end offce. If the originating callets IXC does not have direct
trunking to the QLSP end usets local serving Qwest end
offce switch, Shared Transport is required to tenninate the
call to the receiving QLSP end user. When this call ty is
tenninated to a QLSP end user, Local Swich Usage
charges provided in the Rate Sheet will apply. Additionally,
if Shared Transport is necessary to deliver the call to the
QLSP end user from the access tandem, Shared Transport
3.7.4 Other. Qwest retains its rights to bil IXCs or other
Carriers, as applicable, any and all other access charges
and assesments not expressly addressed in this section,
November 12, 2010/mmslEnTelegent Solutions, Inc.
. Attchment 2 - QLSPQì - (v8-2Q-1O)
(AZ=CDS-101112-Q018); (CO=CDS-101112-0019); (IA=CDS-101112-Q020); (ID=CDS-101112-0021); (MN=CDS-101112-Q022);
(MT=CDS-1 01112-Q023); (ND=CDS-1 01112-Q024); (NE=CDS-1 01112-Q025); (NM=CDS-1 01112-0026); (OR=CDS-101112-0027);
(SD=CDS-101112-Q028); (UT=CDS-101112-Q029); (WA=CDS-101112-0030); (W=CDS-101112-Q031)
5
DocuSign Envelope 10: 8EF9D038-CBEC-4E77-B808-715588A27075
3.9
QWEST LOCAL SERVICES PLATFORM~ AGREEMENT
ATTACHMENT 2-QLSP~ Service Description
Usage charges provided in the Rate Sheet will apply. For
these call types that require Shared Transport, Owest retains
its rights to bil the IXC for Tandem elements under the
Tariff.
3.8.6 Originating Toll Calls when QC is the
IntraLATA Toll provider. See Secon 1.5.4 above.
Owest will have a reasonable amount of time to implement
system or other changes necessary to bill CLEC for rates or
charges associated with OLSP Services
3.10 QLSP Services have a one-month minimum service period
requirement for each CLEC End User Customer. The one-
month minimum service period is the period of time that
CLEC is required to pay 100% of the MRC for the Service
even if CLEC doe not retain Service for the entire month.
OLSP Services are biled month to month and will after the
one month minimum service period is satisfied be pro-rated
for partial months based on the number of days Service was
provided.
Owest will bil CLEC, on a monthly basis, within seven to ten
Days of the last day of the most recent Billing period, in an
agreed upon standard electronic format. Billng information
will include a summary bill and individual End User
Customer sub-'account information. If CLEC needs
additional or different biling information in order to properly
November 12, 2010/mms/EnTelegent Solutions, Inc.
Attchment 2 - OLS~ - (v8-2Q-10)
(AZ=CDS-101112-0018); (CO=CDS-101112-0019); (IA=CDS-101112-Q020); (ID=CDS-101112-0021); (MN=CDS-101112-Q022);
(MT=CDS-101112-Q023); (ND=CDS-101112-0024); (NE=CDS-101112-0025); (NM=CDS-101112-0026); (OR=CDS-101112-Q027);
(SD=CDS-101112-Q028); (UT=CDS-101112-0029); (WA=CDS-101112-Q030); (W=CDS-101112-0031)
3.11 The Subsequent Order Charge is applicable on a per order
basis when changes are requested to existing servce,
including changing a telephone number, initiating or
removing suspension of Service, denying or restoring
service, adding, removing or changing features, and other
similar requests.
4.0 Systems and Interfces.
4.1 Owest and CLEC wil support the use of currnt OSS
interfaces and OSS business rules for QLSP, including
electronic ordering and flow, as the same may evolve over
time.
4.2 OLSP Services are ordered utilzing the LSR process as
described in the Owest wholesale website.
4.3 Prior to placing an order on behalf of each End User
Customer, CLEC wil be responsible for obtaining and wil
have in its possession a Proof of Authorization as set forth in
the Agreement.
4.4 When Owest or another provider of choice, at the End User
Customets request, orders the discontnuance of the End
User Customets existing service with CLEC, Qwest will
render its closing bil to CLEC effective as of the
disconnection. Qwest will notify CLEC by FAX, OSS
interface, or other agreed upon processes when an End
User Customer moves to Qwest or another service provider.
Qwest wil not provide CLEC or Owest retail personnel with
the name of the other service provider selected by the End
User Customer.
4.5 The Partes wil provide each other with points of contact for
order entry, problem resolution, repair, and in the event
special attention is required on service request.
5.0
bil its End Users or oter carriers (including Qwest), Owest
will work wih CLEC in go faith to deliver such information..
6.0
6.1
Maintenance and Repair.
Owest will maintain facilties and equipment that comprise
the OLSP Service provided to CLEC. CLEC or its End User
Customers may not rearrange, move, disconnect or attempt
to repair Qwest facilties or equipment, other than by
connection or disconnecton to any interface between Owest
and the End User Customer, without the written consent of
Owest.
6.2 Qwest wil provide general repair and maintenance Services
on its facilties, including those facilities supporting QLSP
Services purchased by CLEC. Owest wil repair and restore
any equipment or any other maintainable component that
adversely impact CLEC's use of QLSP Service. Owest and
CLEC wil cooperate with each other to implement
procedures and processes for handling service-affecting
events. There will be no charge for the Services provided
under this Section 6, except as set fort in the Rate Sheet.
7.0 Commercial Penormance Measures and Reporting,
Penormance Targets and Service Credits (including in
Washington, if Washington 7.0 is selected by CLEC as
indicated on Signature Page).
Each Part wil provide suitably qualified persnnel to
perform its obligations under the Agreement and all OLSP
Services in a timely and effcient manner with dilgence and
care, consistent wih the professional standards of practice
in the industry, and in conformance with Applicable Law.
The QLSP Service attributes and process enhancements are
not subjec to the Change Management Process ("CMP"). .
CLEC proposed changes to OLSP Service attributes and
process enhancements will be communicated through the
standard accunt interface. Change requests common to
shared systems and procees subject to CMP wil continue
to be addressed via the CMP procedures.
7.1
7.2 Owest wil provide commercial performance measurements
and reporting against established performance targets with
QLSP Service. The following performance measurements
will apply to QLSP Residential and OLSP Business: (a) Firm
Order Confirmations (FOCs) On Time; (b) Installation
Commitments Met; (c) Order Installation Interval; (d) Out of
Servce Cleared within 24 Hours; (e) Mean Time to Restore;
and (f)Trouble Rate.
7.3 Commercial measurement definitions, methodologies,
performance targets and reporting requirements are set forthin Attachment 3 to the Agreement. Qwest will provide CLEC
with the raw data necessary to allow CLEC to disaggregate
results at the state leveL. Reporting of these performance
measures wil be applied for activity beginning the first full
month of Service after January 4, 2011.
7.4 CLEC wil be entitled to service credits only for each
instance of a missed instllation commitment and each
instance of an out of servce condition that is not cleared
within 24 hours occurrng after January 4, 2011. All service
credit will be applied automatically by Qwest as credit
against CLEC's bil for the billng period following the one in
which the credits were accrued. Credits for Services
provided under the Agreement will be applied for activity
beginning the first full month after January 4, 2011. Any
6 .
DocuSig.,Envelope 10: 8EF9D038-CBEC-4E77 -B808-715588A27075..
.
.8.1
QWEST LOCAL SERVICES PLATFORM¡l AGREEMENT
ATTACHMENT 2-QLSP¡l Service Description
crdits or payments related to the Service provided prior to
the first full month following January 4, 2011 and in
accordance with CMP, PID, PAP or any other wholesale
service quality standards will no longer be applied beginning
the first full month after January 4, 2011.
Eligible QLSP Services will be included in the UNE-P PAP
results beginning the first full month following the Effecive
Date of the Agreement.
Notwthstanding the dispute resolution provisions in the
Agreement, the Parties wil resolve any dispute, claim or
controversy arising out of, or relating to, the PID and/or PAP
under the dispute resolution process descrbed in the PAP.
8.4
8.5
7.4.1 Installation Commitments Met. For each
installation commitment that Qwest, through its own
fault, fails to meet, Qwest will provide a service credit
equal to 100% of the nonrecurrng charge for thatinstallation. Qwest will use the state installation
nonrecurrng charge contained in the Agreement for
that order type in calculating the credit. The definition
of a "missed installation commitmenf and the
associated exclusions are described in Attachment 3 to
the Agreement.
7.4.2 Out of Service Cleared within 24 Hours. For
each out-of-service condition that Qwest, through its
own fault, fails to reslve within 24 hours, Qwest wil
provide a service credit equal to one day's recurrng
charge (monthly recurrng charge divided by 30 foreach day out of service beyond the firs 24 hours. (For
example, if the out-of-service condition exists for 25 to
47 hours, CLEC wil be entitled to a credit equal to the
monthly recurrng charge divided by 30. If the out-of-
service condition existed for 48 to 71 hours, the credit
would equal two times the monthly recurring charge
divided by 30).
8.0 Service Performance Measures and Reporting and
Perfrmance Assurance Plan (PID/PAP) (for Washington
only, if Washington 8.0 is selected by CLEC as indicated
on the Signature Page to the Agreement).
If selected by CLEC under the terms and conditions of the
Agreement and this Attchment, Owest wil, in Washington
only, provide performance measurements, reportng, and
remedies compliant with the Washington Performance
Indicaor Definitions ("PI Os") and the Qwest Washington
Performance Assurance Plan ("PAP") for the Services, if
eligible, provided under the Agreement and this Attachment.
Only in the state of Washington, and only if expressly
selected by CLEC under the terms and conditions of the
Agreement and this Attchment, does this PID and PAP
replace, in their entirety, the Commercial Performance
Measures and Reporting, Performance Targets and Service
Credits terms and conditions for Services provided under the
Agreement and this Attchment outlined in Section 7.0 of
this Attachment.
8.2 The PIDs and PAP for Washington in their current form are
posted in the Qwest Wholesale PCAT, currently called
Negotiations Template Agrement PCAT, under Exhibit B
and Exhibit K for Washington, respectively. Those PIDs and
that PAP are incorprated by reference into, and made a
part of, this Attachment. Subsquent changes to the PIDs or
PAP submitted to the WUTC wil be incorporated into the
applicable exhibit as soon as they are effective either by
operation of law or WUTC order, whichever occurs first and
without furter amendment to this Attchment.
8.3 To select the Service Performance Measures and Reporting
and Performance Assurance Plan (PID/PAP) option, CLEC
must be a certified CLEC under applicable state rules and
have elected the PID and PAP under its Washington
interconnection agreement with Qwst.
November 12, 2010/mmslEnTelegent Solutions, Inc.
. Attchment 2 - QLS~ - (v8-2Q-10)
(AZ=CDS-101112-0018); (CO=CDS-101112-Q019); (IA=CDS-101112-0020); (ID=CDS-101112-Q021); (MN=CDS-101112-Q022);
(MT=CDS-101112-Q023); (ND=CDS-101112-0024); (NE=CDS-101112-Q025); (NM=CDS-101112-0026); (OR=CDS-101112-Q027);
(SD=CDS-101112-Q028); (UT=CDS-101112-0029); (WA=CDS-101112-Q030); (W=CDS-101112-Q031)
7
DocuSign Envelope 10: SEF9D03S-CBEC-4E77-BSOS-7155SSA27075
.ATTACHMENT 3
Performance Targets for Qwest QLSp™ Service
.
.
ATTACHMENT 3 - Performance Targets for Qwest QLSp™ Service
DocuSign Envelope 10: SEF9D038-CBEC-4E77-BS08-7155SSA27075
FOC-1 - Firm Order Confirmations (FOCs) On Time
Purpose:
Monitors the timeliness with which Qwest returns Firm Order Confirmations (FOCs) to CLECs in
response to LSRs received from CLECs, focusing on the degree to which FOCs are provided within
specified intervals.
Description:
Measures the percentage of Finn Order Confinnations (FOCs) that are provided to CLECs within the
intervals specified under "Perfonnance Targets" below for FOC notifications.
. Includes all LSRs that are submitted through IMA-GUI and IMA-EDI interfaces that receive an FOC
during the reporting period, subject to exclusions specified below. (Acknowledgments sent
separately from an FOC (e.g., EDI 997 transactions are not included.)
. For FOC-1A, the interval measured is the period between the LSR received date/time (based on
scheduled up time) and Qwests response with a FOC notification (notification date and time).
. For FOC-1B, the interval measured is the period between the application date and time, as defined
herein, and Qwests response with a FOC notification (notification date and time).
. "Fully electronic" LSRs are those (1) that are received via IMA-GUI or IMA-EDI, (2) that involve no
manual intervention, and (3) for which FOCs are provided mechanically to the CLEC.
. "Electronic/manual" LSRs are received electronically via IMA-GUI or IMA-EDI and involve manual
processing.
. LSRs wil be evaluated according to the FOC interval categories shown in the "Performance
Targets" section below, based on the number of lines requested on the LSR or, where multiple
LSRs from the same CLEC are related, based on the combined number of lines requested on the
related LSRs.Reporting Period: One month I Unit of Measure: Percent
Reporting: Disaggregation Reporting: Regional leveL.
Individual CLEC . FOC-1A: FOCs provided for fully electronic LSRs received via IMA-
GUI or IMA-EDI
FOC-1B: FOCs provided for electronic/manual LSRs received via
IMA-GUI or IMA-EDI
.
.
Formula:
FOC-1A = ((Count of LSRs for which the original FOC's "(FOC Notification Date & Time) - (LSR
received date/time (based on scheduled up time))" is within 20 minutes) -(Total Number of
original FOC Notifications transmitted for the service category in the reporting period)) x 100
FOC-1 B = ((Count of LSRs for which the original FOC's "(FOC Notification Date & Time) - (Application
Date & Time)" is within the intervals specified for the service category involved) -.(Total
Number of original FOC Notifications transmitted for the service category in the reporting
periodH x 100
.
ATTACHMENT 3 - Performance Targets for Qwest QLSpTM Service
Page 2
DocuSign Envelope 10: 8EF9D038-CBEC-4E77 -B808-715588A27075
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.
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Exclusions:.LSRs involving individual case basis (ICB) handling based on quantities of lines, as specified in the
"Performance Targets" section below, or servicelrequesHypes, deemed to be projects..Hours on Weekends and holidays. (Except for FOC-1A, which only excludes hours outside the
scheduled system up time.).LSRs with CLEC-requested FOC arrangements different from standard FOC arrangements..Records with invalid product codes..Records missing data essential to the calculation of the measurement per the measure definition.
..Duplicate LSR numbers. (Exclusion to be eliminated upon implementation of IMA capabilty to
disallow duplicate LSR #'s.).Invalid startstoo dates/times.
Product Reporting:Performance Taraet:
FOC-1A 95% within 20 minutes
QLSP-POTS
FOC-1B 95% within standard FOC
intervals (specified below)
Standard FOC Intervals
Product Group NOTE 1 FOC
Interval
QLSP-POTS (1-39 lines) FOC-1A:20
Minutes
FOC-!B24
hrs 24 hrs
Availabilty:
Performance wil be measured
beginning the first full month of
QLSP service (for the following
month's reporting).
Notes:
LSRs with quantities above the highest number specified for each
oroduct type are considered ICB.
ATTACHMENT 3 - Perfonnance Targets for Qwest QLSp™ Service
Page 3
DocuSign Envelope 10: SEF9D038-CBEC.4E77 -BS08-7155SSA27075
ICM.1 . Installation Commitments Met
Purpose:
Evaluates the extent to which Owest installs services for Customers by the scheduled due date.
Description:
Measures the percentage of orders for which the scheduled due date is met.
· All inward orders (Change, New, and Transfer order tyes) assigned a due date by Owest and
which are completed/closed during the reporting period are measured, subject to exclusions
specified below. Change order tyes included in this measurement consist of all Corders
representing inward activity (with "I" and "T" action coded line USOCs). Also included are orders with
customer-requested due dates longer than the standard intervaL.
. Completion date on or before the Applicable Due Date recorded by Owest is counted as a met
due date. The Applicable Due Date is the original due date or, if changed or delayed by the
customer, the most recently revised due date, subject to the following: If Owest changes a due
date for Owest reasons, the Applicable Due Date is the customer-initiated due date, if any,that
is (a) subsequent to the original due date and (b) prior to a Owest-initiated, changed due date, if
any.Reporting Period: One month I Unit of Measure: Percent
Reporting: Disaggregation Reporting: Regional leveL.
Individual CLEC . Results for productservices listed in Product Reporting under "MSA Type
Disaggregation" will be reported according to orders involving:
ICM-1A Dispatches (Includes within MSA and outside MSA); and
ICM-18 No dispatches.
. Results for products/services listed in Product Reporting under "Zone-type
Disaggregation" will be reported according to installations:
ICM-1C Interval Zone 1 and Interval Zone 2 areas.
.
Formula:
((Total Orders completed in the reporting period on or before the Applicable Due Date) -(Total Orders
Completed in the Reporting Period)) x 100 .
Exclusions:
. Disconnect, From (another form of disconnect) and Record order types.
. Due dates missed for standard categories of customer and non-Owest reasons. Standard
categories of customer reasons are: previous service at the location did not have a customer-
requested disconnect order issued, no access to customer premises, and customer hold for
payment. Standard categories of non-Owest reasons are: Weather, Disaster, and Work Stoppage.
. Records involving official company services.
. Records with invalid due dates or application dates.
. Records with invalid completion dates.
. Records with invalid product codes.
. Records missing data essential to the calculation of the measurement per the measure definition.
.
ATTACHMENT 3 - Perfonnance Targets for Owest QLSp™ Service
Page 4
DocuSign Envelope 10: SEF9D03S-CBEC-4E77-BSOS-7155SSA27075
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Product Reporting Penormance Target:
MSA-TvDe:
QLSP-POTS QLSP-POTS (Dispatch and No Dispatch)195%
Zone-Type:
Availabilty:Notes:
Performance wil
be measured
beginning the first
full month of QLSP
service (for the
following month's
reporting).
ATIACHMENT 3 - Perfonnance Targets for Qwe QLSpTM Service PageS
DocuSign Envelope 10: SEF9D038-CBEC-4E77-BS08-7155SSA27075
011-1 - Order Installation Interval
Purpose:
Evaluates the timeliness of Owests installation of services for CLECs, focusing on the average time to
install service.
Description:
Measures the average interval (in business days) between the application date and the completion
date for service orders accpted and implemented.
. Includes all inward orders (Change, New, and Transfer order types) assigned a due date by
Owest and which are completed/closed during the reporting period, subject to exclusions specified
below. Change order types for additional lines consist of all C orders representing inward activity.
· Intervals for each measured event are counted in whole days: the application date is day zero (0);
the day following the application date is day one (1).
· The Applicable Due Date is the onginal due date or, if changed or delayed by the CLEC, the most
recently revised due date, subject to the following: If Owest changes a due date for Owest
reasons, the Applicable Due Date is the CLEC.initiated due date, if any, that is (a~ subsequent to
the original due date and (b) prior to a Owest-initiated, changed due date, if any. OTE 1
. Time intervals associated with CLEC-initiated due date changes or delays occurring after the
Applicable Due Date, as applied in the formula below, are calculated by subtracting the latest
Owest-initiated due date, if an¥, following the Applicable Due Date, from the subsequent CLEC-
initiated due date, if anv. NOTE
Reporting Period: One month I Unit of Measure: Average Business Days
Reporting: Disaggregation Reporting: Regional leveL.
Individual CLEC . Results for producUservices listed in Product Reporting under "MSA Type
Disaggregation" will be reported accrding to orders involving:
01l-1A Dispatches (Includes within MSA and outside MSA); and
01l-1B No dispatches.
. Results for products/services listed in Product Reporting under "Zone-type
Disaggregation" wil be reported according to installations:
01l-1C Interval Zone 1 and Interval Zone 2 areas.
.
.
Formula:
-((Order Completion Date) - (Order Application Date) - (Time interval between the Original Due Date
and the Applicable Date) - (Time intervals associated with CLEC-initiated due date changes or delays
occurring after the Applicable Due Date)) .Total Number of Orders Completed in the reporting penod
Explanation: The average installation interval is derived by dividing the sum of installation intervals for
all orders (in business days) by total number of service orders completed in the reporting period.
Exclusions:
· Orders with CLEC requested due dates greater than the current standard intervaL.
· Disconnect, From (another form of disconnect) and Record order types.
· Records involving offcial company services.
. Records with invalid due dates or application dates.
. Records with invalid completion dates.
. Records with invalid product codes.
· Records missing data essential to the calculation of the measurement per the measure definition.
· Orders involving individual case basis (ICB) handling based on quantities of lines or orders
deemed to be projects.
.
ATTACHMENT 3 - Performance Targets for Qwest QLSpTM Service
Page 6
. DocuSign Envelope 10: SEF9D03S-CBEC-4E77.BSOS-7155SSA27075
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Zone.T e.
Re orted As:
Avera e business da s
Penormance Target:
QLSP-POTS (Dispatched)
QLSP.POTS (No Dispatch)
6 Days
3.5 Days
Availabilty:
Performance wil be
measured beginning in the
first full month of QLSP
service (for the following
month's reporting).
Notes:
1. According to this definition, the Applicable Due Date can
change, per successive CLEC-initiated due date changes or
delays, up to the point when a Qwest-initiated due date change
occurs. At that point, the Applicable Due Date becomes fixed
(Le., with no further changes) as the date on which it was set
prior to the first Qwest-initiated due date change, if any.
Following the first Qwest-initiated due date change, any further
CLEC-initiated due date changes or delays are measured as
time intervals that are subtracted as indicated in the formula.
These delay time intervals are calculated as stated in the
description. (Though infrequent, in cases where multiple
Qwest-initiated due date changes occur, the stated method for
calculating delay intervals is applied to each pair of Qwest-
initiated due date change and subsequent CLEC-initiated due
date change or delay. The intervals thus calculated from each
pairing of Qwest and CLEC-initiated due dates are summed
and then subtracted as indicated in the formula.) The result of
this approach is that Qwest-initiated impacts on intervals are
counted in the reported interval, and CLEC-initiated impacts on
intervals are not counted in the reported intervaL.
ATTACHMENT 3 - Performance Targets for Qwest QLSp™ Service
Page 7
DocuSignEnvelope 10: SEF9D038-CBEC-4E77.BS08-7155S8A7075
00524.1 . Out of Service Cleared within 24 Hours
Purpose:
Evaluates timeliness of repair for specified services, focusing on trouble reports where the out-of-
service trouble reports were cleared within the standard estimate for specified services (Le., 24 hours
for out-of-service conditions).
Description:
Measures the percentage of out of service trouble reports, involving specified services, that are
cleared within 24 hours of receipt of trouble reports from CLECs or from retail customers.
· Includes all trouble reports, closed during the reporting period, which involve a specified
service that is out-of-service (i.e., unable to place or receive calls), subject to exclusions
specified below.
. Time measured is from date and time of receipt of trouble ticket to the date and time trouble is
indicated as cleared.
.
Reporting Period: One month I Unit of Measure: Percent
Reporting: Disaggregation Reporting: Regional leveL.
Individual CLEC . Results for producUservices listed in Product Reporting under "MSA Type
Disaggregation" wil be reported according to orders involving:
00S24-1A Dispatches (Includes within MSA and outside MSA); and
00S24-1 B No dispatches.
- Results for products/services listed in Product Reporting under "Zone-type
Disaggregation" wil be reported accrding to installations:
00S24-1C Interval Zone 1 and Interval Zone 2 areas.
Formula:
((Number of Out of Service Trouble Reports closed in the reporting period that are cleared within 24
hours) -(Total Number of Out of Service Trouble Report closed in the reporting period)) x 100 .Exclusions:
- Trouble reports coded as follows:
. For products measured from MTAS data (products listed for MSA-type disaggregation),
trouble reports coded to disposition codes for: Customer Action; Non-Telco Plant; Trouble
Beyond the Network Interface; No Field Visit Test OK, No Field Visit Found OK, Field Visit
Found OK, and Miscellaneous - Non-Dispatch, non-Owest (includes CPE, Customer
Instruction, Carrier, Alternate Provider).
· For products measured from WFA (Workforce Administrtion) data (products listed for Zone-
type disaggregation) trouble reports coded to trouble codes for No Trouble Found (NTF), Test
o K (TOK), Carrier Action (IEC) and Customer Provided Equipment (CPE).
· Subsequent trouble reports of any trouble before the original trouble report is closed.
. Information tickets generated for internal Owest system/network monitoring purposes.
. Time delays due to "no access" are excluded from repair time for products/services listed in
Product Reporting under "Zone-type Disaggregation".
- For products measured from MTAS data (products listed for MSA-type disaggregation), trouble
reports involving a "no access" delay.
- Trouble reports on the day of installation before the installation work is reported by the
technician/installer as complete.
- Records involving offcial company services.
- Records with invalid trouble receipt dates.
· Records with invalid cleared or closed dates.
- Records with invalid product codes.
- Records missini: data essential to the calculation of the measurement per the measure definition..
ATTACHMENT 3 - Perfonnance Targets for Qwest QLSpTM Service
Page 8
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. . DocuSignEnvelope 10: 8EF90038-CBEC-4E77-B808-715588A27075
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.
Product Reporting:Penormance Taraets:
MSA.TvDe.
... QLSP POTS Dispatch and Non-Dispatch 190%
Zone.TvD8.
Availabilty:Notes:
Performance will
be measured
beginning the first
full month of QLSP
service (for the
following month's
reporting).
ATIACHMENT 3 - Perfonnance Targets for Qwest QLSp™ Service
Page 9
DocuSign Envelope 10: SEF9D038-CBEC-4E77-BS08-7155SSA27075
MTTR.1 . Mean Time to Restore
Purpose:
Evaluates timeliness of reoair, focusing how long it takes to restore services to orooer ooeration.
Description:
Measures the average time taken to clear trouble reports.
. Includes all trouble reports closed during the reporting period, subject to exclusions specified below.
. Includes customer direct reports, customer-relayed reports, and test assist reports that result in a
trouble report.
. Time measured is from date and time of receiot to date and time trouble is cleared.
Reporting Period: One month Unit of Measure: Hours and Minutes
.
Reporting:
Individual CLEC
Disaggregation Reporting: Regional leveL.
. Results for productservices listed in Product Reporting under "MSA Type
Disaggregation" wil be reported according to orders involving:
MTTR-1A Dispatches (Includes within MSA and outside MSA); and
MTTR-1B No dispatches.
. Results for products/services listed in Product Reporting under "Zone-type
Disaggregation" wil be reported according to installations:
MTTR-1C Interval Zone 1 and Interval Zone 2 areas.
Formula:
-((Date & Time Trouble Report Cleared) - (Date & Time Trouble Report Opened)) -(Total number of
Trouble Reports closed in the reporting period)
Exclusions:
. Trouble reports coded as follows:
- For products measured from MTAS data (products listed for MSA-type disaggregation), trouble
reports coded to disposition codes for: Customer Action; Non-Telco Plant; Trouble Beyond the
Network Interface; No Field Visit Test OK, No Field Visit Found OK, Field Visit Found OK, and
Miscellaneous - Non-Dispatch, non-Owest (includes CPE, Customer Instruction, Carrier,
Alternate Provider).
- For products measured from WFA (Workforce Administration) data (products listed for Zone-
type disaggregation) trouble reports coded to trouble codes for No Trouble Found (NTF), Test 0
K (TOK), Carrer Action (IEC) and Customer Provided Equipment (CPE).
. Subsequent trouble reports of any trouble before the original trouble report is closed.
. Information tickets generated for internal Qwest system/network monitoring purposes.
. Time delays due to "no access" are excluded from repair time for products/services listed in Product
Reporting under "Zone-type Disaggregation".
. For products measured from MTAS data (proucts listed for MSA-type disaggregation), trouble
reports involving a "no access" delay.
. Trouble reports on the day of installation before the installation work is reported by the
technician/installer as complete.
. Records involving offcial company services.
. Records with invalid trouble receipt dates.
. Records with invalid cleared or closed dates.
. Records with invalid product codes.
. Records missina data essential to the calculation of the measurement per the measure definition.
.
.
ATIACHMENT 3 - Performance Targets for Qwest QLSpTM Service
Page 10
DocuS¡gnEnvelope ID: SEF9D03S-CBEC-4E77-BS08-715588A27075
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.
Product Reporting:Peñormance Target:
MSA-Type-QLSP-POTS (No Dispatch)5 Hours
QLSP-POTS QLSP-POTS (Dispatched)14 Hours
Zone-TvDe -.
Availabilty:Notes:
Performance wil be measured beginning in the
first full month of QLSP service (for the following
month's reporting).
ATTACHMENT 3 - Perfonnance Targets for Qwest QLSpTM service
Page 11
DocuSign Envelope 10: SEF9D038-CBEC-4E77 -BS08-7155SSA27075
TR-1 - Trouble Rate
Purpose:
Evaluates the overall rate of trouble reports as a percentage of the total installed base of the service or
element.
Description:
Measures trouble reports by product and compares them to the number of lines in service.
. Includes all trouble reports closed during the reporting period, subject to exclusions specified
below.
. Includes all applicable trouble reports, including those that are out of service and those that are
only service-affectinii.
Reporting Period: One month Unit of Measure: Percent
.
Reporting Individual CLEC Disaggregation Reporting: Regional leveL.
Formula:
((Total number of trouble reports closed in the reporting period involving the specified service
grouping) -(Total number of the specified services that are in service in the reporting period)) x 100
Exclusions:
. Trouble reports coded as follows:
- For products measured from MT AS data (products listed for MSA-type, trouble reports coded
to disposition codes for: Customer Action; Non-Telco Plant; Trouble Beyond the Network
Interface; No Field Visit Test OK, No Field Visit Found OK, Field Visit Found OK, and
Miscellaneous - Non-Dispatch, non-Owest (includes CPE, Customer Instruction, Carrier,
Alternate Provider).
. For products measured from WFA (Workforce Administration) data (products listed for Zone-
type) trouble reports coded to trouble codes for No Trouble Found (NTF), Test 0 K (TOK),
Carrer Action (IEC) and Customer Provided Equipment (CPE).
· Subsequent trouble reports of any trouble before the original trouble report is closed.
. Information tickets generated for internal Qwest system/network monitoring purposes.
. Time delays due to "no access" are excluded from repair time for products/services listed in
Product Reporting under "Zone-type".
. For products measured from MT AS data (products listed for MSA-type, trouble reports involving a
"no access" delay.)
· Trouble reports on the day of installation before the installation work is reported by the
technician/installer as complete.
. Records involving offcial company services.
. Records with invalid trouble receipt dates.
. Records with invalid cleared or closed dates.
. Records with invalid product codes.
· Records missing data essential to the calculation of the measurement per the measure definition.
.
.
ATTACHMENT 3 - Performance Targets for Owest OLSp™ Service
Page 12
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",. Docl.ignEnvelòpe 10: 8EF9D038-CBEC-4E77.B808-715588A7075
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Product Reporting:Penormance Target:
MSAType:
.... QLSP-POTS Diagnostic
Zone Type:.
Availabilty:Notes:
Performance wil be measured beginning in the
first full month of QLSPP service (for the
following month's reporting).
ATTACHMENT 3 - Perfnnance Targets for Qwest QLSp™ Service
Page 13
DoSign Envlope 10: BEF900Ee-77-B871557075
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..
Qwest Local Servces Platfor.. (QLSp..) Rate Page . Idaho
109.8 Shared ran109.8.1 and PAL in ID-S 'PerMOU' SO.0011100
109.8.2 ISDN BRI PAL In ID-N and PBX Analn Trunks Per llnetrnkl UGUST $0.35
109.11 Local Swltchl.. Purchasa "" Part of QLP"
109.11.1 Port B..ic Plan
109.11.1.1 Analo Port $6.21
109.11.1.2 Redential end user creit LAWUR ($3.07 1
109.11.1.3 Effectiv QLSP'" Residential Anal~ Port S3.14 1
109.11.1.4 Dinltal Port (Sunnnrtnn BRI ISDN S17.40
109.11.1.5 PBX DID Port $7.30
109.11.2 Intentlonanv Blank
109.11.Port If 90% YOY Volume Retnton Plan Renulrement IV Me
109.11.3.1 Analnn Port S5.59
109.11.3.2 Anaio Port Reidential end user crit LAWUR IS2.51 1
109.11.3.3 Effective QLSP'" Residential Anal~ Port $3.08 1
109.11.3.4 Dialtl Port Sunnnrtinn BRI ISDN S17.40
109.11.3.5 PBXDIDPor S7.30
109.11.Intentlonallv Blank
109.11.5 Port 1f115% YOYVolume Gro Plan RenulremenlelV Me
109.11.5.1 Analoa Port !l.35
109.11.5.2 Analoa Port, Reidential end user crit LAWUR $1.40 1
109.11.5.3 Effect QLSP'" Residential Anal~ Port $2.95 1
109.11.5.4 Diaital Port Sunnrtinn BRI ISDN S17.40
109.11.5.5 PBX DID Port S7.30
109.11.8 Intentlonallv Blank
109.11.7 Local Swi Usne
109.11.7.1 QLSP'" Residential, Business, and PAL In ID- (Per MOU $0.001343
109.11.7.2 QLSP'" Centrx ISDN BRI PAL In ID-N and PBX Analn Trunks Per Unelrunk UGUFM $1.13
109.11.8 Swtch Feature 2
109.11.8.1 Acnt Coes . OAr SVRem AZ8PS S75.00
109.11.8.2 Attndant Ac Une Der Station Line DZR S10.00
109.11.8.3 Audible Messane Waitinn S12.00
109.11.8.4 Authorization Coes. oer Svsm ~109.11.8.5 Automatic Line
109.11.8.6 Aumatic Route Seletion. Common EnuiDment DAr SVAem F5GPG
109.11.8.7 CaIlDroo LY
109.11.8.8 Call exclusion. Automati N
109.11.8.9 Call Exclusio. Manual $5.00
IDSNI
109.11.8.10~lne. IncomlnnOnlv 69B1X S5.00
109.11.8.11 Answr Incomino Onlv 69A $5.00
109.11.8.12 Line/ Don't Answr Prorammable Servce Establishmet SEPFA $50.00
109.11.8.13 Call Forwardf",: Don~ Answr / Call Forwrdlnn Busv Custmer Pmnrammable. iir Line FSW S10.00
109.11.8.14 Call Wallno Indication. Der Timinn State WUT S25.00109'11'8'15~HYE HYS $160.00109.11.8.16 CLASS rrnce NOUSOC SO.46
109.11.8.17 CLAS NSS S10.00
109.11.8.18 CLASS NSQ $10.00
109.11.8.19 CLS.Priori Callino NSK $10.00
109.11.8.20 CLS. Selee Call Forwardino NeE S10.00
109.11.8.21 CLS. Selectiv Call Rejection FKaPN,NSY $10.00
109.11.8.22 Direct Statin Selection / Busv LamD Field. oer Ar-;ment BUD 58.00
109.11.8.23 Directed Call Pickuo wi BaraIn 6MD 55.00
109.11.8.24 Direed Call Plckuo wlDiout Baron 690 55.00
109.11.8.25 Distincive Rlno/Distincve Call Waltnn RNN $5.00
109.11.8.26 Exenslve Route Waminn Tone. Der..m AQWPS $90.00
109.11.8.27 Grouolntercm GCN $8.00
109.11.8.28 Ho Line, per Line HLN, HLA $8.00
109.11.8.29 Huntlna: Mullioosition Hunt Queulnn MH5 S5.00
109.11.8.30 Huntina:MultlDosltn wih Announcement in Queue MHW $5.00
109.11.8.31 Huntino: Mullioosltn wi Music In Queue MOHPS $100.00
109.11.8.32 ISDN Short Hunt NHGPG,$10.00
NHGPN
109.11.8.33 Loudsoaaker Panino. ner Trunk GroUD PTQPG ICB
109.11.8.34 Make Busv Arrnoements, iir GroUD A9AE PS9 $20.00
109.11.8.35 Make Busv Arrnnements. oar Line MB1 510.00
109.11.8.36 Mesaoe Center, iir Main Statin Line MFR 58.00,oo".~__MV5 ICB
109.11.8.38 old.oerSvstem MHHPS $75.00
109.11.8.39 K7KP $5.00
109.11.8.40 QT1PK 55.00
109.11.8.41 .p . Arive Data SR7CX $300.00
109.11.8.42 .p. Serv Estblishment Cherg, Initil Instllatin SEPSP,$165.00
SEPSR
109.11.8.43 Station Came-On Serve. oer Main Sttin CPK $8.00
109.11.8.44 Time of Dav Cotr for ARS, oar Svm TBPS $125.00
109.11.8.45 Time of Dav NCOS Uodat MT $1.00
109.11.8.46 Time of Dav Routino. oer Line TB $1.00
109.11.8.47 Trunk Veriictlon frm Desionate Stetln BVS $100.00
109.11.8.48 UCD In Hunt GroUD, Der Line MHM $6.00
109.11.8.49 Premium Port feaures- Addltonal Chara S2.08
109.11.8.9.1 CMS . SYSem Establishmet. Initial instllatio MB5XX t1000.00
109.11.8.49.2 CMS. SYStem Establishment, SubS8uent Installation CPO $500.00
109.11.8.49.3 eMS. Packet Contr CaDabllltv:DlIem PTGPS S1500.00
109.11.8.49.4 Conference Cellnn. Meet Me MJJPK $5.00
Qwest Locl Sece Platfnn '" Agrement QLSP'" Rete Sheet.V1.2.3 04.11.0i
DoSlgn Envpe 10: BEF9D038BEC-4E77-B87155075
Qwest Local Servces PlatfrmlM (QLSplM) Rate Page -Idaho
J
109.11.8.49.5 ConferenceCallno.Preet M09PK 5.00
109.11.8.49.6 Conference Callno . Statin Dial f6-Wav)GVT 5.00
109.11.Other
109.11.9.1 Custom Number
109.11.9.1.1 Idaho Nort See Applicable Qw Retail 6
Tari, Catalo or Price List less
Discunt (which will be
provided pursuant to tenn and
conditns In CLEC's ieA).
109.11.9.1.2 Idaho South See Applicable Qw Retail 6
Tari, Catalo or Price Ust less
Discunt (whic will be
piided pursuant to tenn and
conditins in CLEC's ICA).
109.11.9.2 PBX DID ~ns Dioits Outoulsed Chanoe SlonaHno $15.22
109.11.9.3 PBX DID Com ranslations Sianlino Chanoe $35.52
109.11.9.4 PBXDIDB $25.53
109.11.9.5 PBX DID Groiio- of 20 Numbers $31.36109.11.9.6 PBX DID Reserve Seauential # Blo $25.38
109.11.9.7 PBX DID Reser Nonseauentiel Teleohone Numbers $23.67
109.11.9.8 PBX DID Nonseauential Teleahone Numbers $33.18
109.11.10 Subsouent Order Charoe NHCUU $12.17 4
109.11.11 Qwl Comorallon QC IntraLATA Toll LPIC 5123
109.11.11.1 Idaho North See Applicable awst Retil 6
Tari, Catalo or Price Liles
Discunt (which wil be
provied pursuant to terms and
condit In CLEC's ICA).
109.11.11.2 Idaho South See Applicable awst Retail 6
Tari, Catalo or Price List less
Discunt (which will be
provided pursuant to terms and
conditions in CLEC's ICA).
109.0 Miscellaneous Charg 5
109.0.1 Deslon - Nort
109.20.1.1 Maintenance of Seiv
109.20.1.1.1 Basic
109.20.1.1.1.1 Firs Incrment MVXX -
109.20.1.1.1.2 Each Additnal Incrment MVW1X -
109.20.1.1.2 Overtime
109.20.1.1.2.1 Fir Incrment MVWOX -
109.20.1.1.2.2 Eac Add~lonallllen MVW2X -
109.20.1.1.3 Premium
109.20.1.1.3.1 First Incrment MVWPX -
109.20.1.1.3.2 Each Add~lonallncrment MV3X ..
109.20.1.2 Ontinal Testlno (Additnal Labor)
109.20.1.2.1 Basic, Firs and Each Aditional Incrment OTNBX -
109.20.1.2.2 Overtime First and Each Additional Incment OTNOX -
109.20.1.2.3 Premium, Firs and Each Add~ioallncrement OTNPX -
109.20.1.3 Dlscatch (Additional Disnatc . No truble found)VT6DC -
109.20.1.4 Oisoatch for Maintenance of Serv. No Trouble Found VT6DM -
109.20.2 Deslnn and Non-Ds"'n - Nort
109.20.2.1 Trio Charoe . Premis Visit Chame sea ..
109.20.2.2 Premises Work Chame
109.20.2.2.1 Basic
109.20.2.2.1.1 First Incrment HRD11 ..
109.20.2.2.1.2 Each Add~lonallncrment HRDA1 -
109.20.2.2.2 Overtime
109.20.2.2.2.1 First Increment HRD12 -
109.20.2.2.2.2 Each Add~lonallncrment HRDA2 -
109.20.2.2.3 Premium
109.20.2.2.3.1 Firs Incrmet HRD13 -
109.20.2.2.3.2 Each Additnal Inct HRDA3 -
109.20.2.3 Netw Premise Work Chame
109.20.2.3.1 Basic First Incrment HRR11 ..
109.20.2.3.2 Basic Each Additnal Incrment HRRA1 ..
109.20.2.3.3 OvrtimeE HRR12 ..
109.20.2.3.4 Ovrtime Incrment HRRA ..
109.20.2.3.5 Premium Incrment HRR13 -
109.20.2.3.6 Premium Each Aditional Incrment HRRA3 -
109.20.2.4 DateChanoe fT6DC -
Delon Chanoe H28 -
Exlte Chare e Per day advance EOODB -
Cancellation Chame NoUSOC ICB
109.20.3 Non-Deslnn - South
109.20.3.1 Netw Premises Wor Chame
109.20.3.1.1 All Hours 1st 15 minutes HRH11 -
Qw Locl Serv Platform'" Agreement QLSP'" Rate Sheet-1.2.3 04.11.08
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DoSign Enlope ~0; 8EFOD038BEe-E77-B87155075
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Qwest Local Servces Platform™ (QLSpTM) Rate Page . Idaho2011 T *Janua 4 throu h erm
109.20.3.1.2 All Hours next thre 15 minutes HRHA1 -
109.20.3.1.3 All Hours, ea addri 15 minutes HRDA1 ..
109.20.4 Deslnn . South
109.20.4.1 Maintenance of Servce
109.20.4.1.1 Basic
109.20.4.1.1.1 Firs Incrment WWXX -
109.20.4.1.1.2 Each Addklonal Incrment MVW1X ..
109.20.4.1.2 Overtime
109.20.4.1.2.1 Firs Incrment WWOX -
109.20.4.1.2.2 Each Additnal Incrment WW2X -
109.20.4.1.3.1 Premium
109.20.4.1.3.1 First Incrment WWPX -
109.20.4.1.3.2 Eac Additnal Incrment WW3X -
109.20.4.2 Ontlonal Tes!l~ 'Additinal Labor
109.20.4.2.1 Basic Firs and Each Additional Increment OTNBX -
109.20.4.2.2 Overtime First and Ea Aditional Incrment OTNOX -
109.20.4.2.3 Premium First and Each Addklonallncrement OTNPX ..
109.20.4.3 Dlsnatc Additinal Dls""tc . No truble found '"6OC -
109.20.4.4 Dis""lch for Maintenance of Serv . No Trouble Found VT6DM -
109.20.4.5 Netwrk Premises Work Cha e
109.20.4.5.1 Basic
109.20.2.5.1.1 Firs Increment HRH11 ..
109.20.2.5.1.2 Each Addklonallncrement HRHA1 -
109.20.4.5.2 Overtime
109.20.2.5.2.1 Firs Incrment HRH12 -
109.20.2.5.2.2 Each Addklonal Incrment HRHA2 ..
109.20.4.5.3 Premium
109.20.2.5.3.1 Firs Incrment HRH13 -
109.20.2.5.3.2 Each Additnal Incrment HRHA -
109.20.5 Desl"n and Non-Dslnn . Sout
109.20.5.1 Tnn Chame . Premiss Visk Charoe NRTCY -
109.20.5.2 Premise Work Char""
109.20.5.2.1 Basic
109.20.5.2.1.1 Firs Incrment HRD11 -
109.20.5.2.1.2 Each Addklonallncrement HRD1 -
109.20.5.2.2 Overtime
109.20.5.2.2.1 Firs Incrment HRD12 -
109.20.5.2.2.2 Each Additnal Incrment HRDA -
109.20.5.2.3 Premium
109.20.5.2.3.1 Firs Incrment HRD13 -
109.20.5.2.3.2 Each Additnal Incrment HRDA3 -
109.20.5.3 Date Chan"" VT60C -
109.20.5.4 Oesinn Channe H28 -
109.20.5.5 Exneite ChamA Per dav advance EODDB -
109.20.5.6 Cancellation ChamA NoUSOC ICB
109.23 QLSP'" Insllation and Convrsion Nonrecurrnaha- tNRCs
109.23.1 Conversion Nonrecurrnah8rs
109.23.1.1 QLSP'" Buslne~PBX Anal.. non-DID Trunks Residntal
109.23.1.1.1 First Line M URCCU $1.50109.23.1.1.2 Ea Mechanied URCCY $0.50
109.23.1.1.3 First URCCV $15.00
109.23.1.1.4 Each Additnal Line Manuall URCCZ $3.00
109.23.1.2 QLSP'" PBX DID Trunks
109.23.1.2.1 Firs Trunk URCCD $28.84
109.23.1.2.2 Each Addklonal $2.73
109.23.1.3 QLP"ISDN BRI
109.23.1.3.1 Firs URCCU 530.66
109.23.1.3.2 Each Addklonal $2.73
109.23.Installallon Nonreurrn; Ch¡¡s
109.23.2.1 QLSP" Busines Centx PAL and PBX Anal.. non-DID Trunks Residential
109.23.2.1.1 First Line (Mechanlzedl NHCRA $50.00
109.23.2.1.2 Each Addkioal Line (Meanlzedl NHCRC $18.00
109.23.2.1.3 Firs Line 'Manual NHCRB $75.00
109.23.2.1.4 Each Addklonal Line (Manual NHCRD $20.00
109.23.2.2 QLSP" AnalDDID PBX Trunks $15.21
109.23.2.3 QLSP"ISDN-BRI $272.96
109.23.3 Qwl AlN Features
109.23.3.1 Idaho North See Applicable Qwt Retil 6
Tari, Catalo or Pnce Lisless
Discunt (whic will be
proided pursuant to term and
coditons In CLEC's ICA).
Qwes! Locl Servs Platfrm lM Agrement QLSplM Rate Sh.V1.2.3 04.11.08 3
DoSign Envpe 10: BEF9D03ßBEC4E77-B7155075
109.23.3.2 Idaho South Sas AppDcable Qw Retail
Tari, Catalo or Price Ust less
Discount (whic wiD be
provied pursuant to tenn and
conditions in CLEC's ICA).
109.23.4 Owt Voice Me In Service
109.23.4.1 Idaho North Sas Applicable Qwes Retail
Tariff, Catalog or Price List less
Discount (which wiD be
provied pursuant to terms and
conditions in CLEC's ICA).
Sas Applicable Qwes Retail
Tari, Catalo or Price Ust less
Discount (which wiD be
provied pursuant to tenns and
conditions in CLEC's ICA).
109.23.4.2 Idaho South
112 o rational Su rt S l8ms
112.1 Develoments and Enhancements r Local SelVce Re uest112.2 On 01 0 erations r Local SelVce Re uest
112.3 Daily Usage Records File, per Recrd
All charges and Incrments
equal the comparable charges
and incrments provied In the
Qwest Wholesale peAT.~.Universl SelVce Order Coes (USOCs) have been provided in an efor to ease Item descrption and USOC assocition with charges. In the event USOCS are inacrate
or are revise, awt reserv the right to conecl the Rate Sheet. In the event of any signifcant change(s), notication will be proided via the stndard notllicatin pross.
See Applicable Qw Retail Tari, Catalog or Price List for aD chargs and incrments.
QLSP'" Business and Residential services utilize the same Class of serve and line Universal Service Order coes (USOCS). QLSP'" ResidentalselVce will be biDed at
the Analo Port rate and only thos Dnes that specllically qualif for and are identifra as selVng a reidentil end.user customer by the presence of the LAWUR USOC wil
reive the Residential end use creit.
2 QLSP'" service includes nondisminatory acc to all vertical swh feature that are loaded In Qw's End Ofce Swich. se the PCAT for all compatible and available
vertcal swtch features. Only vertical swtch feature wit NonRecurrng, Recurrng, or Par OCne charges are Dsl. Non-ecurrng chrges are appli_le whenever a
feature Is added - whether on new InstaDatin, conversion, or change order acvit. Those vertcal sw feature not lised have a rate of $0 for Mothly Recurrng, Non.
Recurring, or Per Occrrnce charges.
3 Reserv for future use.
4 The Subsequent Order Charge Is applicable on a per order basis when changes are reuested to existng servce, inclding changing a telephone number, Initating or
removing Suspension or Servce, denying or restoring servce, adding, removing, or changing feature, and other similar reuests.
5 QLSP'" ISDN BRI and PBX are "Design". Remaining QLSP'" selVces are .Non.Deslgn.. All charges and Incrments shall be the same as the comparable charges and
increments provied in Qwes Retail Tari, Catalogs, or Pri Lis and are subjeclto change base on changes in the underiying awt Retail Taris, Catalos, or Price
Lists. In the event a rate changes, noticatin wil be provied via the standard notifcation proce.
6 Where the seivce has been deemed to be a Telecommunications Servic, the Discount wil be proided pursuant to CLEC's ICA. Where the service is not a
Telecommunicatins Service, the discount wil be 18%.
Qwe Local Serv Plalfonn TM Agreent QLsp™ Rate Shaa.V1.2.3 04.11.08
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